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Term & Conditions
All business
undertaken will be subject to the HAFFA Standard Trading Conditions
TERMS AND CONDITIONS (HAFFA STC)
Standard Trading Conditions
1) DEFINITIONS AND INTERPRETATIONS
2) APPLICATION OF THE CONDITIONS/LEGISLATION
COMPULSORILY APPLICABLE
3) CONTRACTUAL STATUS OF CUSTOMER
4) CONTRACTUAL STATUS OF THE COMPANY
5) COMPANY'S AUTHORITY
6) WHERE THE COMPANY CONTRACTS (ON BEHALF OF
THE CUSTOMER) IN ITS OWN NAME
7) WHERE THE COMPANY CONTRACTS AS PRINCIPAL
8) CUSTOMER'S FURTHER WARRANTIES
9) INDEMNITIES
10) DANGEROUS GOODS ETC
11) BULLION ETC
12) DEVIATION
13) WAREHOUSING
14) DECLARATION OF VALUE ETC
15) DUTIES
16) INSURANCE
17) NO DUTY TO PRESERVE RIGHTS
18) DISPOSAL OF GOODS/LIEN ETC
19) QUOTATIONS AND CHARGES
20) SUB-CONTRACTING
21) LIABILITY AND LIMITATION
22) NOTICE OF CLAIM
23) TIME BAR
24) COLLECT ON DELIVERY (C.O.D.) SHIPMENT
25) GOVERNING LAW
1.
DEFINITIONS AND INTERPRETATIONS
1.1 In these Conditions, the following words and expressions
have the following meanings unless the context otherwise requires:
"Ancillary Services"
includes services of arranging for the storage, warehousing,
collection, delivery, local transportation, insurance, customs
clearance, packing, unpacking and other handling of goods
and other services relating or ancillary to the Principal
Services.
"Company"
means [(name of the company)], a member of the Hongkong Association
of Freight Forwarding And Logistics Limited trading under
these Conditions.
"Conditions"
means the entire undertakings, terms, conditions and clauses
embodied herein and includes the Company's terms and conditions
printed on the front of the Shippers' Instructions and of
the Company's form of transport document (including the Company's
house air waybill or house bill of lading).
"Customer"
means any person at whose request or on whose behalf the Company
undertakes any business, or provides advice, information or
services, and includes the party named as "shipper"
or "consignor" on the front of the Shippers' Instructions
and of the Company's form of transport document (including
the Company's house air waybill or house bill of lading).
"FIATA"
means the International Federation of Freight Forwarders Associations.
"FIATA Air Waybill"
means the form of neutral air waybill together with the conditions
governing such air waybill (1996) published by FIATA and recommended
by FIATA for use by forwarders who choose to act in the capacity
of a (contracting) carrier.
"FIATA Multimodal Transport Bill of Lading"
means the FIATA form of multimodal transport bill of lading
together with the standard conditions governing such bill
of lading (1992) for use by forwarders who choose to assume
liabilities as a (contracting) carrier.
"Shippers' Instructions"
means any of the Company's form or forms of shipping instructions
or orders containing the Customer's instructions to the Company.
"Hague Rules"
means The International Convention for the Unification of
Certain Rules of Law relating to Bills of Lading signed at
Brussels on 25th August 1924.
"Hague-Visby Rules"
means The International Convention for the Unification of
Certain Rules of Law relating to Bills of Lading signed at
Brussels on 25th August 1924 (as amended by the Protocol signed
at Brussels on 23rd February 1968).
"Instructions"
means statements of the Customer's specific requirements and
includes the instructions specified on the front of the Shippers'
Instructions and of the Company's form of transport document
(including the Company's house air waybill or house bill of
lading).
"Principal Services"
means the services of arranging for the transportation or
carriage of goods by air and/or sea.
"Services"
means the services to be provided by the Company and includes
the Principal Services and the Ancillary Services.
"the Owner"
means the owner of the goods (including any packings, containers
or equipment other than those provided by the Company or carriers)
to which any business concluded under these Conditions relates
and any other person who is or may become interested in them
and including the consignee named on the front of the Shippers'
Instructions and of the Company's form of transport document
(including the Company's house air waybill or house bill of
lading.)
