General terms & conditions of Euro-Sprinters nv. Valid as from 1 November 2013

Transcription

1 General terms & conditions of Euro-Sprinters nv Valid as from 1 November 2013 Art. 1 Scope, acceptance and amendment These general terms & conditions (hereafter named the "General Terms & Conditions") become valid on the above-mentioned date and apply to all services supplied by Euro- Sprinters nv (hereafter Euro-Sprinters nv), irrespective of the service provided, except when a person who is authorised to represent Euro-Sprinters nv and the shipper have agreed formally in writing to deviations from some of the provisions thereof. By entrusting a service to Euro- Sprinters nv, the shipper accepts these General Terms & Conditions without reservation. Those who are regarded as shipper are: every natural person or legal person who assigns Euro-Sprinters nv to carry out the transport of goods or who entrusts the provision of services to Euro-Sprinters nv. By entrusting goods to Euro-Sprinters nv with a view to the transportation thereof, the shipper accepts these General Terms & Conditions without reservation, both on his own behalf and on behalf of whoever has an interest in the Consignment. If the shipper entrusts the goods accompanied by oral or written instructions that contradict these General Terms & Conditions, Euro-Sprinters nv shall in no way be bound by such instructions. The general or exceptional terms & conditions of the shipper or of another party other than Euro-Sprinters nv do not apply under in any circumstances. Euro-Sprinters nv is only bound by its tenders if it has signed such and if a shipper has accepted them without amendments and has returned them to Euro-Sprinters nv on time. These General Terms & Conditions are an integral part of any tender drawn up by Euro- Sprinters nv. Euro-Sprinters nv has the right to suspend, to stop or modify the services intended in these General Terms & Conditions or the associated tariffs at any moment and without advance warning, on the understanding that such a decision is immediately and by right applicable and has no influence on the terms & conditions for the transport services that were previously entrusted to Euro-Sprinters nv. Euro-Sprinters nv can amend these General Terms & Conditions at any time. At least two (2) months before the amended terms & conditions become effective, the shipper shall be informed thereof by means of the technology deemed suitable for that purpose by Euro- Sprinters. He has a period of one (1) month in which to inform Euro-Sprinters nv of whether he wishes to terminate his contract. Euro- Sprinters nv can, in the case of amendment of the applicable legislation or in the case of a decision or another binding settlement by a competent agency, modify the agreement as a function of the provisions of that decision or another intervention. In that case Euro- Sprinters shall inform the Client in writing of this modification and of the date on which it comes into effect, and that at least fifteen (15) working days before it comes into effect.

2 Art. 2 Brochure and rates of Euro-Sprinters nv Unless otherwise agreed the brochures (including the web pages of the website on which the offer is located) and the applicable rates of Euro-Sprinters nv are an integral part of these General Terms & Conditions. They are available for free at the registered offices of Euro- Sprinters nv and they shall be sent after a request is made to the Customer Services department of Euro-Sprinters nv (phone fax ). They can be viewed on The brochures and the rates can be amended under the same conditions as these General Terms & Conditions. Art. 3 Transport terms & conditions Unless otherwise agreed each transport of goods that is entrusted to Euro-Sprinters nv shall take place exclusively by means of road transport and falls under the application of the provisions of the CMR convention of 19 May 1956 concerning the agreement relating to the international carriage of goods by road, except if the parties deviate from them formally and in writing and to the extent that such a deviation is legally permitted. Art. 4 Goods prohibited for transport Unless otherwise agreed in writing in advance with Euro-Sprinters nv and in compliance with the requirements of Euro-Sprinters nv, no hazardous goods as defined in the legislation, in the documents issued by all competent governments (including the Agreements of ADR, OACI, TI, IATA DGR, the IMDG code, CMR and all other national or international regulations that are applicable to the handling or the transport of hazardous products) may be delivered to Euro-Sprinters for transport or storage. Consequently the following are prohibited from being transported/stored: Drugs, narcotic substances and psychotropic substances; Objects, documents or substances in general of which the import, the export, the production, the circulation, the distribution, the use, the possession, the sale or the transport thereof are prohibited by law; Objects that through their form, nature or packing could constitute a hazard for persons or for the other consignments, that could soil or damage the equipment of Euro-Sprinters or goods belonging to third parties (including Consignments); Chemical products, explosive, inflammable or radioactive substances or other dangerous substances, that constitutes a hazard. Infectious substances and carbon dioxide gas in solid form (carbon dioxide snow), when it is used to cool infectious substances, may only be transported within the context of exchanges between officially recognised qualified laboratories; Perishable biological substances, foodstuffs and tobacco products or other products on which duties are levied; Vegetable products, live animals, parasites or products of animal origin; Objects that bear notes on the outside that are contrary to public order or public decency; Weapons, including knives, daggers and any other sharp or cutting objects; Gases under pressure, toxic or caustic substances, fuels and organic peroxides. Bearer instruments, coins, bank notes, jewels (except fantasy jewels with a value of less than 500 EUR per parcel) or other precious material, including furs, and more generally all goods with a value of more than 10,000 euro.

