Terms & Conditions of logistical services provided by CMA CGM LOGISTICS

Article 1 – Purpose and Scope of Application 

These terms & conditions aim at defining the procedure by which CMA CGM LOGISTICS shall perform any activity or service related to physical shipping and/or trade of goods, whether wrapped or not, of any nature, of any origin, to any destination, for any freely-negotiated price ensuring a fair remuneration of the services provided, within the country or internationally.

These terms & conditions apply to services that are related to storage or warehousing linked to a commissioning/forwarding contract and that constitute the mere accessory of the main service.

Unless otherwise agreed between the parties, any service entrusted to CMA CGM LOGISTICS constitutes uncritical acceptance by the ordering party of the conditions defined hereafter, which are bound to apply exclusively to relations between the ordering party and CMA CGM LOGISTICS.

No specific condition and no other Terms & Conditions of the ordering party shall prevail over these Terms & Conditions, unless formally accepted by CMA CGM LOGISTICs.

When needed, these Terms & Conditions apply not only to operations carried out by CMA CGM LOGISTICS, but also to those carried out by CMA CGM AGENCES FRANCE, acting as lessee manager of the CMA CGM Logistics business.

Article 2 – Definitions

For these Terms & Conditions, the following words are hereafter defined :

2-1. Ordering party

« Ordering party » shall mean the party which contracts a service with CMA CGM LOGISTICS.

2-2. Forwarding agent

« Forwarding agent » also called Transport organiser, shall mean any service provider who plans and instructs performance of, under its own responsibility and its own name, a carriage of goods according to ways and means of its choice, on behalf of the ordering party.

2-3. Subcontractor

« Subcontractor » shall mean any service provider involved within the framework of the mission entrusted to CMA CGM LOGISTICS and specifically chosen by the latter or by its own subcontractors, whether it be a subcontracted forwarding agent, carrier, forwarder, warehouse keeper, stevedore, or other.

2-4. Customs agent

« Customs agent » shall mean the service provider, acting by virtue of a license issued by Customs Authorities, who performs customs formalities on behalf of an ordering party. Services may be provided under the name and on behalf of the ordering party (direct representation) or under the customs agent’s name and on behalf of the ordering party (indirect representation). A customs agent may provide assistance, if needed, to iron out any difficulty that might arise from the performance of customs formalities.

2-5. Logistics Operator 

« Logistics Operator » shall mean the service provider who plans, performs or orders performance, under its responsibility and on its behalf, of any operation bound to manage the physical trade of goods as well as documentary or informational trade related to it, especially warehousing, storage, or orders processing. 

2-6. Forwarder

« Forwarder » shall mean the service provider who performs under the name and on behalf of the ordering party any service allowing the continuity of a carriage between two distinct carriers, according to instructions received. The services performed by a forwarder are governed by the rules of agency.

2-7. Parcel

« Parcel » shall mean an object or a material set made of several objects, regardless of weight, dimension or volume, that constitute a single load handed over to CMA CGM LOGISTICS for carriage (tray, cage, crate, box, container, pipe, bundle/cargo freight, pallet wrapped by the ordering party, roll, etc.), packaged by the shipper before handover, even if its contents are detailed in the carriage document.

2-8. Consignment

« Consignment » shall mean the amount of goods, including wrapping and loading support, effectively and simultaneously made available to the forwarding agent or logistics operator, whose support is requested by the ordering party for a single recipient, from a single loading location to a single unloading location and mentioned on a single document of carriage.

Article 3 – Costs of service provided

Costs are calculated according to the information given by the ordering party, taking into account e.g. the service to perform, the nature, weight, volume of the goods, and/or the region(s) where the service must be performed.

The quoted values are set according to the exchange rate at the time when the said quoted values are given. They also take into account quoted values and costs from the subsidiaries as well as any law, regulation or international convention in force. If one or more of these basic elements were to be modified after the delivery of the quoted value, by the subsidiaries of CMA CGM LOGISTICS or other, the previously-given prices would be modified in the same conditions. The same applies to the situation of any unplanned event leading to a change in one of the elements of the service provided.