"Warsaw Convention"
means The Convention for the Unification of Certain Rules
relating to International Carriage by Air signed at Warsaw
on 12th October 1929 or that Convention as amended at The
Hague, 28th September 1955, whichever may be applicable.
1.2 References to statutory provisions shall be construed
as references to those provisions as respectively amended
or re-enacted or as their application is modified by other
provisions from time to time and shall include any provisions
of which they are re-enactments (whether with or without modification).
1.3 Unless the context requires otherwise, words importing
the singular include the plural and vice versa, words importing
a gender include every gender, references to persons include
any body corporate or unincorporated, and references to Clauses
are to Clauses of these Conditions. The headings are inserted
for convenience only and shall not affect the construction
of these Conditions.
1.4 All representations, warranties, undertakings, agreements,
covenants, obligations, liabilities, guarantees and indemnities
expressed in these Conditions or otherwise implied to be made
given or assumed by the Customer shall be deemed to be made,
given or assumed by the Customer and the Owner jointly and
severally.
1.5 No omission or delay on the part of the Company in exercising
its rights shall operate as a waiver thereof, nor shall any
single or partial exercise by the Company of any such right
preclude the further or other exercises thereof or the exercise
of any other right which it has. The rights and remedies of
the Company provided in these Conditions shall be cumulative
and not exclusive of any rights or remedies otherwise provided
by law.
1.6 Each of the provisions of these Conditions is severable
and distinct from the others and if at any time one or more
of such provisions is or becomes invalid illegal or unenforceable,
the validity legality and enforceability of the remaining
provisions of these Conditions shall not in any way be affected
or impaired thereby.
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2. APPLICATION OF
THE CONDITIONS/LEGISLATION COMPULSORILY APPLICABLE
2.1 All and any business undertaken by the Company is transacted
subject to these Conditions and each of these Conditions shall
be deemed to be incorporated in and to be a condition of any
agreement between the Company and the Customer. All other
terms and conditions are hereby excluded. Should any Customer
wish to contract with the Company otherwise than subject to
these Conditions, special arrangements can be made subject
to revised charges having been agreed and having been paid
in advance by the Customer to the Company and subject to such
arrangements having been reduced into writing and signed by
an authorised officer of the Customer and by an authorized
officer of the Company. Save as aforesaid, no agent or employee
of the Company has the Company's authority to waive or vary
any of these Conditions.
2.2 All and any advice information or services provided by
the Company gratuitously is provided on the basis that the
Company will not accept any liability whatsoever therefore,
whether in tort or bailment or otherwise.
2.3 If any legislation is compulsorily applicable to any business
undertaken, these Conditions shall, as regards such business,
be read as subject to such legislation and nothing in these
Conditions shall be construed as a surrender by the Company
of any of its rights or remedies or immunities or as an increase
of any of its responsibilities or liabilities under such legislation,
and, if any part of these Conditions be repugnant to such
legislation to any extent, such part shall as regards such
business be overridden to that extent and no further.
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3.
CONTRACTUAL STATUS OF CUSTOMER
The Customer entering into any transaction or business with
the Company hereby expressly warrants to the Company that
the Customer is either the Owner or the authorized agent of
the Owner and that it is authorized to accept and is accepting
these Conditions not only for itself but also for the Owner.
Where the Customer acts as the agent of the Owner, the Customer
also accepts personal liability to the Company (but without
prejudice to any of the rights or remedies of the Company
against the Owner) and so that in respect of such transaction
or business the Company is entitled to enforce its rights
or remedies (including without limitation the right to recover
any sum payable to the Company) against the Customer and the
Owner jointly and severally.
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4.
CONTRACTUAL STATUS OF THE COMPANY
4.1 Save as provided in Clause 7, Services are provided by
the Company as agents on behalf of its Customers, except that,
subject to Clause 16.2, the Company itself may provide (instead
of arranging to provide) the Ancillary Services.
4.2 The Company shall be entitled to perform any of its Services
or exercise any of its powers or discretions hereunder by
itself or its parent, subsidiary or associated companies.
In the absence of agreement to the contrary any contract to
which these Conditions apply is made by the Company on its
own behalf and also as agent for and on behalf of any such
parent, subsidiary or associated company and any such company
shall be entitled to the benefit of these Conditions.