3 If the shipper wishes to entrust Euro-Sprinters nv with services that are related to dangerous or perishable goods: a. The shipper must inform Euro-Sprinters nv at the time of the order as to whether the transport or another service entrusted to Euro-Sprinters concerns hazardous or perishable goods: the shipper must inform Euro-Sprinters immediately exactly what the goods are, what risk they constitute and what precautionary measures they require. Euro-Sprinters nv always reserves the right to refuse the transport and/or the service. b. The shipper must state the necessary information on the transport document (the "waybill") and on the goods to be transported and that information must be supplied in advance in writing to Euro-Sprinters nv. c. If Euro-Sprinters nv receives hazardous and/or perishable goods that were not declared as above, Euro-Sprinters nv has the right to have such goods unloaded, destroyed or made harmless at the expense of the shipper, without taking into account the fact of whether the goods posed a real hazard or not. d. The shipper is responsible for all consequences and all damage that Euro-Sprinters nv or third parties experience as a result of the non-observance of the regulations that apply to the transport and/or the storage of hazardous or perishable goods (e.g. foodstuffs, medicines), even if he has already informed Euro-Sprinters of the nature of goods. Euro-Sprinters is after all not regarded as knowing the legislation that applies to that sort of goods and is therefore not responsible for the possible nonobservance of that legislation. Art. 5 Inspection - Refusal or suspension of services and costs thereof The shipper agrees that Euro-Sprinters and all governmental services, including the customs authorities can, at any time, open the packaging of the goods to inspect the goods. The fact that Euro-Sprinters accepts the goods by no means implies that Euro-Sprinters acknowledges that the Consignment meets all conditions to be allowed to be transported. Euro-Sprinters nv has the right to refuse the delivery or collection of goods and/or to suspend the transport thereof or to return the goods to their shipper or to possibly ask for a surcharge if it concerns prohibited or hazardous goods or if the other contractual conditions have not been observed. The shipper is liable with respect to Euro-Sprinters nv if the refusal or suspension gives rise to costs or any form of liability at the expense of Euro-Sprinters. Art. 6 Obligations of Euro-Sprinters The obligations with respect to the Consignments entrusted to Euro-Sprinters nv come into force as soon as an employee of Euro-Sprinters has signed a document that the consignments were effectively accepted ("waybill") by the person who hands them over to Euro-Sprinters. Euro-Sprinters shall make every effort to comply with the usual time periods for the execution of its services. If the parties have agreed time periods, Euro-Sprinters nv shall make every effort to comply with these. No account will be taken of delivery deadlines that the Client or a third party has stated on other documents. In any case the liability of Euro- Sprinters nv is in the case of delay, loss or damage limited to what is provided in the General Terms & Conditions and in the CMR treaty. Euro-Sprinters delivers the goods in return for a signature on a transport document by whosoever presents himself at the destination address that is stated on the goods or on the