Costs do not include rights, taxes, fees or taxation due according to any regulation, especially tax or custom regulation (e.g. excise duty, entrance fees, etc.). 

Article 4 – Insurance of the goods during carriage

No cargo insurance against risks in the carriage will be subscribed by CMA CGM LOGISTICS without a written instruction from the ordering party repeated for each consignment, specifying the risks to cover and the values to secure.

If such an instruction is given, CMA CGM LOGISICTS contracts on behalf of the ordering party an insurance policy with an insurance company that is known to be solvent at the time of the cover. Without any precise requirement, only ordinary risks (not including risks of strike or war) will be covered.

In any case, CMA CGM LOGISTICS cannot be regarded as an insurer.

The policy conditions will be construed as known and agreed by the ordering party and/or the shipper and/or the consignee who bear the cost of the policy. An insurance certificate will be issued if needed.

Article 5 – Performance of the service

Unless specifically agreed between the parties, the dates for the carrying out of the service, and notably in the case of a carriage, the dates of departure and arrival, are given by CMA CGM LOGISTICS for information only.

Any instruction specific to the delivery (delivery against refund, etc) must be subject to a written instruction repeated for each consignment, and to express acceptance from CMA CGM LOGISTICS. In any case, such a service is only accessory to the main carriage and/or logistical service.

Any instruction related to customs formalities must be subject to a written instruction. The ordering party is bound to provide any information or documentation concerning the nature, characteristics, value, origin of the goods. A particular contract will be issued, specifying the nature – direct or indirect – of the representation. 

Article 6 – Duties of the ordering party

The ordering party must give, in reasonable time, the necessary and accurate instructions to CMA CGM LOGISTICS so the latter can perform its carriage, accessory and/or logistical services. CMA CGM LOGISTICS does not have to verify the documents given by the ordering party (commercial bill, packing note, etc.).

Wrapping

The goods must be packaged, wrapped, marked or countermarked, so as to sustain carriage and/or storage carried out in normal conditions, as well as subsequent handling that necessary take place during the process. The goods must not constitute a cause of danger for the driving or handling personnel, the environment, the safety of the transport equipment, the other stored or carried goods, the vehicles or third parties.

If the ordering party were to entrust CMA CGM LOGISTICS with goods in violation of the aforementioned rules, the goods would travel at the ordering party’s risks and discharged from any liability from CMA CGM LOGISTICS.

Labelling

On each parcel, object or loading support, clear labelling must be made to allow immediate and unequivocal identification of the shipper, consignee, location of delivery and nature of the goods.

Declarative obligations

The ordering party must respond to any consequences from an absence, a failure or a defect in packaging, wrapping, marking or labelling, as well as from a breach of its disclosure or declaration obligation on the nature and particularities of the goods, especially with hazardous goods.

The ordering party bears on its own whatever consequences arise from declarations or documents that are mistaken, incomplete, inapplicable, or delivered late.

Reservations 

In case of loss or damage sustained by the goods, or in case of delay, the notify party or consignee shall proceed to lawfully and sufficiently record the event, take justified reservations and more generally, perform all acts necessary to preserve a right to apply to the courts and confirm the said reservations in due and legal form and detail. Otherwise, no action in liability/guarantee can be brought against CMA CGM LOGISTICS or its subsidiaries.

Refusal or failure/default from the recipient

In case of refusal of the goods by the recipient or default of the latter for whatever reason, all the initial and additional costs due and incurred for the goods will remain borne by the ordering party.

Customs formalities

If customs formalities must be made, the ordering party, on its own behalf and whatever the representation – direct or indirect – is, guarantees the customs agent from any financial consequences resulting from irregularity or breach of any customs rules leading to liquidation of rights and/or additional taxes, fines, etc. requested by the relevant customs administration.

