1. Applicability
The purchase of Services pursuant to an Invoice is subject to the terms and conditions of a written agreement signed by both New Rules LLC and the Customer under which New Rules LLC. To the extent there is a conflict between the terms of a written agreement signed by both parties or the Terms, the terms of the written agreement shall prevail.

2. Definitions
“New Rules LLC” or its subsidiary indicated in the Invoice. «Goods» Raw materials, equipment, finished products, parts, components, articles or other items covered by the Invoice and other deliverables (if any) delivered in connection with the provision of the Services. «Invoice» The invoice issued by New Rules LLC to the Customer. «Services» The services, work, or other performance obligations covered by the Invoice to transport Goods only from the U.S. to Mexico or within the U.S. Services do not include the transportation of Goods from Mexico to the U.S. “Customer” The person or entity requesting the Services covered by the Invoice. ‘Carrier’ means the natural or legal person providing the transport services covered by the Invoice. «Terms» These Additional Instructions, Terms and Conditions, which may be modified from time to time.

3. Acceptance
The Invoice is an offer by New Rules LLC to purchase and transport the Customer’s Goods in accordance with and subject to the terms herein and therein. The Invoice is not binding on New Rules LLC until it is accepted by the Customer. Customer shall be deemed to have accepted the Invoice when (i) sending a notice of acceptance to New Rules LLC in writing, (ii) commencing the Services in accordance with the terms of the Invoice, and/or (iii) delivering any or all of the Goods covered by the Invoice, whichever occurs first. New Rules LLC may withdraw the Invoice at any time before it is accepted by the Customer. There will be no contract, except as provided herein. Customer’s acceptance is expressly limited to these Terms. Any proposal, statement of work, quotation, invoice, acknowledgment of receipt or other communication issued by the Customer in connection with, or otherwise incorporated by reference into, the Invoice shall be for the purpose of further describing the Goods and/or Services (as applicable) to be provided and/or only for registration and accounting purposes, and the terms or conditions set forth in such communication shall not apply to the Invoice and shall not be deemed any additional or different terms proposed by the Customer (including, without limitation, the terms contained in any document incorporated by reference to the Invoice) are objected to and rejected and shall be deemed to be a material alteration hereto, unless expressly approved in writing by New Rules LLC. The Invoice, together with any documents incorporated herein and by reference therein, constitutes the sole and complete agreement of the parties with respect to the purchase and sale of the Items and/or Services (as applicable), and supersedes all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral, with respect to the subject of the Invoice.

4. Delivery Date
New Rules LLC will deliver the Goods and/or perform the Services (as applicable) on the date(s) specified on the Invoice (the “Delivery Date”). If no delivery date is specified, New Rules LLC will deliver the Products within thirty (30) days of receipt of the Invoice by the Customer (the date of which shall be the Delivery Date). Timely delivery of the Goods and/or Services (as applicable) is essential.

5. Shipping Terms
All Goods will be delivered to, and all Services will be performed at, the address specified on the Invoice or the address provided by the Customer by email (the “Delivery Location”) during the Carrier’s normal business hours or as instructed by New Rules LLC. Delivery of the Goods (if any) covered by the Invoice shall be made in accordance with the delivery terms specified in the Invoice. If shipping terms are not specified, all deliveries of such Goods to and from U.S. locations will be made in accordance with the Carrier’s terms of delivery, and all deliveries of such Goods to and/or from outside the U.S. locations will be made in accordance with the Carrier’s delivery terms. When the Goods are delivered to a carrier for carriage, the Customer shall notify New Rules LLC in writing and provide New Rules LLC with all documents necessary to release the Goods to New Rules LLC. The “Invoice Number” indicated on the invoice must appear on all applicable shipping documents, shipping labels, bills of lading, air waybills, invoices, correspondence and any other documents related to the invoice.

6. Risk of loss
Delivery of the Goods is not completed until such Goods have actually been received and accepted by the Carrier. The Customer assumes all risk of loss or damage to the Goods until delivery of the Goods at the Place of Delivery.

7. Packaging
All Products covered by the Invoice (if any) must be packed for shipment in accordance with the instructions of New Rules LLC or, if there are no instructions, in a manner sufficient to ensure that the Goods are delivered in intact condition. Customer must provide prior written notice from New Rules LLC if it requires New Rules LLC to return any packaging materials. Any return of such packaging materials will be made at the Customer’s expense.

8. Quantity
The specific quantity of Packaged Products must be delivered in full and not changed without the written consent of New Rules LLC. If the Customer delivers more or less than the amount of Goods ordered, New Rules LLC may refuse all or some of the Goods. New Rules LLC has the right to open packages to verify that Products packaged for shipment can be delivered in accordance with the instructions of New Rules LLC. Any rejected Goods will be returned to the supplier at the Customer’s own risk. If New Rules LLC does not reject the Goods and instead accepts delivery of the Goods in the increased or reduced amount, the Price of the Goods will be adjusted proportionately.

