LOGISTIC AND DELIVERY SERVICE
TERMS AND CONDITIONS

1. Introduction

These Terms and Conditions ("Agreement") govern the use of logistic and delivery services provided by Pro-Trans Group ("The Service Provider," "we," "us," or "our") to the customer ("Customer," "you," or "your"). By using our services, you agree to comply with these terms.


2. Terms

2.1. White Glove Delivery. The Service Provider shall provide white glove delivery services for the Customer’s products, which includes careful handling, transportation, room-of-choice placement, unpacking, assembly-setup, packaging removal, and garbage disposal as requested.
2.2. Main Door Delivery. The Service Provider shall provide main door delivery services for the Customer’s products, which includes careful handling, transportation, room-of-choice placement as requested.
2.3. Drop Off Delivery. The Service Provider shall provide drop off delivery services for the Customer’s products, which includes careful handling, transportation, front door, or driveway.
2.4. Warehouse-to-Warehouse Transport. The Service Provider shall transport Customer’s products between Pro-Tran Hub warehouse and other storage, or distribution facilities designated by the Customer, charging a in accordance with this Agreement.
2.5. Special Handling. Fragile or high-value pieces may require extra precautions. The Customer agrees to provide adequate information about item fragility, dimensions, or unique requirements. The Service Provider shall take all reasonable measures to protect such items during transit and placement.
2.6. Restricted Products. The Service Provider shall not transport hazardous materials, pets, pianos, and other items that The Service Provider shall consider with high risk of damage.
2.7. Service Limitation. The Service Provider shall not remove doors, windows, stair railings, lighting, or any other items from the ceiling or walls during the service.


3. Costs and Payment Terms

3.1. Delivery Service Fees. The Customer acknowledges that additional costs may apply for services beyond standard delivery service. These fees include, but are not limited to:

Description	Drop Off	Main Floor	White Glove
Price per 2 ppl	$155.00	$175.00	$195.00
M-Postal code	✔	✔	✔
Up to 3 items under 200 lbs. per piece	✔	✔	✔
Free cancellation or rescheduling within 24 hrs	✔	✔	✔
Unpacking	🗶	🗶	✔
Assembly	🗶	🗶	✔
Packaging removal / disposal	🗶	🗶	✔
Furniture disposal	🗶	🗶	🗶
Time for the pickup (work on-site)	Up to 15 min	Up to 15 min	Up to 15 min
Time for the delivery (work on-site)	Up to 15 min	Up to 30 min	Up to 30 min
Items delivered to the	Front door Driveway	Room of choice	Room of choice

GTA and Out of Town:

⮚ Our delivery software provides personalized price lists based on the pick-up and final location in the GTA, Ottawa, Quebec, and other areas.
⮚ If your business requires a personalized price list, please send your request to info@protrans.org
⮚ If your business requires a specific quote, please send your request to finance@protrans.org


3.2. Extras. These fees include, but are not limited to:

Description	Fee
Additional item that weighs under 200 lbs.	$5.00
Additional hour work on-site (pickup/delivery) or proportional time min ¼ hour	$90.00
Returning items rejected during service to the store in the M-Postal code	$75.00
Additional stop for pickup in M-Postal code	$75.00
Disposal of up to 3 items	$125.00
Same-day cancellation fee	$150.00
Warehouse-to-Warehouse transfer per hour	$155.00
Work On-Site Assistance 2ppl per hour	$125.00
Work On-Site Assistance 3ppl per hour	$175.00
Large Order Delivery 2 ppl per hour	$165.00
Large Order Delivery 3 ppl per hour	$215.00

3.3. Oversized Items (>200 lbs.). If an item exceeds 200 lbs., the Customer shall advise the Service Provider prior to scheduling. Additional personnel will be required, and a double charge shall apply for such items under the same terms and conditions.

3.4. Invoicing. Invoices will be issued weekly for delivery services, detailing service fees and any extra charges incurred. The Customer shall pay additionally the applicable taxes (currently HST 13%).
3.5. Payment Deadline. Payments are due on receipt. Any late payments shall incur a late fee of two percent (2%) per month starting 1st of the unpaid month or take any other necessary actions to collect the past-due amount.
3.6. Costs Adjustment. Any changes to the rates will be communicated to the Customer with at least 30 days notice.


4. Customer Obligations

4.1. Accurate Information. The Customer shall provide accurate details about each item, including dimensions, weight, fragility, and any other special handling or placement requirements.
4.2. Access, Parking and Permissions. The Customer is responsible for ensuring clear access to the delivery site, including any permissions required from building management or owners and a parking spot. The Service Provider shall not be liable for delays or additional costs resulting from access or parking issues.
4.3. Timely Communication. The Customer agrees to promptly communicate any changes or cancellations prior to 3:00 p.m. on the day preceding the scheduled service. Failure to do so may result in a $150.00 same day cancellation fee.
4.4. Compliance with Laws. The Customer shall ensure that the furniture and any related components do not violate municipal, provincial, or federal law or regulations.
4.4. Indemnification. The Customer agrees to indemnify, defend, and hold harmless the Service Provider from any claims, damages, or liabilities arising from the Client’s failure to disclose relevant information about the furniture’s condition or special handling requirements, except to the extent such claims arise from the Service Provider’s gross negligence or willful misconduct.