4.3 It shall not be construed that any Services are provided
by the Company other than as an agent of the Customer by reason
only of any one or more of the following:
a. the Company issuing its own transport document including
its house air waybill or air consignment note or house bill
of lading or freight forwarder cargo receipt;
b. the Company charges an inclusive price;
the Customer's goods are forwarded, carried, transported,
stored or otherwise handled together or in consolidation with
other goods.
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5.
COMPANY'S AUTHORITY
5.1 The Company is hereby expressly authorised by the Customer
as hereinafter provided.
5.2 The Company is authorized to act on behalf of the Customer
to select, engage and enter into contract or arrangement (whether
in the name of the Customer or otherwise) with any carriers,
truckmen, forwarders, receiving or delivery agents, warehousemen,
packers and other persons (together "3rd Parties",
and individually "3rd Party"):
a. for the carriage of the goods by any route or any carrier;
b. for the storage, packing, unpacking, (local) transportation,
transhipment, loading, unloading or other handling of the goods
by any person at any place or places and for any length of time
AND to do other acts or enter into other contracts or arrangements
for any other purposes pursuant or relating or incidental to
the Customer's instructions.
5.3 The Company is authorised (but is not obliged) to depart
or deviate from the Customer's instructions in any respect if
in the opinion of the Company such departure or deviation is
necessary or desirable in the Customer's interests or is otherwise
expedient.
5.4 The Company is authorised by the Customer to act or to enter
into any contract or arrangement without prior consultation
with or further authorization from the Customer, AND the Company
is not required, unless specifically requested by the Customer
in writing, to inform the Customer of the terms and conditions
or details of the contracts or arrangements or acts entered
into or taken by the Company.
5.5 Without prejudice to the generality of the foregoing, the
Company is authorised to agree with any 3rd Party the charges
payable to such 3rd Party without reference to or further authorization
from the Customer, it being agreed that the difference between
the charges payable by the Company to the 3rd Party(ies), and
the charges payable by the Customer to the Company is the Company's
commission or remuneration or profit. The Customer waives any
and has no right of enquiry of the charges payable to the 3rd
Party(ies) and the Company is not under any duty to account
to the Customer for the Company's commissions, remunerations
or profits.
5.6 The Company is authorised (but is not obliged) to inspect
or arrange for the goods to be inspected.
5.7 The Company is not obliged to arrange for the Customers'
goods to be carried, forwarded, packed, unpacked, stored or
handled separately. The Company is authorised (but is not obliged)
to consolidate or arrange to be consolidated the goods of the
Customer with other goods.
5.8 The Customer expressly agrees to be bound in all respects
by any act or contract or arrangement done or entered into by
the Company pursuant to the aforesaid authorizations.
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6.
WHERE THE COMPANY CONTRACTS (ON BEHALF OF THE CUSTOMER) IN ITS
OWN NAME
6.1 Where the Company enters into a contract on behalf of the
Customer in its own name with any 3rd Party for any purposes,
the Company is not itself a carrier for the purposes of the
Carriage by Air Ordinance or the Carriage of Goods by Sea Ordinance
or for any other purposes, nor does the Company make or purport
to make any contract as a principal with the Customer for the
carriage, storage, packing, unpacking, (local) transportation,
transhipment, loading, unloading or other handling of the goods.
The Company's sole obligation is to procure contracts for the
carriage, storage, packing, unpacking, (local) transportation,
transhipment, loading, unloading or other handling of goods
by other persons.
6.2 In addition and without prejudice to the exceptions and
limitations contained in these Conditions, the Company shall
be entitled to the benefit of all exceptions and limitations
in favour of any 3rd Party expressly contained or implied in
the Company's contract with such 3rd Party. The Customer shall
not seek to impose on such 3rd Party any liability greater than
that accepted by such 3rd Party under such contract.
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7.
WHERE THE COMPANY CONTRACTS AS PRINCIPAL
7.1 The Company in its absolute discretion may, under certain
circumstances notwithstanding the terms and conditions contained
herein, issue a FIATA Air Waybill or a FIATA Multimodal Transport
Bill of Lading naming the Company as the carrier and the principal.
Where such a document is issued, the terms and conditions embodied
in it shall be paramount in governing the relationship between
the Customer and the Company in so far as those terms and conditions
are inconsistent with or repugnant to these Conditions.
