1.  “The Company” shall mean Company on whose behalf this cargo receipt has been issued, their agents, servants or representatives and/or, where these terms are applicable to such parties in accordance with Clause (3), any other person, firm or company whom the Company engages or contracts to carry out any or all of the services the Customer requires.

 

“The  Customer” shall be deemed to include the Shipper, the Notify party, the Consignee, and the owner of the Goods and, reference to Customer shall mean all or any one of them as the context so requires.

 

“ The Goods” shall  mean the goods or property in respect of which the Company renders any service to the Customer or, where these terms and conditions appear on a bill of lading, the goods or property described on the face of the bill of lading.

 

2.  The receipt, custody, consolidation and forwarding of the Goods are governed by the provisions of this bailment agreement and the provisions of any applicable Company’s tariff covering the performance of consolidation services by the Company. The Company tariffs are readily available for review and inspection at all the Company offices and locations where cargo is received for consolidation upon reasonable notice and during normal business hours. The Company undertakes to receive the Goods on behalf of the Customer, hold the same as an agent and deliver or forward them to carriers or transporters in accordance with the instructions of the Customer for subsequent transportation by water, or air carriers and for distribution and ultimate delivery to the Customer. If at any time the method and/or route of forwarding selected by the Customer shall become impossible to perform for any reason, the Company may use any other method available at their discretion and all charges and/or expenses incurred in using such method shall be for the Customer’s account, the Company shall so far as reasonably possible cause the Goods to be consolidated with the goods of others in order to secure the transportation benefits and economics contemplated by the instructions of the Customer or other cargo owners.

 

3.  The Company shall be entitled to engage any other person, firm or company to perform any of its obligation hereunder. These conditions and any contract to which they apply are entered into by the Company on its own behalf and also as agents for and on behalf of any such other person, firm or company which may be engaged pursuant to this clause, and which accordingly shall be entitled to the benefit of these conditions. Any consideration moving from the Company to such other person, firm or company shall be deemed to be consideration moving from the Customer to such other person, firm or company. The Customer undertakes not seek to impose upon any such person, firm or company any liability greater than that accepted by the Company under these conditions, and if, in breach of this undertaking, he should seek to do so, he shall indemnify the Company for any resulting liability or expense which the Company may thereby incur to such person, firm or company.

 

4. In receiving the Goods and performing the consolidation services covered by this agreement, the Company is acting solely as agent for the Customer and not as a carrier, transporter or distributor of the Goods and the Company is also acting solely as agent for the Customer by entering into contracts on behalf of the Customer with third parties and/or by procuring contracts directly between him and third parties for the provision of such services as the Customer may require. The Company is not a carrier and does not make or purport to make as principal or carrier any contract for the carriage, storage, packing or handing of Goods with the Customer. In particular, the Company is not a common carrier. From and after the delivery by the Company to a carrier in accordance with the instructions of the Customer, the Customer agrees that the sole responsibility and liability for the care, custody, carriage and delivery of the Goods shall be that of said carrier and not that of the Company. The Company is hereby authorized to, and the Company undertakes only to, forward the Goods and otherwise arrange for the shipment and transportation of the Goods by water or air carriers as the agent of the customer. The customer acknowledges that they shall be bound by the terms and conditions of the transportation agreements of the carriers into whose custody the Goods may be forwarded.

 

5.  The responsibility and liability of the Company shall be limited to that period of time in which Company has exclusive custody of the Goods. To secure a due proportion between the charges it earns and the amount for which it may be responsible in the event of loss or damage to the Goods, the Company has established its regular, lower rates and charges for Goods limited in value as hereinafter agreed. The Customer may, however, elect to pay an additional ad valorem charge of 6% by declaring the true value of the Goods at or before the time of receipt by the Company, in which case the liability of the Company for loss of or damage to the Goods, or for delay shall be the true value of the Goods. Unless Customer so declare the value of  the Goods and pay the ad valorem charge, the Customer is deemed to have elected the regular, lower charges of Company for and agrees that, for the purpose of computing any liability of the Company for loss of or damage to or misdelivery of the Goods or for any delay, the value of Goods shall be the lesser of ( i ) the true value or (ii) US$ 3 per kg for damage/loss/delay/misdelivery of Goods. For purposes of the foregoing, the term ”true value” shall mean the CIF (FOB plus proportionate insurance and freight) value of the Goods as verified by appropriate documentation.