5. Limitation of Liability and Insurance

5.1. Standard Insurance Coverage. The Service Provider maintains general liability insurance and cargo insurance for standard coverage of transported goods. In the event of loss or damage, the Service Provider’s liability is limited to the lesser of (a) the actual cost of repair or replacement, or (b) $195.00 (the cost of one standard delivery), unless otherwise stated in a separate written agreement.

5.2. High-Value Items. For items exceeding the standard coverage limit, the Client may obtain additional insurance through the Service Provider or through a third-party insurer at the Customer’s expense.

5.3. Exclusions. The Service Provider shall not be held responsible for:
● Pre-existing damage, concealed damage, or manufacturer defects
● Damages resulting from inadequate packaging if the Customer packaged the items independently
● Indirect, incidental, or consequential damages, including lost profits


6. Governing Law

6.1 This Agreement shall be governed by and constructed in accordance with the laws of Ontario, and any disputes shall be resolved in the state or federal courts located within Canada, Ontario. Any disputes arising under this Agreement shall be resolved through mediation or arbitration at 333 Bay Street, Suite 900, Toronto, ON M5H 2T4 (Commercial Arbitration), unless the parties mutually agree to an alternative venue in writing.


7. Entire Agreement

7.1 This Agreement contains the entire understanding of the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.


8. Amendment

8.1 This Agreement may only be amended in writing and signed by both parties.


9. Notices

All notices under this Agreement shall be in writing and delivered to the addresses listed above or to such other addresses as a party may designate in writing. Notices may be delivered by certified mail, courier service, or electronic mail with delivery confirmation.

IN WITNESS WHEREOF, the parties hereto have executed this Logistic and Delivery Agreement with Automatic Renewal as of the Effective Date.

Alexandre Khoroch
Pro-Trans Group CEO
 Pro-Trans Int'l. Corp.
 Pro-Trans 3PL Limited

WAREHOUSE AND STORAGE
TERMS AND CONDITIONS

BACKGROUND:
- The Provider has a warehouse located at 67 Colville Rd, Toronto, ON, M6M 2Y2 with 14,030 square feet available space.
- The Customer has a need for warehouse and storage services.

IN CONSIDERATION OF the matters described above and of the mutual benefits and obligations set forth in this Agreement, the receipt and sufficiency of which consideration is hereby acknowledged, the Customer and the Provider (individually the “Party” and collectively the “Parties” to this Agreement) agree as follows:

Warehousing Terms

1.1. Receipt of Products. Pro-Trans HUB shall receive the Customer’s products upon Pro-Trans 3PL delivery team or third-party delivery to the Provider’s premises.

1.2. Visual Inspection. The Provider shall conduct a visual inspection of all items received to identify any visible damage or discrepancies. The Customer acknowledges that additional service fees may apply for services such as item unpacking, inspection, and repacking.
    1.2.a Minor Damage. If the damage is deemed minor, the Provider shall notify the Customer by email to obtain instructions regarding how to proceed.
    1.2.b Major Damage. If any damages are identified during the inspection, the Provider shall promptly notify the Customer and seek instructions on how to proceed. The Provider reserves the right to refuse acceptance of the damaged item, provided proper documentation is created, including photographs and a detailed explanation of the reason for refusal.

1.3. Barcode Assignment. The Provider shall assign barcodes to Customer’s products as necessary, in accordance with the Customer’s project description, purchase order number, or any required identification standards, which must be provided by the Customer in advance.

1.4. Inventory Management. The Provider shall enter Customer’s products into its inventory management system to facilitate product control. A notification will be sent to confirm a receipt or release.

1.5. Release of Products. Pro-Trans HUB shall release the Customer’s products to Pro-Trans 3PL delivery team or a third-party delivery from the Provider’s premises.

Storage Terms

2.1. Measurement for Storage Costs. The Provider shall measure received products to calculate storage costs based on their cubic footage.

2.2. Storage. The Provider shall store products on designated shelves within its facility.

2.3. Prohibited Items. The Provider does not accept hazardous materials, perishable goods, or any items prohibited by municipal, provincial, or federal law.

2.4. Inspection Rights. The Provider reserves the right to inspect any package delivered for storage to ensure compliance with safety and regulatory requirements.

2.5. Removal of Items. The Provider reserves the right to request the removal of any items that pose a safety hazard or violate the terms of this Agreement.

2.6. Discretionary actions. The Provider reserves the right not to authorize the product release if the Customer fails to comply with one or more of its obligations.

