Article 1 - OBJECT
The object of these terms and conditions is to define the procedures for execution of activities and services linked to transport of merchandise and/or management of merchandise flows, in compliance with the applicable laws and regulations governing national and international transport. The ordering customer agrees that BretaLita subcontracts for transport services. For all commitments, shipping and operations,ordering customer must accept the terms and conditions defined hereinafter, unless governed by special agreement between the parties. These terms and conditions supersede all previous versions. The ordering customer is the entity that orders execution of the service.
Article 2 - TRANSPORTED/STORED GOODS
2-1 Excluded goods:
- Living beings/ashes or funerary relics,
- Objects of value/money/precious metals, stones and jewellery,
- Paintings, works or art and antiques,
- Radioactive merchandise,
- Weapons/equipment for war or similar;
2-2 Goods accepted under special conditions
- Computing equipment,
- Assembled furniture, fragile goods
2-3 Dimensions and weight of goods
The weight of transported goods cannot exceed 24 000kgs and the length 13,60 meters, except concerning road-trains which can transport no more than 22 000kgs of goods and a maximum length of 15,40 meters. In cases of violation of Article 2 above, BretaLita may partially or wholly cancel the service concerned at any time without liability
Article 3 - EXECUTION OF SERVICES
The ordering customer shall provide to BretaLita, in a timely manner, the instructions and documents necessary for execution of the services. BretaLita's liability cannot be called in the case of client's error or omission in the documents remitted (sales invoice, packing list, etc.) or instructions given. Dates of departure and arrival potentially announced by BretaLita are for information only. If the ordering customer requests any modification to the order data BretaLita may correspondingly adjust any Contract terms affected thereby. Any oral arrangements as well as any such additional modifications of the order data shall not be binding until BretaLita has confirmed them in writing.
Article 4 - PRICES AND RATES
Prices are calculated based on the following: information and documents provided by ordering customer, services to perform, of the kind, weight and/or volume of goods to transport, routes to take. Any requirement or special obligation is subject to additional fees. An increase can be applied for packages or voluminous objects or special-size objects. Prices do not include duties, taxes, royalties and taxed due in application of any tax or customs or other regulations. The amount of duties, taxes, royalties and taxes due in application of any tax or customs or other regulation are added to the price of transport resulting from rates.
4-2 Related costs
4-2-1 Diesel tax and Ecotaxes
In compliance with:
- The Law of 5 January 2006 and its implementing decrees, prices will be automatically revised annually by applying the change in the diesel index published by the Comité National Routier (national roads committee) to fuel expenses.
- The Law of 27 December 2008 and its implementing decrees, the Ecotaxe is added to the price of transport.
4-2-2 Additional costs
All additional costs linked to changes in instructions by ordering customer, that result in a hindrance, interruption, or the preventing of transport, or the immobilization of the vehicle and/or of the team, shall be invoiced to ordering customer.
Article 5 - CARGO INSURANCE
No insurance shall be taken out by BretaLita without a written order in duplicate from the ordering client for each shipping, specifying the risks to be covered (ordinary and specific) and the values to be guaranteed. Unless specifically specified otherwise, only ordinary risks (excluding risks of war and strikes) shall be insured. If such a direction is given, BretaLita, acting on behalf of the customer, shall take out an insurance contract with an insurance company which is known to be solvent for the period of cover. As BretaLita is acting as an agent in this specific case, it can, by no means, be considered to be an insurer.
Article 6 - ORDERING CLIENT'S OBLIGATION
The goods transported by BretaLita should be produced, stored, prepared, loaded and shipped in strict accordance with national and local safety regulations.
The goods should be packed, packaged, marked or counter-marked so as to withstand transport performed in normal conditions, as well as successive handling, which necessarily occur during the sequence of such operations. They should not constitute a hazard to driving or handling personnel, the environment, transport vehicle safety, other carried or stored goods, vehicles or third parties. The ordering client shall be solely responsible for the choice of packaging and for its fitness to bear the transport and handling. Should the ordering client entrust BretaLita with goods in breach of the above provisions, it shall be solely responsible, with no claim against BretaLita for any damage they may cause.
On each parcel, item or load support, clear labeling should be provided to allow immediate and clear identification of the sender, of the consignee, of the place of delivery and of the nature of the goods. Besides, the statements on the labels should match those shown on the shipping document.
Full trucks, semi-trailers, mobile crates, containers, once the loading operations are completed, shall be sealed by the loader himself or it representative. The driver must make sure of this before collecting the vehicle.
6-5 Reporting obligations
The ordering client shall be liable for all consequences of any lack, inadequacy or defect of the packaging, packing, marking or labeling. He shall also be responsible for all consequences of any failure to perform the duty of information and declaration regarding the specific nature, and in some cases, the value as well as the specificity of the handed over goods. The foregoing deals, more particularly, with dangerous goods. The ordering client shall bear alone any consequences of erroneous, incomplete, unenforceable or belated declarations or documents, including those submitted after the expiry of time limits.
In the event of any loss or damage to the goods, or of any delay, the consignee or receiver shall carry out all checks by means of regular and sufficient inspections; they shall express motivated reserves regarding the carrier. More generally, they shall take all the necessary steps to retain the claims and to confirm the mentioned reserves in the forms and within the time limits set down by law, or else no warranty claim shall be made against BretaLita or its representatives.
6-7 Refusal or failure by the consignee
In the event the goods are refused by the consignee, and in the event of the latter' s failure for any reason, all initial and additional costs owed and incurred in connection with the goods shall be borne by the instructing party.
Article 7 - LIABILITY
When BretaLita is deemed liable, such liability is limited in the case of delay, losses and/or damage of merchandise imputable to the transport operation, to the indemnity ceilings set in the applicable laws and regulations governing the transport in question.