4 handed-over documents. Euro-Sprinters nv is not obliged to deliver the goods personally to the consignee. If there is a reception desk on the stated address, the delivery can be made to that reception desk. If there is no one to receive the delivery (and to sign for receipt) an absence note will be put in the mail box of the delivery address and the goods will be offered for delivery the next day, unless for a second delivery attempt a different date has been agreed by telephone. If the second attempt to deliver the goods is unsuccessful, a third attempt can be requested (this optional service is subject to a charge). Otherwise the consignment is made available in the Euro-Sprinters depot for the client or the consignee. Art. 7 - Obligations and responsibility of the Client Goods that are entrusted to Euro-Sprinters nv must be packed or secured in envelopes, boxes, or other containers that the Client is free to choose. The Client must provide the documents/files, information and necessary instructions in a timely manner and at the latest when requesting the transport and in accordance with the specifications of Euro-Sprinters nv. The Client must make the goods available to Euro-Sprinters nv, at the agreed places, hours and in the agreed ways, and enclose the documents and/or the agreed documentation and all legally required documents, in accordance with the specifications of Euro-Sprinters. The goods shall be received and delivered on the threshold or on the loading dock of the buildings. If it concerns an international transport, the Client is solely responsibly for the documents to be completed, for compliance with the customs formalities to be fulfilled and for the payment of the duties owed on such and/or costs. The Client ensures that: - the transport labels and - documents are legible and of a good quality, in accordance with the specifications of Euro-Sprinters; - the address of the Client (or the address for returns) is correct, legible, and complete; - if he is reusing transport packaging, the previous labels for all actions have been made illegible; - the boxes and packages are closed in such a way that no doubt can exist in the case of attempts to open them; - the delivery locations when making deliveries on pallets are accessible (e.g. no staircase if it was agreed that the delivery would be above the ground floor or in the basement); - the Consignment is securely and carefully packed in a suitable, homogeneous packaging so that the goods are protected against the consequences and risk of transportation and, if it consisted of several packages, that they cannot become separated;

5 - that he personally (or a trusted person) prepares the packing of the goods in safe areas and that goods are protected just before their delivery or collection from nonpermitted interference during the preparation, storage and transportation; - that all applicable laws and regulations in the domain of customs, import, export and other laws and regulations are satisfied; - The Client shall indemnify Euro-Sprinters for all and any liability that might arise from the fact that the Client's declarations do not correspond with reality and shall reimburse all damages or expense arising from this including court costs. The Client must also have complied with his other obligations as described in the General Terms & Conditions and as the case may be in the other Appendices to this Agreement. When the agreement expires the goods that are still on Euro-Sprinters premises must be removed and taken delivery of at the latest on the last working day of this agreement, after payment of the balance that is owed or shall be owed. If that balance is not settled, Euro- Sprinters nv shall as the case may be exercise a retention right on the goods that are still in its possession. If the Client has not collected goods within the period provided for this and if the Client does not owe any monies to Euro-Sprinters nv, the goods shall be sent back by Euro-Sprinters to the client's registered offices at the Client s expense or shall be destroyed, sold or given away. The Client is responsible for all damage that is caused by or by means of goods entrusted to Euro-Sprinters, both as a result of the nature of the goods and of the packaging thereof. Each failure to meet to the obligations by the Client can have an impact has on the quality of the actions of Euro-Sprinters nv for which Euro-Sprinters cannot be held liable. Any additional direct/direct costs shall be invoiced to the Client. Art. 8 Customs procedures The shipper is solely responsible for completion of the customs procedures, for compliance with the applicable legislation and for the submission to the authorities of all necessary and useful documents. Euro-Sprinters does not act as a customs agent and accepts absolutely no liability with respect to the customs authorities concerning the goods. If Euro-Sprinters through circumstances is obliged or prepared to mediate in customs procedures, such mediation will always take place either by Euro-Sprinters or by a customs agent appointed by Euro-Sprinters, and this on behalf of and at the expense of the shipper or on behalf of and at the expense of the consignee. If a customs authority requires additional documentation for the confirmation of the mandate of Euro-Sprinters to mediate in the customs procedures, the shipper shall be responsible for supplying the required documents at his own expense. The shipper confirms that all declarations and information that he provides in connection with the export and import of goods are true and correct. He acknowledges that if he makes false or untrue statements about the goods, he exposes himself to a civil and/or criminal prosecution that can, among other matters, lead to the seizure and sale of the goods.