2.7. Abandoned Items. Items left in the Provider’s warehouse for more than one-year (365) days after and invoices issued for that period are not paid in full shall be considered abandoned and may be disposed of at the Provider’s discretion.

Costs and Payment Terms

3.1. Warehouse Service Fees. The Customer acknowledges that additional costs may apply for services beyond standard storage. These fees include, but are not limited to:

Description	Fee CAD
Receiving from Pro-Trans 3PL / per shipment	0.00
Releasing to Pro-Trans 3PL / per shipment	0.00
Receiving from Third-Party / per shipment	28.00
Releasing to Third-Party / per shipment	28.00
Release Cancellation / per shipment	20.00
Items Sorting – 1 person / per hour	45.00
Inspection – 1 person / per hour	45.00
Repackaging – 1 person * / per hour	45.00
Container Offload – 2 ppl / per hour	90.00
Large Orders Preparation – 2 ppl / per hour	90.00
Large Orders Re-shelving – 2 ppl / per hour	90.00
Skid Preparation – 2 ppl * / per hour	90.00
Crating – 2 ppl * / per hour	90.00

* Request our packaging materials price list.

3.2. Storage Rate. Fees are calculated based on items or space usage and duration considering 7 days free of charge.

    3.2.a Storage per item. Cost per product is calculated at a rate of $0.6875 per cubic foot per month.

    3.2.b Storage per space. The monthly storage space rate is as follows:

Description	Space Area	Cost
Monthly Per Skid *	16 sq ft	50.00
Monthly Storage	100 sq ft	300.00
Monthly Storage	250 sq ft	800.00
Monthly Storage	500 sq ft	1,500.00
Monthly Storage	1,000 sq ft	3,000.00

* Skid preparation service is required.

3.3. Invoicing. Invoices will be issued weekly for warehouse service and monthly for storage services, detailing service fees and any additional charges incurred. The Customer shall pay additionally the applicable taxes (currently HST 13%).

3.4. Payment Deadline. Payments are due on receipt. Any late payments shall incur a late fee of two percent (2%) per month starting 1st of the unpaid month or take any other necessary actions to collect the past-due amount.

3.5. Costs Adjustment. Any changes to the rates will be communicated to the Customer with at least 30 days' notice.

Customer Obligations

4.1. Accurate Information. The Customer shall provide accurate descriptions and product identification, as required for the project, prior to delivery to the Provider.

4.2. Proper Packaging. The Customer shall ensure that all products delivered are properly packaged to prevent damage during handling and storage.

4.3. Special Requirements. The Customer shall notify the Provider in writing of any special handling or storage requirements.

4.4. Compliance with Rules. The Customer shall comply with all Provider’s warehouse policy and regulations.

Access and Retrieval

5.1. Product Inspections. The Customer may access to their stored products or storage space for inspections during the Provider's normal business hours with prior notice and in accordance with the facility's access policies.

5.2. Retrieval Time. The Provider reserves the right to schedule retrieval times to ensure operational efficiency.

5.3. Unauthorized access. Or retrieval outside agreed-upon hours may result in additional fees.

Limitation of Liability and Insurance

6.1. Liability Cap. The Provider’s liability for loss or damage to the Customer’s products while in storage shall be limited to the total monthly storage fees paid by the Customer for said items, unless otherwise agreed upon in writing.

Additional Insurance. The Provides may offer or facilitate additional insurance at the Customer’s expense.

6.2. Exclusion of Certain Damages. The Provider shall not be responsible for indirect, incidental, or consequential damages, including lost profits.

6.3. Liability for Damage. The Provider shall not be liable for damage caused by inadequate or defective packaging, natural disasters, or other events beyond its reasonable control.

Term and Termination

7.1 Term. This Agreement shall commence on the date of signing and continue on a month-to-month basis unless terminated by either party with thirty (30) days written notice.

7.2. Immediate Termination. The Provider may terminate this Agreement immediately if the Customer violates any material term of this Agreement.

Governing Law

8.1 This Agreement shall be governed by and constructed in accordance with the laws of Ontario, and any disputes shall be resolved in the state or federal courts located within Canada, Ontario. Any disputes arising under this Agreement shall be resolved through mediation or arbitration at 333 Bay Street, Suite 900, Toronto, ON M5H 2T4 (Commercial Arbitration), unless the parties mutually agree to an alternative venue in writing.

Entire Agreement

9.1 This Agreement contains the entire understanding of the parties concerning the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether oral or written.

Amendment

10.1 This Agreement may only be amended in writing and signed by both parties.

Notices

All notices under this Agreement shall be in writing and delivered to the addresses listed above or to such other addresses as a party may designate in writing. Notices may be delivered by certified mail, courier service, or electronic mail with delivery confirmation.

IN WITNESS WHEREOF, the parties hereto have executed this Warehouse and Storage Agreement with Automatic Renewal as of the Effective Date.

Alexandre Khoroch
Pro-Trans Group CEO
 Pro-Trans Int'l. Corp.
 Pro-Trans Hub Limited