9. No exclusivity or minimums
The invoice is a non-exclusive agreement. The Customer is free to engage others to provide services equal to or similar to the Services to be provided under the Invoice. The Customer is not obliged to any minimum purchase or future purchase obligations under the Invoice.

10. Prices; Most Favored Customer
The price of the Services is the price indicated on the Invoice (the “Price”) subject to pro rata adjustment for Customer’s failure to follow New Rules LLC’s quantity and/or packaging instructions. New Rules LLC warrants that the Prices of the Services (as applicable) to be provided are no less favorable than those currently extended to any other customer for the same or similar services. The prices shown on the invoice are complete and include all charges, including but not limited to shipping, packaging, labeling, customs duties, taxes, insurance, storage, boxing and packaging charges. Additional charges will be added to the Price and any increase in the Price last quoted or charged to Customer will be effective due to increased costs of materials, labor or transportation or otherwise, without the prior written consent of New Rules LLC

11. Payment terms; Late Fees
New Rules LLC will issue an invoice to customer prior to delivery of the Goods and/or completion of the Services (as applicable) and then only in accordance with these Terms. All invoices and payments below will be denominated in U.S. dollars, unless otherwise required by law or agreed by the parties. Customer shall pay all duly invoiced amounts due to New Rules LLC in accordance with the payment terms specified in the Invoice. If payment terms are not specified, Customer will pay all duly invoiced amounts due to New Rules LLC within thirty (10) days of receipt of such invoice by Customer (or within a shorter period of time as required by Law). In the event of a payment dispute, customer shall deliver a written statement to New Rules LLC listing all items in dispute and providing a reasonably detailed description of each item in dispute. The parties shall endeavour to resolve all such disputes expeditiously and in good faith. Without prejudice to any other rights or remedies you may have, New Rules LLC reserves the right to set off or recover, at any time, any amount owed to it by Customer against any amount payable by Customer to New Rules LLC. If Customer fails to pay any undisputed amounts due to New Rules LLC under the Invoice prior to the applicable payment date, Customer will be charged such fees and/or interest (if any) as may be imposed by Law.

12. Insurance
New Rules LLC Insurance will provide $100 of insurance coverage for any Customer property under the care, custody or control of New Rules LLC. This insurance applies only to the total loss of the package for reasons attributable to New Rules LLC and does not apply in any way to partial losses or damage to the services. The Customer, at its expense, will be solely responsible for maintaining increased coverage for shipments valued at more than $100. If the Customer obtains additional insurance at his expense for shipments valued at more than $100, then the insured amount must appear on the Invoice. In no event shall the above coverage limits affect or limit in any way Customer’s contractual liability for indemnification under these Terms. To determine if a total loss of a package has occurred, New Rules LLC will have up to 30 days from the date the shipment leaves the last destination point in the transportation process to conduct an internal investigation and then proceed with an insurance payment if a total loss is determined to have occurred.

13. General Warranties
With respect to all Goods (if any) to be delivered under the Invoice, Customer warrants to New Rules LLC that such Goods (i) will be packaged, labeled, handled by Customer or its agent in a manner good and similar to that of a worker at quality levels consistent with industry standards and in accordance with all applicable specifications and other specified requirements. by New Rules LLC, and (ii) be fit, secure and effective for shipment. With respect to all Services (if any) to be performed under the Invoice, New Rules LLC warrants to Customer that (i) New Rules LLC will perform the Services using personnel of required skill, experience and qualifications and in a professional manner, in accordance with generally recognized industry standards for similar services and in accordance with any and all specifications provided by Customer, and (ii) New Rules LLC will devote adequate resources to fulfill its obligations under the Invoice. All warranties set forth in these Terms shall remain in effect for a period of one (1) year from the date of Customer’s acceptance of the Services (as applicable), and shall not be deemed waived due to New Rules LLC’s receipt, inspection or acceptance of, or payment for, the Goods and/or Services (as applicable). Notice of breach of warranty may only be given in writing; such notification needs to include a clear statement of all objections on which the parties will rely as a basis for non-compliance. All warranties shall be construed as conditions and promises.