7.2 Where, in respect of a transaction, the Company is held
by a court of competent jurisdiction to be a carrier, the Company
shall be entitled to all the rights, immunities, exceptions
and limitations conferred on the carrier by any applicable law
or legislation, and these Conditions shall be overridden to
the extent that they are inconsistent with such rights, immunities,
exceptions and limitations, but without prejudice to the operation
of Clause 2.3.
7.3 If the Company is or is deemed to be a carrier in respect
of a carriage of goods by air, the following notices are hereby
given:-
"If the carriage involves an ultimate destination or stop
in a country other than the country of departure, the Warsaw
Convention may be applicable and that the Convention governs
and in most cases limits the liability of carriers in respect
of loss of or damage or delay to cargo."
"The first carrier's name may be abbreviated on the face
of the air waybill, the full name and its abbreviation being
set forth in such carrier's tariffs, conditions of carriage,
regulations and timetables. The first carrier's address is the
airport of departure shown on the face of the air waybill. The
agreed stopping places (which may be altered by carrier in case
of necessity) are those places, except the place of departure
and the place of destination, set forth on the face of the air
waybill or shown in carrier's timetables as scheduled stopping
places for the route. Carriage to be performed under the air
waybill by several successive carriers is regarded as a single
operation."
7.4 If the Company itself performs (instead of arranging for
the performance of) any of the Ancillary Services, the Company
is entitled:
a. to perform any local transportation of the goods by any route
or by any means;
b. to store, pack, unpack, load, unload or otherwise handle
the goods at any place or places and for any length of time
AND to do all such other acts as may be necessary or incidental
thereto in the absolute discretion of the Company. The Company
may (but is not obliged to) depart or deviate from the Customer's
instructions if in the opinion of the Company such departure
or deviation is necessary or desirable in the Customer's interests
or is otherwise expedient.
7.5 Notwithstanding any other provisions of these Conditions,
the Company is never a common carrier and may in its sole discretion
refuse to offer its services to any person.
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8.
CUSTOMER'S FURTHER WARRANTIES
The Customer further warrants and acknowledges that :
(a) Proper packing etc.
All the goods, the subject of any Service provided by the Company,
have been properly and sufficiently packed and/or prepared,
and that the Company has no liability for any loss of or damage
to goods which are improperly or insufficiently packed or prepared,
no matter how such loss or damage is caused.
(b) Transport Unit
Where the goods delivered by or on behalf of the Customer are
already carried in or on containers, trailers, flats, tilts,
railway wagons, tanks, igloos, or any other unit load device
(each hereafter individually referred to as "transport
unit") then,
i. the transport unit is in good condition, is suitable to carry
the goods loaded therein or thereon, and is suitable for the
intended carriage and other handling; and
ii. the goods are suitable for carriage and other handling in
or on the transport unit and has been properly and competently
packed or loaded in or on the transport unit.
(c) Description of Goods
All descriptions, values and other particulars of the goods
furnished to the Company for customs, consular and other purposes
are true, complete and accurate, it being the duty of the Customer
to provide such information to the Company and to ensure that
such information is true complete and accurate.
(d) Fitness of Goods
In addition and without prejudice to any provisions of Clauses
10 and 11, the goods are fit and suitable for the carriage (international
as well as local), storage, packing, unpacking and other handling
in accordance with, pursuant or related or incidental to the
Customer's instructions.
(e) Delivery of Goods
The consignee or other person entitled to the delivery of the
goods shall take delivery of the goods upon their arrival at
destination and shall pay all necessary charges, taxes and duties
and shall comply with all necessary formalities and procedures.
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9.
INDEMNITIES
9.1 The Customer shall save harmless and indemnify and keep
indemnified the Company from and against all claims, liabilities,
losses, damages, costs and expenses (including without limitation
all duties, taxes, imposts, levies, deposits, fines and outlays
of whatsoever nature levied by any authority) arising out of
the Company acting in accordance with the Customer's instructions,
or arising from a breach of warranty or obligation by the Customer,
or arising from the Customer's inaccurate or incomplete or ambiguous
information or instructions, or arising from the negligence
of the Customer or Owner.