7-1 Applicable limitations
7-1-1. "General" Type Contract - Interior Transport (Decree no. 99-269)
- Price of transport of merchandise. In the case of duly documented delay of delivery in legal and regulatory conditions :
- 23 euros per kg not to exceed 750 euros per package (if the shipment is less than three tonnes),
- 14 euros per kg not to exceed 2,300 euros per package (if the shipment is greater than three tonnes)
7-1-2. International Land Transport (Geneva Convention signed 19 May 1956 - referred to as "CMR")
- Price of transport of merchandise in the case of duly documented delay of delivery in legal and regulatory conditions
- 8.33 SDR/ kg of gross weight of merchandise lost or damaged.
As part of international conventions using the SDR to calculate indemnities. The rate of the SDR to take into consideration is that of the day of the damage. No liability will be called and no payment of indemnity will be due by BretaLita in the case (in particular) of force majeure, intrinsic defects of merchandise or defective packaging.
7-3 For all damage to merchandise, precise reserves must be formulated at the time of delivery by recipient (in the presence of the driver or carrier's representative), and/or confirmed in the legally stipulated forms and times, without which no request for indemnification can be made against BretaLita or its substitutes.
7-4 The ordering client, in case of damage concerning the goods entrusted to BretaLita, authorizes BretaLita to dispose of them and to resell them. In the case of no reselling possibilities, reprocessing or destruction fees will be at the expense of the ordering client. The ordering client commits to taking back the intact goods; those ones do not allow any compensation from BretaLita.
Article 8 - SPECIAL TRANSPORTS
Concerning special transports (controlled temperature transport, goods transport subject to a specific regulation including dangerous goods transport, etc.), BretaLita shall provide the sender with suitable equipment, under predefined conditions by the instructing party, who shall be responsible for the choice of the mentioned equipment.
Article 9 - CONDITIONS OF PAIEMENT
Provisions of services need to be paid cash at invoice reception. The ordering client is responsible for paying it. If payment terms are granted, they shall not exceed thirty days as from the invoice date, for all services performed by freight forwarders and road carriers, as well as those performed by shipping agent or airfreight forwarders, by customs brokers, freight brokers and forwarding agents in accordance with the provisions of article L.441-6 "alinea" 11 of the Commercial Code. In the case of payment by installments, in the presence of failure or delay in payment or incorrect payment of even one installment, the ordering client shall lose the benefit of the terms and BretaLita may require payment in full of the balance of the price still due. Penalties will be applied automatically in the case of late payments. Payment deadlines and penalties' interest rates are explicitly specified on the invoice.
9-1 Methods and conditions of payment
Payments will be made only by bank transfer. Payment for services is due upon removal (pre-paid shipping) or upon delivery (shipping due) upon presentation of the invoice or of a document serving as invoice. If it has not been received at the time of the removal or the delivery, this payment is due within 30 days of the issuance of the invoice. No discount is given for early payment.
9-2 Penalties for late payment
All sums due, paid after the due date on the invoice, will automatically result in the payment of penalties: 0.5% per day of delay.
9-3 Fixed fee for recovery costs
Any late payment situation shall result in a fixed fee payment of 40euros for collection fees in accordance with the D.441-5 article from the Commercial Code.
Article 10 - CUSTOMS PROCEDURES
If customs operations must be completed, ordering customer will give authorization for customs release to BretaLita, that will act in the name of and on behalf of client for direct representation. (Article 5.2 of the Community Customs Code). Ordering customer authorizes BretaLita to substitute itself by any service provider of its choice, and warrants BretaLita against any financial consequences resulting from erroneous instructions, false or inapplicable documents resulting in financial and/or criminal penalties related to the concerned administration. BretaLita may be subrogated to the privilege of administration of customs for any amounts that it could pay on behalf of its clients for the administration of customs. (Article 381 of the Customs Code).
Article 11 - CONTRACTUAL POSSESSORY LIEN
Whatever the capacity in which BretaLita acts, the instructing party shall formally acknowledge that the BretaLita has a contractual possessory lien providing a general, permanent and preferential right on all the goods, values and documents BretaLita owns, to guarantee all claims debts (invoice, interests, incurred costs, etc.) that BretaLita has against it, even those which are prior or extraneous to the transactions completed with the goods, values and documents it actually holds. The customs broker has the same right as BretaLita
Article 12 - TIME LIMITATION
Any actions that may result from the agreement entered into by the parties are time-limited to three years starting from the execution of the disputed service (except for any other applicable legal time limitation).
Article 13 - PROCEDURES FOR TERMINATION
13-1 Contractual termination
The collaboration can be terminated by client by advance notice that takes into account the age of the collaboration, the volumes remitted and the resources committed by BretaLita to carry out the services, and cannot in any case be less than three months. During this advance notice time, the parties shall maintain the economics of the agreement.
13-2 Automatic termination
Termination shall be automatic and without notice in the following cases:
- any delay in payment for services,
- any breach by either party in their obligations or disposal,
- disposal or partial or total transfer of rights and obligations to third parties.
13-3 Criminal clause
Any failure to fulfill obligations on the part of client will be subject to a penalty of 15% calculated on the amount of the principal with respect to Articles 1152 and 1226 of the Civil Code.
Article 14 - CANCELLATION - DIVISIBILITY
If any provision of these Conditions be declared void or deemed unwritten, all other provisions will still apply.
Article 15 - JURISDICTION CLAUSE
By express agreement, in cases of dispute, the Court of Vilnius alone will have jurisdiction, even in the case of more than one defendant or activations of guarantees.