14. Compliance with Laws
In complying with its obligations under the Invoice, New Rules LLC will comply with all applicable federal, state, local and foreign laws, rules, statutes, regulations, ordinances and other provisions that have the full force and effect of the law, and orders, policies, judgments or requirements of any governmental or regulatory authority, including, but not limited to, those described in greater detail in these Terms (each a “Law” and collectively, “Laws”).
15. Environmental and Safety Compliance
Any Merchandise shipped under the Invoice, and the manufacture of such Goods, will comply in all respects with applicable Laws relating to pollution or the protection of the environment or human health and safety, including, but not limited to, the United States Toxic Substances Control Act of 1976, as amended (15 U.S.C. § 2601, ets ff.). Customer warrants that it will notify New Rules LLC in advance of any proposed changes to the Goods supplied under the Invoice that may alter or add to it. Any such changes must be mutually agreed by the Customer and New Rules LLC prior to shipment.

16. Prohibited Materials
With respect to any and all Goods (if any) delivered pursuant to the Invoice, the Customer warrants that such Goods will not at any time contain any “prohibited material” (e.g. explosives, ammunition, jewellery, animals, fresh fruits and vegetables, leather products, pornography, medicines, alcoholic beverages, aerosols, airbags, cigarettes, dry ice, gasoline, nail polish, perfumes and poison), or any other Good prohibited by law. The Client shall immediately notify New Rules LLC if at any time the above representation becomes inaccurate or incomplete.

17. Indemnification Customer
Customer agrees to hold New Rules LLC harmless from and against any and all Losses arising out of or resulting in any way from (i) the performance of the Carrier’s Services , (ii) any defect in the Goods, (iii) the Negligence or Willful Misconduct of the Carrier, its agents or employees, (iv) any claim for bodily injury or death, or damage to the Goods being transported, (v) the Carrier’s breach of any representation, warranty, covenant or other obligation hereunder, and/or (vi) infringement of the proprietary rights of third parties with respect to (A) the Services performed by the Carrier and/or (B) the Goods supplied by the Customer for carriage.

18. Limitation of Liability
New Rules LLC shall not be liable to customer or any third party for any indirect, incidental, special, punitive, exemplary or consequential damages, whether in a contractual or tort action (including negligence and strict liability) resulting from the carrier’s performance or any breach hereunder, including, but not limited to, the loss of anticipated profits or profits, even if the client has been advised of the possibility of such damages.

19. Inspection; Rejection
All packages to be purchased and transported are subject to new Rules LLC’s right of inspection and rejection on or after the Delivery Date. New Rules LLC, in its sole discretion, may inspect all or a sample, and may reject all or part of the Goods if it determines that the Goods to be transported do not comply with the Terms, do not conform to the descriptions and specifications delivered in connection with the Invoice or communicated to New Rules LLC in writing. If New Rules LLC rejects any part of the Goods, New Rules LLC has the right, effective upon written notice to Customer, to: (i) terminate the Invoice in its entirety; (ii) accept the non-conforming Goods to be transported at a reasonably higher Price; or (iii) reject the Goods that do not conform to be transported and demand the repetition (as appropriate) of the same. If New Rules LLC requires the reinstatement of the non-conforming Goods to be transported, the Customer, at its expense, will immediately re-perform the non-conforming Goods to be transported and pay all related expenses, including but not limited to transportation charges for the return of the non-conforming Goods and the delivery of replacement Goods. Any inspection or other action by New Rules LLC under this Section shall not reduce or otherwise affect Customer’s obligations under the Invoice, and New Rules LLC shall have the right to conduct further inspections after Customer has carried out its corrective actions. Acceptance by New Rules LLC shall not occur unless and until with respect to the Goods purchased and/or transported, the new performance is completed to the satisfaction of New Rules LLC.

20. Termination Rights
New Rules LLC reserves the right to cancel all or part of the undelivered portion of the Invoice if the Customer fails to timely provide the Goods for transportation, the time being essential, or if the Customer breaches any of the terms hereof, including but not limited to the Warranties. New Rules LLC further reserves the right to terminate the Invoice in whole or in part for convenience upon written notice to Customer, in which case Customer shall be entitled only to reasonable termination charges consisting of actual direct costs resulting from termination. It is determined that the termination of the services occurs automatically when the delivery of any of the contracted carriers of New Rules LLC completes the delivery and the proof of delivery is signed by the Client or an authorized representative of the Client. By providing a signature, the Customer warrants that the services were performed satisfactorily and that the package or Goods are accepted “as is”.

21. Cancellation
If the Customer requests the cancellation of the International Services and requests the return of the package or Goods, the Customer shall bear all related expenses generated by such shipment as well as the expenses necessary to return the package to its place of origin. Acceptance of cancellation will not occur unless it is determined that the reasons for cancellation are reasonable under New Rules LLC’s cancellation policy. If Customer requests cancellation of the International Services at a time when the package is not within the boundaries of the united States borders and Customer requests the return of the Package or Goods, Customer, at its expense, will immediately engage the services of an alternative carrier to ship the package or Goods for return and pay all related expenses, including, but not limited to, transport costs for the return and delivery of the package or goods to their place of origin.