9.2 Advice and information, in whatever form as may be given
by the Company, are provided by the Company for the Customer
only and the Customer shall save harmless and indemnify and
keep indemnified the Company from and against all claims, liabilities,
losses, damages, costs and expenses arising out of any other
person relying on such advice or information. Except under special
arrangements previously made in writing, advice or information
which is not related to specific instructions accepted by the
Company is provided gratuitously and without liability and Clause
2.2 is applicable.
9.3 The Customer undertakes that no claim shall be made against
any officer, servant, agent or sub-contractor of the Company
which imposes or attempts to impose upon them any liability
in connection with any services provided or to be provided by
the Company. If any such claim should nevertheless be made the
Customer shall indemnify the Company against all consequences
thereof. Without prejudice to the foregoing every such officer,
servant agent and sub-contractor shall have the benefit of all
provisions herein benefiting the Company as if such provisions
were expressly for his or its benefit. For the foregoing purposes,
the Company contracts for itself as well as agents for all the
aforesaid persons.
9.4 The Customer shall defend, indemnify and hold harmless the
Company from and against all claims, costs and demands whatsoever
and by whomsoever made or preferred in excess of the liability
of the Company under the terms of these Conditions, and without
prejudice to the generality of the foregoing this indemnity
shall include (without limitation) all claims, costs and demands
arising from or in connection with the negligence of the Company,
its officers, servants, agents or sub-contractors.
9.5 The Customer shall defend, indemnify and hold harmless the
Company in respect of any general average or any claims of a
general average nature which may be made on the Company and
the Customer shall provide such security as may be required
by
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10.
DANGEROUS GOODS ETC.
Except under special arrangements previously made in writing,
the Customer warrants that the goods are not goods (or consist
of goods) included in the Dangerous Goods (Application and Exemption)
Regulations of the Laws of Hong Kong Cap. 295 or any modification
thereof or the IATA Dangerous Goods Regulations prevailing at
the time the Company confirms acceptance of the Customer's instructions,
nor are goods (or consist of goods) of comparable hazard, nor
are goods (or consist of goods) otherwise likely to cause damage.
Should the Customer nevertheless deliver any such goods to the
Company or cause the Company to accept or handle or deal with
any such goods otherwise than under special arrangements previously
made in writing, then whether or not the Company is aware of
the nature of such goods, the Customer shall be liable for all
expenses losses or damages whatsoever caused by or to or in
connection with the goods howsoever arising, and shall indemnify
the Company against all penalties claims damages costs expenses
and any other liabilities whatsoever arising in connection therewith,
and the goods may be destroyed or otherwise dealt with at the
risk and expenses of the Customer or the Owner in the sole discretion
of and without any liability to the Company or of any other
person in whose custody or control the goods may be at the relevant
time. The Company or such other person shall have the right
to decide whether or when the goods are or become (or consist
of goods which are or become) unfit for carriage (overseas or
local), storage, packing, unpacking, handling etc or are or
become goods (or consist of goods which are or become goods)
of comparable hazard to the goods included in the IATA Dangerous
Goods Regulations or the Dangerous Goods (Application and Exemption)
Regulations or any modification thereof, or are or become goods
(or consist of goods which are or become goods) which are otherwise
likely to cause damage. A copy of the prevailing IATA Dangerous
Goods Regulations is available for inspection by the Customer
upon request. If such goods are accepted under arrangements
previously made in writing, they may nevertheless be destroyed,
or otherwise dealt with at the risk and expenses of the Customer
or the Owner in the sole discretion of and without any liability
to the Company or any other person in whose custody or control
they may be at the relevant time on account of risk to other
goods, property, life or health. The expression "goods
likely to cause damage" includes but is not limited to
goods likely to harbour or encourage vermin or other pests.
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11.
BULLION ETC.
Except under special arrangements previously made in writing
the Company will not accept or deal with bullion, coins, precious
stones, jewellery, valuables, antiques, pictures, livestock
or plants. Should the Customer nevertheless deliver any such
goods to the Company or cause the Company to handle or deal
with any such goods otherwise than under special arrangements
previously made in writing, the Company shall be under no liability
whatsoever for or in connection with the goods or any part thereof
(including without limitation any loss or damage or non-delivery
or mis-delivery or delay) howsoever caused and notwithstanding
that the value may be shown, declared or indicated on any documents
accompanying the shipment.
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12.
