Please read this User Agreement carefully, which contains important information about your legal rights and obligations. While using the services of "Garuda Share Warehouses Inc." ("Garuda Share Warehouse" or "Garuda Platform" or "Garuda" or “Platform”), and visiting the Garuda Website (“Websites” in this User Agreement includes www.sharewarehouses.com, mobile websites and mobile applications), you must comply with the terms of this Agreement. You understand and agree that this Agreement is an agreement between you and Garuda Share Warehouse and that Garuda Share Warehouse is responsible for the Service only. IF YOU DO NOT ACCEPT THIS AGREEMENT, PLEASE DO NOT ACCESS OR USE THE SERVICE. By accessing the website or using the service, you agree to comply with and be bound by the terms of this Agreement.
"Company", "we", "us", "our" and "ours" all refer to Garuda Shared Warehouse (registered in California, USA, hereafter may also be referred to as "Garuda Platform" for the purposes of this CO-HOST Agreement), or its subsidiary companies, affiliated companies and assignees. Both "you" and “your” refer to the user of this service, including warehouse owner/operator (also referred to as Host or Service Provider), CO-HOST (also referred to as Service Partner), and Host beneficiary. The Service Recipient who receives services provided by warehouse owner/operator (HOST).
1. General Terms and Conditions
1.1 Garuda Platform is an online business platform that enables Host to list its warehouse services (hereinafter referred as Host Services) on the Garuda Platform, to find a Member who agrees to accept its service, and to communicate directly with the Member online so as to reach a cooperation agreement and fulfill the agreement.
1.2 By agreeing to be bound by this Agreement, you consent and accept as a Service Partner (CO-HOST) to assist the HOST in the listing of all or part of the warehouse(s) owned by him/herself ("Facility") and its warehouse services (hereinafter referred to as "Host Services”). However, under no circumstances, a CO-HOST can negotiate or make decisions on behalf of the HOST. Please also carefully read the User Agreement signed by the Platform and the HOST, and comply with and fulfill all the terms of the User Agreement related to CO-HOST.
1.3 As CO-HOST and Privileged Member, you are required to be authorized by a HOST and to register the CO-HOST information on the Platform. Any agreement formed between the HOST and CO-HOST may not conflict with Terms of Garuda. Garuda is not a party or other participant to you and the HOST now or in the future, nor is it involved in any possible legal dispute between you and the HOST and assumes any joint liability. Unless you sign a special agreement with Garuda Platform, you do not represent, in any way, an agent for Garuda or the HOST. Your relationship with Garuda is limited to being an independent, third-party contractor, and not an employee, agent, joint partner of Garuda for any reason, and you act exclusively on your own behalf and for your own benefit, and not on behalf, or for the benefit, of Garuda.
1.4 You must be at least 18 years old and able to enter into legally binding contracts. By accessing or using the Garuda Platform you represent and warrant that you are 18 or older and have the legal capacity and authority to enter into a contract.
1.5 It is difficult to verify a you on the Internet and we are not responsible for any of your identity as CO-HOST. As long as you enter into the platform system through the HOST's identity and password, the platform will recognize you as the legal partner of the HOST, enjoy the relevant rights and interests of the HOST and assume the relevant responsibilities of HOST. However, to the extent permitted by applicable law, we may, but do not oblige to: (i) require you to provide some form of government identification, registration or other information or to help us to verify your identity or background, (ii) require you to provide proof of your authority from the HOST, and (iii) verify your relevant information based on third-party databases or other sources. Garuda reserve the right to refuse or to accept you as a CO-HOST.
2. Account Registration
2.1 Before you become CO-HOST of any HOST, you must first register on Garuda website (www.sharewareHouses.com) through “Cohost” Login to become a Privileged Member of Garuda. Your registered account is only for your convenience to manage your personal information, transaction records and platform commission payments. If you need to help your HOST upload, modify and manage the HOST's documents and information on the platform website, you must obtain the HOST's authorization to enter the HOST's registered account, using their registered name and password. If you were not authorized by the HOST, or there was any legal dispute due to poor communication with the HOST, Garuda Platform does not assume any joint liability.
2.2 As a CO-HOST, you can serve one or more HOSTs. The personal information you provide should always be up-to-date, accurate and complete when completing your CO-HOST related information.
2.3 You are responsible for your Garuda account information, the confidentiality and security of your credentials. If you know or have any reason to suspect that the HOST or any third party modified your information or use your account without your authorization, you must immediately communicate with the HOST and notify the Garuda Platform, in case of any loss.
3. Service Fee
3.1 In accordance with this Agreement and the signed Agreement between the Garuda Platform and the HOST, Garuda Platform will pay you a service fee.
3.2 The service fee is calculated as following: 20% of the fee paid by the Service Recipient to Garuda Platform.
3.3 Payment time: The payment will be due on a day determined by the Platform on a monthly basis.
3.4 Payment method: mail check, bank transfer, or other ways agreed by both parties.
3.5 The Platform will pay your service fee fully in accordance with the service you have provided for the assigned HOST on the Platform website www.sharewarehouses.com. Garuda is not involved in the payment agreement between you and any third party, nor does it accept any liability or loss.
4.1 You are an independent contractor and not an employee of Garuda. You solely are responsible for determining your obligations to report, collect, and remit any related taxes. Tax regulations may require us to collect appropriate Tax information from you, or to withhold Taxes from your service fee payments, or both. If you fail to provide us with documentation that we determine to be sufficient to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to freeze all payouts, withhold such amounts as required by law, or to do both, until resolution.