6 Every mediation or assistance on the part of Euro-Sprinters relating to customs procedures takes place entirely at the shipper's expense, responsibility and risk. The shipper indemnifies Euro-Sprinters against any claim that may be made against Euro-Sprinters in relation to the information that the shipper supplied to Euro-Sprinters and shall fully compensate Euro- Sprinters in this respect. All customs fines, storage costs and other expenditure that Euro-Sprinters may have to bear in relation to the goods, shall be charged to the shipper. If Euro-Sprinters decides to present the invoice to the recipient of the goods and this latter refuses to pay the costs incurred, the shipper agrees to reimburse these expenses. Art. 9 Rates and payment terms & conditions The rates for the services that are provided in the context of this Agreement are stated in the Rates Appendix. The rates are determined according to the weight of the entrusted Consignments, the distance in kilometres to be driven (for the transport services) and the number of Consignments that are delivered on a monthly basis. Euro-Sprinters reserve the right to weigh the Consignments to determine the correctness of the declarations of the Client. The weight that Euro-Sprinters determines shall be the weight that is taken into account. All rates for the services provided in the context of this Agreement exclude VAT. The VAT and all other current and future charges, levies and taxes of whatever nature (with exception of the taxes on income and profits) that are levied by whatsoever agency by virtue of or in the context of this agreement, are always at the expense of the Client and as the case may be shall be added to the price if necessary and are due in addition to the price. Euro-Sprinters reserves the right to amend the rates. In that case Euro-Sprinters shall send a new Rates Appendix to the Client via regular post. That shall then apply within the period that is stated in that appendix. That period is always at least 2 months. The rates shall be indexed at least once each year according to the following formula: P1 = P0 + (0.80 x ((In lo)/lo)*100) Where P1 = the new price after review P0 = the price when the agreement was signed Io = the average ITLB (Institute for road Transport & Logistics Belgium) cost price index of the year before the year in which the Agreement commenced In = the average ITLB cost price index at the time of the review Rate surcharges can be added for the international transport services in accordance with the amounts stated in the Rates Appendix. The fuel surcharge is calculated on the basis of the cost price index of the Institute road Transport & Logistics Belgium, also known as "ITLB" called ( category fuel, national transport, general). The average index for 2013 will be compared to the index of the month before the month in which the invoice is sent and is multiplied with 8.8. That amount is calculated at 80%.

7 As soon as the driver arrives with a delivery, there must be someone at the delivery address to receive the goods (unless something else has been agreed). If that is not the case: - the driver agrees to wait and a stationary charge will be calculated as from the sixteenth minute following his arrival at the unloading dock. The waiting time will be invoiced according to the rates in the Rates Appendix; - or the driver refuses to wait because that does not fit into his schedule and the delivery cannot be made, for which only the Client is regarded as the culprit. The Sprint courier service is performed on the basis of a software calculation that also determines the number of kilometres to be driven and to be invoiced, in regard to which complaints about the number of kilometres invoiced will not be accepted. Euro-Sprinters shall send an invoice each month detailing the services that were provided in the foregoing month. The invoices issued by Euro-Sprinters must be paid within 30 days after the invoice date to the registered offices. If the Client has not paid on the due date, he must pay by right and without being declared in default as from the invoice date 10% annual interest on the unpaid balance of the invoices, and a fixed compensatory fee of 10% on the unpaid balance, with a minimum of 50 euro. If the Client cancels a request for transport, he must pay the following amounts or the following percentages of the price agreed for the transport: Service Cancellation more than 4 hours before departure Sprint Types 450, 800 and 1,500: 0. Volume types: 60% Cancellation less than 4 hours before departure Types 450, 800 and 1,500: [ ] Volume types: 100% Cancellation after departure 100% of the price for the transport Art. 10 Indemnity by Euro-Sprinters and optional insurance with an insurance company 10.1 Indemnity in the case of loss, damage or average As far as the risks that are associated with the transport are concerned, the rules for damage compensation from the CMR Treaty are applicable (or from the Treaty of Warsaw from 1929 if the transport takes place entirely or partially by plane, as agreed with the Client). Euro-Sprinters accept no declarations from the Client or from other persons about the value of the contents of the Consignments. Absolutely no indication of value on any document shall be regarded as a indication of value under Articles 24 to 26 of the CMR Treaty. The liability of Euro-Sprinters in the case of damage that is caused during storage, is restricted to 10 euro per damaged package (whereby the value of the contents of the package must be demonstrated with purchase invoices or other documents) and up to