DEVIATION
Subject to express instructions in writing given by the Customer
and the acceptance of those instructions in writing by the Company,
the Company reserves to itself absolute discretion as to the
means, routes and procedures to be followed in the carriage,
transportation, storage and other handling of goods. Further,
if in the opinion of the Company it is at any stage necessary
or desirable in the Customer's interests to depart from those
instructions, the Company is hereby irrevocably authorised and
shall be at liberty to do so, and any departure from the terms
and conditions, or in the handling other than pursuant to the
normal custom of handling the goods is done at the sole risk
of the Customer or the Owner.
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13.
WAREHOUSING
Pending forwarding or delivery, goods may be warehoused or otherwise
held at the risk of the Customer or the Owner at any place at
the sole discretion of the Company and the cost therefore shall
be for the account of the Customer.
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14.
DECLARATION OF VALUE ETC.
14.1The Company shall not be obliged to make any declaration
for the purpose of any statute or convention or contract as
to the nature or value of any goods or as to any special interest
in delivery, unless express instructions in writing were previously
given to and accepted by the Company.
14.2 Without prejudice to the generality of Clause 14.1 where
there is a choice of rates according to the extent or degree
of the liability assumed by carriers, warehousemen or others,
goods will be forwarded, dealt with, etc., at the Customer's
or the Owner's risk and at such charges (including the lowest
charges) as the Company may at its discretion decide, and no
declaration of value (where optional) will be made, unless express
instructions in writing to the contrary have previously been
given by the Customer and accepted by the Company.
14.3 A mere statement or declaration of the value or nature
of the goods for insurance or export or customs or other purposes
is not and shall not be construed to be instructions to the
Company to make any declaration for the purposes of Clause 14.1
and/or Clause 14.2 above.
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15.
DUTIES
The Customer shall be liable for any duties, taxes, levies,
deposits or outlays of any kind levied by the authorities at
any port or place for or in connection with the goods and for
any payments, storage, demurrage, fines, expenses, loss or damage
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16.
INSURANCE
16.1 No insurance will be arranged except upon express instructions
given in writing by the Customer and accepted by the Company.
All insurances arranged by the Company are subject to the usual
exceptions and conditions of the policies of the insurance company
or underwriters taking the risk. The Company shall not be under
any obligation to arrange a separate insurance on each consignment
but may declare it on any open or general policy. Should the
insurers dispute their liability for any reason the insured
shall have recourse against the insurers only and the Company
shall not be under any responsibility or liability whatsoever
in relation thereto notwithstanding that the premium upon the
policy may not be at the same rate as that charged by the Company
or paid to the Company by its Customer.
16.2 In so far as the Company agrees to arrange insurances,
the Company acts solely as the agent of the Customer using reasonable
effects to arrange such insurance. The Company does not warrant
or undertake any such insurance will be accepted by the insurance
company or underwriters.
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17.
NO DUTY TO PRESERVE RIGHTS
The Company shall not be under any duty or obligation to the
Customer or the Owner to give any notice or otherwise take any
action to preserve or protect the right of the Customer or the
Owner in relation to any claim or remedy which the Customer
or Owner may have against any third parties.
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18.
DISPOSAL OF GOODS/LIEN ETC
18.1 Notice of arrival of the goods will be sent to the notify
party or the consignee by ordinary methods. The Company is not
liable for the non-receipt or delay in the receipt of such notices.
Any charges including storages incurred pending collection will
be for the account of the Customer.
18.2 Without prejudice to any other rights or remedies which
the Company may have (including without limitation those under
the other sub-Clauses of this Clause 18), if delivery of the
goods or any part thereof is not taken by the consignee or other
person entitled to the delivery of the same at the time and
place when and where delivery should be taken, the Company shall
be entitled (but is not obliged) to store or cause to be stored
the goods or any part thereof at the sole risk of the Customer
or the Owner, whereupon any liability which the Company may
have in respect of the goods or that part thereof stored as
aforesaid shall wholly cease and the cost of such storage shall
upon demand be paid by the Customer to the Company.
18.3 Perishable goods which are not taken up immediately upon
arrival or which are insufficiently addressed or marked or otherwise
not readily identifiable, may be sold or otherwise disposed
of without any notice to the Customer or the Owner and payment
or tender of the net proceeds of any sale after deduction of
charges and expenses shall be equivalent to delivery. All charges
and expenses arising in connection with the sale or disposal
of the goods shall be paid by the Customer.