5. Term and Termination, Suspension and other Measures
5.1 Garuda reserves the right to modify these Terms at any time in accordance with this provision, including the right to adjust service fee proportion. (Members bound before the change of this Agreement will continue to be executed in accordance with the terms before the change.). If we make changes to these Terms, we will post the revised Terms on the Garuda Platform and update the “Last Updated” date at the top of these Terms. We will also provide you with notice of the modifications by email at least thirty (30) days before the date they become effective. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. We will inform you about your right to terminate the Agreement in the notification email. If you do not terminate your Agreement before the date the revised Terms become effective, your continued access to or use of the Garuda Platform will constitute acceptance of the revised Terms.
5.2 This Agreement will be in effect immediately, if 5.3 does not occur, from the day that you register as CO-HOST of the HOST to the day that the Agreement between Platform and the HOST ends. HOSTS must report the Garuda Platform in a timely manner on the day of assignment and sign off your membership as a charterer on Garuda Platform. The Platform will no longer continue to pay you for the service unless you establish a service partnership with the new HOST and register your information through the new HOST’s account.
5.3 Garuda may immediately terminate this Agreement if (i) you have materially breached your obligations under these Terms, the Payments Terms, our Policies or Standards, (ii) you have violated applicable laws, regulations or third-party rights, (iii) Garuda believes in good faith that such action is reasonably necessary to protect the personal safety or property of Garuda, its Members, or third parties (for example in the case of fraudulent behavior of a Member), or (iv) the HOST you serve strongly requests termination of your CO-HOST status with reasonable grounds.
6. Dispute Resolution and Arbitration Agreement
6.1 Agreement to Arbitrate. You and Garuda mutually agree that violation of this Agreement by either party will be settled by binding arbitration (the “Arbitration Agreement”). If there is a dispute about whether this Arbitration Agreement can be enforced or applies to our Dispute, you and Garuda agree that the arbitrator will decide that issue. The party shall select a single neutral arbitrator, who shall be a retired state or federal judge. In the event the parties cannot agree upon an arbitrator, the arbitrator shall be appointed by the court. The arbitrator shall determine all issues relating to the dispute, controversy or claim, and shall report a statement of decision to the court. The parties shall equally bear the fees and expenses of the arbitrator, unless the arbitrator otherwise provides in the statement of decision. However, the prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the reference. The parties agree that each party shall have the right to cause an appeal to be taken from the arbitrator’s decision to a court of competent jurisdiction in the same manner as a judicial appeal arising out of an order or judgment from a California superior court in a civil action and all of the same rules, rights and remedies shall be applied to both parties with respect to any such appeal including matters of fact, matters of law, standards for review and substantive and procedural laws. Judgment may be entered upon any such final decision in accordance with applicable law in any court may issue a writ of execution to enforce the arbitrator’s decision.
6.2 Arbitrator’s Decision. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court with proper jurisdiction. The arbitrator may award declaratory or injunctive relief only on an individual basis and only to the extent necessary to provide relief warranted by the claimant’s individual claim.
6.3 Jury Trial Waiver. To the fullest extent permitted by law. You and Garuda hereby waive trial by jury in any action, proceeding or counterclaim (whether arising in tort or contract) brought by either against the other on any matter arising out of or in any way connected with this agreement.
6.4 No Class Actions or Representative Proceedings. You and Garuda acknowledge and agree that we are each waiving the right to participate as a plaintiff or class member in any purported class action lawsuit, class-wide arbitration, private attorney-general action, or any other representative proceeding as to all Disputes. Further, unless you and Garuda both otherwise agree in writing, the arbitrator may not consolidate more than one party’s claims and may not otherwise preside over any form of any class or representative proceeding. If this paragraph is held unenforceable with respect to any Dispute, then the entirety of the Arbitration Agreement will be deemed void with respect to such Dispute.
6.5 Legal Fees. In the event of the bringing of any action or suit by a party hereto against another party hereunder by reason of any breach of any of the convents or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment, or out of court settlement shall be entitled to have and recover of and from the other party all costs and expenses of suit, including actual attorneying part
6.6 If you reside in the United States, these Terms will be interpreted in accordance with the laws of the State of California and the United States of America, without regard to conflict-of-law provisions. Judicial proceedings (other than small claims actions) that are excluded from the Arbitration Agreement in Section 6.1 must be brought in state or federal court in Los Angeles, California, unless we both agree to some other location. You and we both consent to venue and personal jurisdiction in Los Angeles, California.
7. Other Provisions
7.1 These Terms constitute the entire Agreement between Garuda and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Garuda and you in relation to the access to and use of the Garuda Platform. These terms may be supplemented by additional terms and conditions, policies, guidelines or standards.
7.2 No joint venture, partnership, employment, or agency relationship exists between you and Garuda as a result of this Agreement or your use of the Garuda Platform.
7.3 These Terms do not and are not intended to confer any rights or remedies upon any person other than the parties.
7.4 If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
7.5 You may not assign, transfer or delegate this Agreement and your rights and obligations hereunder without Garuda's prior written consent. Garuda may without restriction assign, transfer or delegate this Agreement and any rights and obligations hereunder, at its sole discretion, with 30 days prior notice. Your right to terminate this Agreement at any time remains unaffected.
7.6 Unless specified otherwise, any notices or other communications to Members permitted or required under this Agreement, will be in writing and given by Garuda via email, Garuda Platform notification, or messaging service (including SMS and WeChat). The date of receipt of the notice will be deemed to be the date of Garuda Platform sending the notice.
7.7 If you have any questions about these Terms please email us. SWH