means the bank account provided by the Buyer and Seller (respectively) to Outward.
means the Anti-Money Laundering and Countering Financing of Terrorism Act 2009.
Bill of Lading
means the document (that, among other things, serves as a document of title) provided by the Shipping Line to the Seller when the Merchandise is Shipped.
means any working days Monday through Friday which are not legal holidays in Wellington, New Zealand.
means the buyer of Merchandise from the Seller.
means the commercial invoice provided by the Seller to the Buyer for the Trade in accordance with standard practice for international trade.
means payment made directly from the Buyer to the Seller and not with the use of the Escrow Services.
means the bank account(s) in which the Escrowed Funds are deposited and held by the Trustee.
means the fees charged by Outward to perform and deliver the Services.
means, subject to clause 2.3, all funds deposited into the Escrow Account for a Trade.
Express Release Bill
means the document issued by the Shipping Line that details the instructions relating to the shipment of the Merchandise. Such documents are commonly referred to as an "Express Bill of Lading", "CRM", "Air Waybill", "Sea Waybill" or "Waybill" (depending on the transport mode). Typically the Express Release Bill will show the names of the consignor and consignee, the point of origin of the consignment, its destination, route, and any conditions of contract of carriage.
Force Majeure Event
means the first payment for a Trade of Escrowed Funds transferred by the Buyer into the Escrow Account in accordance with the Payment Milestones.
Latest Shipment Date
means the date, agreed in the Trading Agreement and reflected in the Outward Trade Screens, by which the Seller is to have Shipped the Merchandise.
means the merchandise (being the goods, products or otherwise) being bought and sold by the Users in the transaction underlying the Trade.
Outward Operating Manual
means the operating manual prepared by Outward for the Platform (as amended from time to time).
Outward Trade Screens
means that section of the Platform where Users provide the commercial details previously agreed between the Users which are relevant to the Trade, this will likely include the Payment Milestones, the Trade Value, the Pre-Shipping Documents and the Latest Shipment Date.
means either Outward, the Buyer or the Seller and parties means two or more.
means the milestones agreed between the Users in the Trading Agreement and reflected in the Outward Trade Screens that specify the timing of payments and the amounts payable from the Buyer to the Seller either made to the Escrow Account or through Direct Payment.
means the Outward platform and ecosystem housed on the Website.
means those documents which the Seller discloses in the Outward Trade Screens for the Buyer's approval and confirmation before the Merchandise is Shipped, which must include the Trading Agreement and the Commercial Invoice.
means, for a Trade, the jurisdictions in which the Buyer and Seller are incorporated or registered and (if different) the jurisdictions in which the Merchandise is exported from and imported to.
means the seller of the Merchandise to the Buyer.
means the shipping line (including via sea, air or land) that issues the Bill of Lading or Express Release Bill to the Seller upon the Merchandise being Shipped.
means the message that is sent by the Shipping Line (or agent) from origin to their agent or office at destination to acknowledge that the Seller has surrendered the Bill of Lading that has been issued to the Seller.
means an individual transaction for which a Buyer and Seller use the Services on the Platform.
means any agreement, being predominately (but not exclusively) in the form of a pro-forma invoice, entered into between the Users which governs the underlying transaction, trade or engagement for which the Users are seeking to utilise the Platform.
Trade Management Services
means the aggregate price the Buyer shall pay to the Seller for the Merchandise under the Trade, as reflected in the pro-forma invoice and/or the Commercial Invoice (but does not include or take into account the Escrow Fees).
means the Outward Escrow Services Trust Deed under which Outward established a trust in which legal title to the Escrow Account and the Escrowed Funds held therein from time to time is to be held by the Trustee.
means the trustee appointed under the Trust Deed.
means either the Buyer or the Seller and Users means both the Buyer and the Seller.