18.4 The Company is entitled (but not obliged) to sell or dispose
of (or cause to be sold or disposed) all non-perishable goods
which in the opinion of the Company cannot be delivered either
because they are insufficiently or incorrectly addressed or
because they are not collected or accepted by the consignee
or any other reason, upon giving 14 days' notice in writing
to the Customer. All charges and expenses arising in connection
with the storage and sale or disposal of the goods shall be
paid by the Customer.
18.5 All goods (and documents relating to goods) shall be subject
to a particular and general lien and right of detention for
monies due either in respect of such goods, or for any particular
or general balance or other monies due from the Customer or
the Owner to the Company. If any such monies due to the Company
are not paid within 14 days after notice has been given to the
Customer that such goods are being detained, the goods and/or
the documents may be sold by auction or otherwise at the sole
discretion of the Company at the expense of the Customer, and
the proceeds (net of the expenses in connection with such sale)
applied in or towards satisfaction of such indebtedness, and
the Company shall not be liable for any deficiencies or reduction
in value received on the sale of the goods, nor shall the Customer
be relieved from the liability merely because the goods have
been sold.
18.6 The rights of the Company under this Clause 18 are independent
and cumulative.
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19.
QUOTATIONS AND CHARGES
19.1 The Customer is primarily liable for the payment of all
freight, fees, duties, charges and other expenses whether the
same (or any of them) are to be pre-paid or to be collected.
19.2 The Customer shall pay to the Company all sums immediately
when due without deduction or deferment on account of any claim,
counterclaim or set-off. Payment to the Company is due as soon
as an invoice is rendered. Payment shall be made in cash unless
otherwise agreed by the Company.
19.3 The Company at its discretion may request an advance to
cover fees, duties, charges, taxes and/or other expenses payable
before the Company's invoice is rendered. Forthwith upon such
request being made, the Customer shall make such advance to
the Company.
19.4 Without prejudice to the foregoing provisions, when the
Company is instructed to collect freight, duties, fees, charges
or other expenses from any person other than the Customer, the
Customer shall remain responsible for the payment of the same.
The Customer shall forthwith upon demand pay the Company such
freight, duties, fees, charges and other expenses or any balance
thereof together with interest (if applicable) without deduction
or deferment on account of any claim, counterclaim or set off
(whether or not demand is made to such other person). Without
prejudice to the generality of the foregoing, this provision
shall apply if (inter alia) the goods are refused by the consignee
or other person entitled to delivery or confiscated by the customs
or other authorities or for any reason it is in the opinion
of the Company not practicable or impossible to arrange for
the delivery of the goods.
19.5 On all amounts overdue to the Company, the Company shall
be entitled to interest calculated on a monthly basis from the
date such accounts are overdue until payment thereof at 2% per
month (compounded monthly) during the period that such amounts
are overdue.
19.6 Quotations are given on the basis of immediate acceptance
by the Customer and are subject to withdrawals or revisions
by the Company. Further, unless otherwise agreed in writing
by the Company, the Company, notwithstanding acceptance of the
quotations by the Customer, shall be at liberty to revise quotations
or charges with or without prior notice in the event of changes
occurring in currency exchange risks, rates of freight, insurance
premiums or any charges applicable to the goods.
19.7 Freight charges are usually quoted and charged on "chargeable
weight" basis. Chargeable weight is the actual gross weight
or volume weight, whichever is the higher. Volume weight is
calculated by reference to the volume of the consignment (including
packaging) divided by a certain factor. References to "per
kilogramme" or "per ton" or "per pound"
refer to the higher of the actual gross weight and the volume
weight. Further details relating to the computation of freight
charges will be provided to the Customer upon request. Customers
are advised to obtain such details.
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20.
SUB-CONTRACTING
The Company shall be entitled to sub-contract on any terms the
whole or any part of the Services and any and all duties whatsoever
undertaken by the Company.
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21.
LIABILITY AND LIMITATION
21.1 Notwithstanding any negligence of the Company, its servants
or agents or sub-contractors or other persons for whom the Company
is responsible, the Company shall not be responsible or liable
for any damage to or loss or non-delivery or mis-delivery of
goods or for any delay or deviation in respect of the transportation
or delivery or other handling of goods, unless it is proved
that such damage, loss, non-delivery, mis-delivery, delay or
deviation occurred whilst the goods were in the actual custody
of the Company and under its actual control and that the damage,
loss, non-delivery, mis-delivery, delay or deviation was due
to the wilful neglect or wilful default of the Company or its
own servants.