 

6.  The Customer warrants (i) that the Goods are properly marked and suitably packaged for normal handling, (ii) that the weight and descriptions of packages and cargo units furnished by the Customer are correct, (iii) that the nature and amount of any hazardous or dangerous cargo has been packaged and/or labelled in accordance with IMCO regulations and identified as such in accordance with such Regulations to the Company as or before the time of receipt by the Company and (iv) that the Goods do not require insulated refrigerated, ventilated or other special storage or handling not disclosed to the Company at or before the time of receipt of the Goods. The Customer shall defend, indemnify and hold harmless the Company in respect of any injury or death of any person, or damage to cargo or any other property, or any expenses, including legal fees, caused by breach of any of the foregoing warranties. The Customer hereby acknowledges that the Company acts solely as agent on behalf of the Customer and shall be under no liability whatsoever in respect of any failure by the Customer to do any act or pay any amounts due in respect of Goods received hereunder, including, but not limited to the purchase price of such Goods, freight, storage charges, insurance premia, lighterage charges, demurrage, salvage charges or general average contributions.

 

7.  The Company is not responsible for any defect in quality, quantity, type or any inherent advice or defect in the Goods unless such defect was readily noticeable upon visual inspection of the external packaging of the Goods. The Customer on behalf of itself and its assigns and any party acquiring title to the Goods under or through it, hereby waives any claim against the Company arising out of or in connection with the insurance of the Cargo Receipt by the Company unless such claim arises out of a misdeclaration in the said Cargo Receipt of the number of packages or shipping units received the Company or their apparent order and condition.

 

 

8.  The Customer hereby undertakes to indemnify the Company against all loss, damage and expenses of whatsoever nature in respect of any claims by carriers, warehousemen (including agents or subcontractors of the Company) or any other party for breach of any warranties including misdescription of the weight, type, packaging or quality of the Goods or for contamination by or of the Goods by contact or reaction with any other substance.

 

 

9.  The Company will not be required to secure export licences and/or quote clearances or any other Government consent in respect of the import or export of the Goods.

 

10.  The Company shall have a lien upon all Goods in respect of any amounts which shall have been paid on/it behalf of the Customer including but not limited to storage charges, haulage charges, lighterage charges, stuffing and unstuffing costs.

 

 

11.  The Company does not undertake that the Goods will be forwarded or transported from the place of receipt or will arrive at the place of consignment or destination by any particular date or time or to meet any particular market or in time for any particular use and shall have no liability for any damages, whether consequential or direct for delay in the forwarding or transportation of the Goods.

 

12.  The Company shall have no liability for loss, damage or failure to deliver the Goods unless the Goods :-

 

(a)  are in actual custody and control of the Company, and

 

(b)  if caused by wilful neglect or wilful default of the Company

 

In any event, the Company shall have no liability for loss, damage or failure to deliver the Goods, to the extent caused by :-

 

(a)  fire, unless caused directly by the wilful neglect or wilful default of the Company,

 

(b)  acts of God, war, public enemies, governments or governmental authority, or strikes or lockouts or stoppage or restraint of labor from whatever cause,

 

(c)  wastage in bulk or weight or any other loss or damage arising from inherent defect, quality, or vice of the Goods,

 

(d)  insufficiency of packaging or marks,

 

(e)  latent defects not discoverable by due diligence, and

 

(f)  acts or omissions of the Customer, their agents or representatives.

 

13.  The Company shall be discharged from all liability, howsoever arising whether the action be founded in contract, tort or otherwise, in respect of loss, damage, delay, misdelivery or conversion unless suit is duly commenced within one year after the time the cause of action against the Company, if any, arose. Investigating,  negotiating or otherwise dealing with claims by the Company or its legal advisers or representatives shall not be deemed a waiver of the foregoing provisions.

 

 

14.  This contract and all claims against the Company shall be subject to the Court having jurisdiction where the Company has its principal place of business and the Law of that Court will apply.