Article 7 – Liability

7.1. Loss and material damage of the entrusted goods

7.1.1 Liability for the subcontractors

CMA CGM LOGISTICS’ liability for loss or damage of the entrusted goods is limited to the one incurred by its subcontractorsin the framework of the entrusted process, as resulting from binding legal or regulatory provisions. When the compensation limitations from intermediaries or subcontractors are not known or do not result from binding or legal provisions, CMA CGM LOGISTICS’s liability for its subcontractors will be limited to the equivalent of 14 euro of raw weight of the missing or damaged goods, without exceeding the product of the raw weight of the goods in tons times 2300 euro with a maximum of 50 000 euro per consignment 

7.1.2 Exclusion of CMA CGM LOGISTICS’ liability for personal misconduct and waiver of action from the ordering party

The ordering party expressly waives his right to any action against CMA CGM LOGISTICS for possible personal misconducts by CMA CGM LOGISTICS, except wilful misconduct. Wilful misconduct shall mean any act or omission recklessly committed with the knowledge that damage could possibly result from it. In any case, and for any personal liability of CMA CGM LOGISTICS that would not be excluded by this clause, liability of CMA CGM LOGISTICS is limited to 50 000 euro per consignment.

7.2. Delay

In case of delay in delivery that would incur CMA CGM LOGISTICS’ personal liability, compensation will be limited to the cost of the carriage of the goods in question (rights, taxes and various expenses not included), without exceeding the amount of compensation that would be due in case of loss or damage of the goods.

7.3. Indirect damage

On whatever ground CMA CGM LOGISTICS’ liability is sought, except in case of delay, no compensation can be obtained for any immaterial losses or damage, whether direct or indirect, and, more generally, any claim for liquidated damages.

7.4 – Declaration of value

The ordering party can always subscribe to a declaration of value which, if fixed by the ordering party and accepted by CMA CGM LOGISTICS, replaces the aforementioned compensation limits (article 7.1) with the amount in the declaration. This declaration of value will lead to an additional charge.

7.5 – Special interest in the delivery 

The ordering party can always make a declaration of special interest in the delivery which, if fixed by the ordering party and accepted by CMA CGM LOGISTICS, replaces the aforementioned compensation limits (article 7.2) with the amount in the declaration. This declaration will lead to an additional charge. Instructions must be renewed for each operation.

Article 8 – Special transport

For special transports (transportation by tanks, of indivisible objects, of perishable goods under directed temperature, of living animals, of vehicles, of goods subject to specific regulation including hazardous goods, etc.) CMA CGM LOGISTICS shall put at the sender’s disposal specific equipment in conditions previously defined by the ordering party.

Article 9 – Terms of payment

Unless specifically agreed between the parties, the provisions of services, whether carriage or logistics operations, are payable 30 days from the date of issue of the bill at the latest. The ordering party will always guarantee the payment/acquittal.

Unilateral set-off of alleged damages with the price of the services due is not allowed.

According to the provisions of Article L 441-6 of the French Commercial Code, any payment made after the bill’s deadline will give rise to late penalties according to the application of a rate equal to 3 times the legal interest rate.

In order to avoid foreclosure, any questioning of the bill must be immediately notified to CMA CGM LOGISTICS by registered letter with acknowledgement within 30 days following the issue of the bill.

Article 10 – Conventional right of pledge

In whatever capacity CMA CGM LOGISTICS acts, the ordering party expressly grants it a conventional right of pledge creating a retention and preference right. The latter is general and permanent on all goods, values and document in its possession and in guarantee for the whole of the debt (bills, interests, expenses incurred, etc.) held by CMA CGM LOGISTRICS against the ordering party, even the ones previous or unrelated to the operations regarding the goods, values and documents actually in its hands.

The same conventional right of pledge applies to customs agency operations executed by CMA CGM LOGISTICS.

Article 11 – Time-bar

All actions which the contract concluded between the parties give rise to are time-barred within a year from the performance of the last service scheduled in the said contract. For carriage services, action are time barred with the year of the delivery of the goods or the date when the goods should have been delivered.

Article 12 – Cancellation - Invalidity

In the case of any provision of these Terms and Conditions being declared invalid or deemed unwritten, all other provisions would remain applicable.

Article 13 – Arbitration and applicable law clause

In case of dispute or litigation, the Commercial Court of MARSEILLE is the only relevant authority, even with several defendants or claims in guarantee.

French law shall be exclusively applied.