21.2 Notwithstanding any negligence of the Company, its servants
or agents or sub-contractors or other persons for whom the Company
is responsible, the Company shall not be liable for any non-compliance
or mis-compliance with instructions given to it unless it is
proved that such non-compliance or mis-compliance was caused
by the wilful neglect or wilful default of the Company or its
own servants.
21.3 Save as provided in Clause 21.1 or Clause 21.2, the Company
shall be under no liability whatsoever and howsoever arising
and whether in respect of or in connection with any goods or
any instructions, business, advice, information or service or
otherwise, and whether or not there is negligence on the part
of Company, its servants or agents or sub-contractors or other
persons for whom the Company is responsible.
21.4 Further and without prejudice to the generality of the
preceding provisions of this Clause 21 , the Company shall not
in any event, whether under Clause 21.1 or Clause 21.2 or otherwise,
be under any liability whatsoever for:
a. any special, incidental, indirect, consequential or economic
loss or damage (including without limitation loss of market,
profit, revenue, business or goodwill);
b. any loss or damage or expense arising from or in any way
connected with fire or consequence of fire
in each case howsoever caused and whether or not resulting from
any act or default or neglect of the Company or its servants
or agents or sub-contractors or other persons for whom the Company
is responsible.
21.5 Save where Clause 21.6 or Clause 21.7 is applicable, in
no case whatsoever shall the liability of the Company howsoever
arising and notwithstanding any lack of explanation exceed the
value of the relevant goods or a sum of HK$200.00 per shipping
package or unit or HK$10.00 per (weight) kilogram, whichever
is the least.
21.6 If any one or more of the Hague Rules, the Hague-Visby
Rules, the Hague-Visby Rules (as amended by the Protocol signed
at Brussels on 21st December 1979), the Warsaw Convention and
the Guadalajara Convention are compulsorily applicable, the
relevant limitation amounts set out therein as applied by the
applicable legislation will apply. In all other cases the limitation
amounts detailed in Clause 21.5 will apply.
21.7 By special arrangement agreed in writing, the Company may
accept liability in excess of the limit set out in Clause 21.5
if the Customer agrees to pay and has paid the Company's additional
charges for accepting such increased liability. Details of the
Company's additional charges will be provided upon request.
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22.
NOTICE OF CLAIM
22.1 Any claim against the Company must be in writing and delivered
to the Company at its registered office or its principal place
of business in Hong Kong within 14 days of:
a. in the case of damage to goods, the date of delivery of the
goods;
b. in the case of loss or non-delivery or mis-delivery or delay
in delivery of goods, the date that the goods should have been
delivered; and
c. in any other case, the date of the event giving rise to the
claim.
22.2 No action shall lie against the Company if the claim is
not made within the times and in the manner specified in Clause
22.1.
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23.
TIME BAR
Any right of action against the Company shall be extinguished
if suit is not brought in the proper forum and written notice
thereof received by the Company within 9 months from the date
the goods arrived at the destination or the date the goods should
have arrived at the destination (whichever date is the earlier).
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24.
COLLECT ON DELIVERY (C.O.D.) SHIPMENTS
Goods received with Customer's or other person's instruction
to Collect on Delivery (C.O.D.) by bank drafts or otherwise,
or to collect on any specified terms by time drafts or otherwise,
are accepted by the Company only upon the express understanding
that it will exercise reasonable care in the selection of a
bank, correspondent, carrier or agent to whom it will send such
item for collection, and the Company will not be responsible
for any act, omission, default, suspension, insolvency or want
of care, negligence, or fault of such bank, correspondent, carrier
or agent, nor for any delay in remittance lost in exchange,
or during transmission, or while in the course of collection.
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25.
GOVERNING LAW
These Conditions and any act or contract to which they apply
shall be governed by and construed according to the laws of
the Hong Kong Special Administrative Region. Any dispute arising
out of these Conditions or any such act or contract shall be
subject to the non exclusive jurisdiction of the courts of the
Hong Kong Special Administrative Region.
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