Exhibit
10.5


 


SHIPPING
AND SERVICE AGREEMENT


 


 


THIS
AGREEMENT is made and entered
on April 19 2013, by and between Arkadia International, Inc a
Nevada company who is engaged in the business as "Client
"that needs the service to Import Ocean Freight as
cars, trailers, auto parts, boats and other mechanical staff from USA to other country and General Container Line
a company who is engaged in the business as a "Performer")
and provide Export / Import Ocean Freight, Multimodal Transportation, Full Container
Load, Less Than Container Load, Customs Brokerage, Warehousing an Distribution, Packing and
Crating, Freight Consolidation,Project Cargo Handling, Vehicle Shipping and Relocation.


 


 


1.TERM


 


The
term of this Agreement shall be
for Three (3) years, shall
automatically be renewed
for successive one (1) year periods
and shall cover all
service arranged by Performer
for Clients within the validity
of this Agreement; provided, however,
that this
Agreement
may be terminated
at any time
by giving ten
(10) days
prior
written notice to the other party.


 


2.
 OPERATING
AUTHORITY


 


Performer
represents
that it is
duly authorized
to perform services
by Client request.


 


3.PAYMENT
FOR SERVICES.


 


Client
shall pay
for the services
provided by Performer in
accordance
with payment
terms set by Performer for Client
either in writing
or orally.
Client shall make payments by company checks,
by wire
transfer to Performer’s
banking
account or as agreed
prior to the service provided.



 


4.
PACKAGING AND LABELING


 


The
goods must be packaged and shipped in accordance with international standards on the export-import.


 


5.
INDEPENDENT CONTRACTOR


 


Performer
represents
and warrants
that it
is an
independent contractor
under
this Agreement.


 


	6.
    SHIPMENT


 


The
parties understand
and agree
that Performer by signing
this Agreement
makes no
express or
implied warranties
or guarantees concerning
delivery
time or the
locating of a
cargo. 


 


7.
CARGO LOSS, DAMAGE OR SHORTAGE


 


Performer
shall keep Client liable
for acts
and omissions
by third parties
including
but not
limited to carriers,
warehousemen, port
authorities and other involved parties unless
has failed to exercise
due diligence in selecting,
instructing
or supervising
such third parties
when
applicable.
In the event
of a cargo
loss, damage
or shortage claim
Client undertakes
to notify Performer immediately
by phone or email
and to subsequently
submit to Performer a written claim,
fully supported
by all relevant
documentation, including
but not
limited to the
signed delivery
receipt, listing
the nature and cause
of the claim for cargo damage
within five (5) days
following the
date of delivery
or immediately
when applicable
and required
by the
insurance
policy.  No
claims or allowances
for Shortages, damage
or delay
will be considered
unless clearly
noted on the
delivery receipt
or bill of
lading signed by
the consignee
at delivery and
unless cargo
damage
report /
cargo loss
report is drawn
by the appropriate airport
/ port authorities
when applicable.
Performer assumes
no liability for cargo
loss, damage, or shortage.
 However,
Performer agrees to
submit, negotiate
and settle all
cargo claims with
the responsible
carrier and to
keep Client advised of
the status of all such claims.
 


 


8.
SECTION HEADINGS


 


The
numbered section headings appearing in the Agreement do not constitute any part of this Agreement and shall not be considered
in it interpretation.


 


9.
SIGNATURES/ WRITINGS


 


Except
where certified mail is specified, this Agreement and subsequent writings relating to this Agreement must be signed and may be
transmitted by facsimile or scanned and sent by electronic mail. The signatures n such facsimile and scanned copies shall operate
to bind the parties with the same force and effect as original signatures.


 


10.
ASSIGNMENT OF AGREEMENT


 


No
party may assign this Agreement without the prior written consent of the other party.


 


11.
CONFIDENTIALITY


 


Except
as required by Law, the terms and conditions of this Agreement and information pertaining to any shipment hereunder shall not
be disclosed by either party to persons other than its directors, officers, employees, agent, attorneys, accountants and auditors.
The provisions of this paragraph shall survive the cancellation, termination or expiration of this Agreement.


 


12.
COMPLETE AGREEMENT


 


This
Agreement constitutes the entire agreement of the parties with reference to the subject matters herein, and may not both parties
sign changed, waived, or modified except in writing. This Agreement shall be construed in accordance with the laws of the State
of Nevada. All civil actions filed as a result of disputes arising out of this agreement shall be filed in the court of proper
jurisdiction in the State of Nevada.


 


IN
WITNESS WHEREOF, the parties have caused this agreement to be executed as of the day and year first above written.


 


	Client	Performer
	Arkadia
    International Inc.	General
                                      Container Line
	5348
    Vegas Drive #1107, Las Vegas, NV 89108	17828
                                                          South Maine St., Gardena, CA 90248
	/s/
    Vladimir Shekhtman	/s/
                                          Roger Morais 
	Vladimir
    Shekhtman (Director) 1-619-507-5806	Roger
                                                       Morais (Director) 1-310-878-4111