22. Force Majeure
Neither party shall be liable for any delay or failure to perform its obligations under the Invoice (including failure to receive the Goods) to the extent that such delay or default is caused, through no fault or negligence of such party, by a Force Majeure Event. For the purposes of these Terms, a “Force Majeure Event” means the occurrence of unforeseeable and/or unavoidable circumstances beyond the control of a party that, by their nature, render such party’s performance commercially impractical, including, but not limited to, acts of God or public enemy, fire, flood, acts of war, government action, accident, earthquakes, explosion, epidemic, invasion, hostilities, terrorist acts, riots, strikes, embargoes or industrial disturbances. Economic difficulties of a party or changes in market conditions are not considered force majeure events that excuse the performance of that party. New Rules LLC will make every diligent effort to end the failure or delay of its performance, ensure that the effects of any Force Majeure Event are minimized, and resume performance under the Invoice. If a Force Majeure Event prevents Customer from performing its obligations under the Invoice for a continuous period of more than thirty (30) days, New Rules LLC may terminate the Invoice immediately by written notice to Customer.

23. Cumulative
Remedies All rights and remedies reserved by New Rules LLC shall be cumulative and in addition to any other remedies or additional remedies provided for in the Law or Equity or in these Terms.

24. Applicable law; Jurisdiction
The Invoice shall be governed by and construed in accordance with the Laws of the State of Delaware without regard to principles of conflicts of laws. Any action brought by either party in connection with the Invoice shall be brought in federal or state courts (as applicable) within the State of Delaware; however, if (i) the respondent in any of those actions (A) is not subject to the jurisdiction of the courts of the United States, and (B) refuses to be subject to the jurisdiction of the courts of the United States, or (ii) New Rules LLC so chooses, then any action will ultimately be resolved by arbitration by one or more arbitrators appointed in accordance with the arbitration rules. The arbitration proceedings shall be conducted, and the award shall be rendered, in the English or Spanish language. Judgment on any award rendered by the arbitrators may be entered in any court having jurisdiction. The arbitrators will determine the dispute in accordance with the Laws of the State of Delaware. The award of the arbitrators shall be final and binding on the parties. Arbitrators shall have the authority to award equitable relief, attorneys’ fees and costs, and other relief as appropriate.

25. Assignment
Neither the Invoice nor any of The Customer’s rights and obligations under it may be assigned or transferred by the Customer without the prior written consent of New Rules LLC. The Invoice shall be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns and no other person shall have any right, obligation or benefit hereunder. Any attempted assignment or transfer in violation of this Section shall be void.

26. Notices
All notices, requests, demands and other communications that are required or may be given pursuant to the Invoice shall be made in writing and sent by email, mail (newrulesllc@gmail.com), overnight courier, to (a) New Rules LLC at the address indicated on the Invoice, or (b) customer, at the address indicated on the Invoice, or to any other address that one of the parties may subsequently specify to the other party in writing. Delivery of such notices shall be deemed sufficient in all respects and shall have been duly given as follows: (a) on the actual date of the notice if delivered in person; (b) at the time of receipt of the confirmation by the transmitting party; (c) at the time of receipt if provided by email to the email addresses set forth in the Invoice or otherwise communicated to the other party; provided, however, that the party sending the notification by electronic delivery bears the burden of authentication and proof of transmission, receipt and time of receipt; (d) on the third day after mailing if sent by first class mail with acknowledgment of return receipt requested, postage prepaid and duly addressed as set forth in this Section; or (e) the day after delivery to a nationally recognized night courier during your business hours or express mail service maintained by the U.S. Postal Service during your business hours for overnight delivery on delivery, and duly directed as set forth in this Section.

27. Amendment and Modification
No change to these Terms is binding on the parties unless in writing and signed by an authorized representative of the parties. These Terms supersede all prior written and oral statements, terms or agreements and no representation, representation or condition or warranty not contained in these Terms shall be binding on the parties or have any force or effect of any kind.

28. Waiver
Except as otherwise provided herein, no failure to exercise, or delay in exercising, any right, remedy, power or privilege arising out of the Invoice shall operate or be construed as a waiver thereof. The waiver by either party of any breach by the other shall not operate to excuse the breaching party from further performance of this agreement, nor shall any sole or partial exercise of any right, remedy, power or privilege hereunder preclude any further exercise or exercise thereof or the exercise of any other right, resource, power, or privilege.

29. Language
The only official version of the Invoice, and all communications related to the Invoice, shall be in English or Spanish.