8 maximum 20 euro per package if the Client can demonstrate that he has entrusted the package to Euro Sprinters and that Euro-Sprinters no longer has it in its possession on the moment of delivery by Euro-Sprinters or return to the customer. The attention of the Client is drawn to the fact that Euro-Sprinters only counts the packages superficially on receipt and that the Client can always ask to have them counted thoroughly (in return for a fee). The signature of a Euro-Sprinters employee on a document with a list or a quantity of packages that Euro-Sprinters would have accepted without optionally counting them is not proof for the number of packages that were effectively handed over to Euro-Sprinters (and also not proof of whether or not there is something in the package). Euro-Sprinters cannot under any circumstances be held liable in the event of damage due to force majeure (bad weather conditions, breakdowns and mechanical problems, nonavailability of the data processing systems, strikes, lock-out, lightning, hold-up, fire, terrorist activities, orders from the authorities, including checks, embargoes and seizures by competent governments) and all other events that are undertaken beyond the will of Euro- Sprinters by third parties or in pursuance of the Client's intervention. Euro-Sprinters can also not be held liable in the case of damage to goods, whereby the possession and/or the transport thereof is prohibited. Euro-Sprinters cannot under any circumstance be held liable for indirect damage, including loss of earnings (e.g. fall or loss of turnover, loss of profit, customers, data etc.) that might result from a contractual and/or extra contractual error by Euro-Sprinters and/or its appointees and/or its subcontractors Optional insurance via Euro-Sprinters The Client can take out insurance with the Europese Goederen- en Reisbagage Verzekeringsmaatschappij nv [European Goods and Travel Luggage Insurance Company] via the insurance agent Kegels & Van Antwerpen. The price, the cover and the insurance conditions that this agent offers depend on the contents and the value of the Consignments. To enter into such an insurance agreement the Client must complete the application form in advance that can be supplied to him by Euro-Sprinters, and then submit it to the agent. Euro-Sprinters can send the form if necessary to the agent on behalf of and at the expense of the Client. Euro-Sprinters is not a party in the relation between the Client, the insurer and the agent as indicated above. Euro-Sprinters does not offer insurance and accept no indication of value (indicative or accepted value) on documents that are handed over to or exchanged with its appointees Compulsory insurance that the Client must take out in the case of storage of the goods by Euro-Sprinters If the Client asks for goods to be stored, he must take out an insurance policy as the policyholder and insured party with one or more insurers who are permitted to offer insurances in Belgium to cover the material damage to his goods. This policy must cover the risk of loss or damage of the goods that are stored in the entrepots of Euro-Sprinters, and this whether or not they are the property of the Client.

9 The Client shall be bound to indemnify the goods that are stored in the entrepot of Euro- Sprinters against dangers such as fire, storm, lightning, deflagrations, crashing aeroplanes, water damage etc. In that policy it must state that the Client relinquishes the right to appeal, which also applies to his insurer with respect to Euro-Sprinters, his insurer and any possible subcontractors. The Client must, if Euro-Sprinters asks for such, submit a certificate from the insurer and/or agent with respect to this insurance. Euro-Sprinters can ask the Client before the goods are stored for proof that the transported goods have been properly insured against loss/direct and indirect damage. Art. 11 COD shipments If the Client asks Euro-Sprinters to provide a service relating to Cash-On-Delivery (COD) shipments, then the instructions for that must always be given explicitly in advance in writing to Euro-Sprinters and the statement "Cash-On-Delivery" and the precise amount to be collected must be indicated. These indications must appear in the section provided for this on the waybill (document or electronic file that is sent to Euro-Sprinters at the latest when the request for transport is made and on which the obligatory statements about the transported parcel appear). Euro-Sprinters cannot be held liable for damage that is attributable to incorrect or incomplete instructions. Euro-Sprinters delivers the Consignments only after receipt of the documents and amounts mentioned on the waybill. Euro-Sprinters cannot be held liable under any circumstances if the documents or payment instruments used do not lead to the effective payment of the amount to be collected. The amounts that can be collected within the context of the service for Cash-On-Delivery shipments are limited to 9, euro. Art. 12 Electronic processing of the data The sender accepts the use of electronic communication resources and acknowledges the evidential power thereof. In that context he relinquishes the possibility of allowing the application of Article 1323 and subsequent of the Belgian Civil Code relating to the contesting of the signature and the document Art. 13 Customer services ("Customer Services") To offer an optimum service to its customers Euro-Sprinters has established a Customer Services department in its company. Customer Services is responsible for: the daily communications in general by means of the telephone or between Euro-Sprinters and the Client and in particular for the follow-up of requests for deliveries/collections: all claims and/or indemnity files; the creation of specific reports at the Clients' request - option subject to charges

10 The clients can contact Customer Services from 8.30 am to 5 pm, on phone number: Customer Services do not answer any questions and complaints from third parties, also not from the customers and subcontractors of the clients, the consignees of the shipments, other transporters etc. If Customer Services receives a question or a complaint from a third party, they refer that third party to the Client. Art. 14 Complaints By signing off the waybill at the moment of delivery/accepting the delivery the recipient confirms that there is no visible damage to the packaging or to the goods and that the number of goods delivered corresponds to the number of goods entrusted to Euro-Sprinters. If subsequently there is a dispute about non-visible damage to a delivery that has been made, then this must be notified within seven working days of the delivery to Euro-Sprinters by means of an sent to info@eurosprinters.be Complaints concerning a delivery that has not been made must be made to Euro-Sprinters at the same address within seven days after the last day on which Euro-Sprinters should have delivered the goods. The Client must keep the damaged goods available to Euro-Sprinters nv with a view to a contestable determination of the damage, in the absence of which the complaint can be no longer accepted. Complaints relating to the invoice should be notified in writing within 8 days of the invoice date to Euro-Sprinters nv: if this does not happen the complaint can be no longer accepted. Depending on the extent and/or the degree of difficulty of the search and the complaint, Euro-Sprinters shall make every effort to provide the Client with an answer within the period of one month after the complaint. Art. 15 Processing of personal data The personal data of the shipper (or of his members of staff) that he communicates to Euro- Sprinters, shall be used by Euro-Sprinters with a view to the provision of the services as intended in these General Terms & Conditions and the commercial promotion of the services supplied and/or shared by Euro-Sprinters and companies associated with Euro-Sprinters in the sense of Article 11 of the Companies Code. Unless the Client (or the members of his staff involved) objects to this, these data may be communicated to these associated companies for those purposes. If the Client (or the members of his staff involved) does (do) not wish his (their) personal data to be used for those purposes and/or to be communicated, he (they) can communicate that in writing at any time to Euro-Sprinters. Such persons have the right to inspect and correct their personal data. This right can be asserted provided that a dated, signed written request is sent to Customer Services.

11 Art. 16 Miscellaneous Unless otherwise stated in a provision all notifications and communications relating to or under this Agreement shall take place by means of Court bailiff service, a registered letter or a personally delivered dispatch with acknowledgment of receipt The possible annulment of one or more clauses of this Agreement or parts of this Agreement does not imply the annulment of the whole Agreement The parties cannot transfer the rights and obligations arising from this Agreement to third parties without the prior written consent of the other party. Euro-Sprinters may however transfer the Agreement at any time to one of its associated companies Disputes concerning or relating to this Agreement on which no amicable agreement can be reached fall under the exclusive competence of the Courts of Brussels This Agreement is exclusively governed by Belgian Law and the CMR Treaty The parties shall be bound to keep the confidential technical and commercial information of which they gain knowledge within the context of the execution of this Agreement completely confidential with respect to third parties. That does not apply however to the information the dissemination of which is required under a law, regulation or judicial decision Euro-Sprinters can call up on the services of subcontractors for the execution of this Agreement.