All business is undertaken in accordance with the current trading conditions of the British International Freight Association a copy of which can be downloaded here
British International Freight Association
STANDARD TRADING CONDITIONS 2005
These Conditions may be used by BIFA members ONLY
THE CUSTOMER'S ATTENTION IS DRAWN TO SPECIFIC CLAUSES
HEREOF WHICH EXCLUDE OR LIMIT THE COMPANY'S LIABILITY AND
THOSE WHICH REQUIRE THE CUSTOMER TO INDEMNIFY THE
COMPANY IN CERTAIN CIRCUMSTANCES AND THOSE WHICH LIMIT
TIME, BEING CLAUSES 8, 10, 12-14 INCLUSIVE, 18-20 INCLUSIVE, AND 24-
27 INCLUSIVE
Insurance may only be effected by the Company under clause 11 (A) if so
authorised by the Financial Services Authority or its successor
All headings are indicative and do not form part of these conditions
DEFINITIONS AND APPLICATION
1 |
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In these conditions the following words shall have the following meanings:-
| "Company" |
the BIFA member trading under these conditions |
| "Consignee" |
the Person to whom the goods are consigned |
| "Customer" |
any Person at whose request or on whose behalf the Company undertakes any business or provides advice, information or services |
| "Direct Representative" |
the Company acting in the name of and on behalf of the Customer and/or Owner with H.M. Revenue and Customs ("HMRC") as defined by Council Regulation 2193/92 or as amended |
| "Goods" |
the cargo to which any business under these conditions relates |
| "Person" |
natural person(s) or any body or bodies corporate |
| "SDR" |
are Special Drawing Rights as defined by the International Monetary Fund |
| "Transport Unit" |
packing case, pallets, container, trailer, tanker, or any other device used whatsoever for and in connection with the carriage of Goods by land, sea or air |
| "Owner" |
the Owner of the Goods or Transport Unit and any other Person who is or may become interested in them |
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2 |
(A) |
Subject to sub-paragraph (B) below, all and any activities of the Company in the course of business, whether gratuitous or not, are undertaken subject to these conditions. |
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(B) |
If any legislation, to include regulations and directives, 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 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. |
3 |
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The Customer warrants that he is either the Owner, or the authorised agent of
the Owner and, also, that he is accepting these conditions not only for himself,
but also as agent for and on behalf of the Owner.
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THE COMPANY
| 4 |
(A) |
Subject to clauses 11 and 12 below, the Company shall be entitled to procure
any or all of the services as an agent, or, to provide those services as a
principal. |
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(B) |
The Company reserves to itself full liberty as to the means, route and
procedure to be followed in the performance of any service provided in the
course of business undertaken subject to these conditions. |
| 5 |
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When the Company contracts as a principal for any services, it shall have full
liberty to perform such services itself, or, to subcontract on any terms
whatsoever, the whole or any part of such services. |
| 6 |
(A) |
When the Company acts as an agent on behalf of the Customer, the Company
shall be entitled, and the Customer hereby expressly authorises the Company,
to enter into all and any contracts on behalf of the Customer as may be
necessary or desirable to fulfil the Customer's instructions, and whether such
contracts are subject to the trading conditions of the parties with whom such
contracts are made, or otherwise. |
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(B) |
The Company shall, on demand by the Customer, provide evidence of any
contract entered into as agent for the Customer. Insofar as the Company may
be in default of the obligation to provide such evidence, it shall be deemed to
have contracted with the Customer as a principal for the performance of the
Customer's instructions. |
| 7 |
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In all and any dealings with HMRC for and on behalf of the Customer and/or
Owner, the Company is deemed to be appointed, and acts as, Direct
Representative only. |
| 8 |
(A) |
Subject to sub-clause (B) below, |
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the Company: |
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(i) |
has a general lien on all Goods and documents relating to Goods in its
possession, custody or control for all sums due at any time to the Company
from the Customer and/or Owner on any account whatsoever, whether relating
to Goods belonging to, or services provided by or on behalf of the Company
to the Customer or Owner. Storage charges shall continue to accrue on any
Goods detained under lien; |
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(ii) |
shall be entitled, on at least 28 days notice in writing to the Customer, to sell
or dispose of or deal with such Goods or documents as agent for, and at the
expense of, the Customer and apply the proceeds in or towardsihe payment
of such sums; |
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(iii) |
shall, upon accounting to the Customer for any balance remaining after
payment of any sum due to the Company, and for the cost of sale and/or
disposal and/or dealing, be discharged of any liability whatsoever in respect of
the Goods or documents. |
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(B) |
When the Goods are liable to perish or deteriorate, the Company's right to sell
or dispose of or deal with the Goods shall arise immediately upon any sum
becoming due to the Company, subject only to the Company taking
reasonable steps to bring to the Customer's attention its intention to sell or
dispose of the Goods before doing so. |
| 9 |
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The Company shall be entitled to retain and be paid all brokerages,
commissions, allowances and other remunerations customarily retained by, or
paid to, freight forwarders. |
| 10 |
(A) |
Should the Customer, Consignee or Owner of the Goods fail to take delivery
at the appointed time and place when and where the company is entitled to
deliver, the Company shall be entitled to store the Goods, or any part thereof,
at the sole risk of the .Customer or Consignee or Owner, whereupon the
Company's liability in respect of the Goods, or that part thereof, stored as
aforesaid, shall wholly cease. The Company's liability, if any, in relation to such
storage, shall be governed by these conditions. All costs incurred by the
Company as a result of the failure to take delivery shall be deemed as freight
earned, and such costs shall, upon demand, be paid by the Customer. |
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(B) |
The Company shall be entitled at the expense of the Customer to dispose of
or deal with (by sale or otherwise as may be reasonable in all the
circumstances):- |
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(i) |
after at least 28 days notice in writing to the Customer, or (where the
Customer cannot be traced and reasonable efforts have been made to
contact any parties who may reasonably be supposed by the Company to
have any interest in the Goods) without notice, any Goods which have been
held by the Company for 90 days and which cannot be delivered as instructed;
and |
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(ii) |
without prior notice, any Goods which have perished, deteriorated, or altered,
or are in immediate prospect of doing so in a manner which has caused or
may reasonably be expected to cause loss or damage to the Company, or
third parties, or to contravene any applicable laws or regulations. |
| 11 |
(A) |
No insurance will be effected except upon express instructions given in writing
by the Customer and accepted in writing by the Company, and all insurances
effected by the Company are subject to the usual exceptions and conditions
of the policies of the insurers or underwriters taking the risk. Unless otherwise
agreed in writing, the Company shall not be under any obligation to effect a
separate insurance on the Goods, but may declare it on any open or general
policy held by the Company. |
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(B) |
Insofar as the Company agrees to effect insurance, the Company acts solely
as agent for the Customer, and the limits of liability under clause 26(A) (ii) of
these conditions shall not apply to the Company's obligations under clause 11. |
| 12 |
(A) |
Except under special arrangements previously made in writing by an officer of
the Company so authorised, or made pursuant to or under the terms of a
printed document signed by the Company, any instructions relating to the
delivery or release of the Goods in specified circumstances (such as, but not
limited to, against payment or against surrender of a particular document) are
accepted by the Company, where the Company has to engage third parties to
effect compliance with the instructions, only as agents for the Customer. |
| |
(B) |
Despite the acceptance by the Company of instructions from the Customer to
collect freight, duties, charges, dues, or other expenses from the Consignee, or
any other Person, on receipt of evidence of proper demand by the Company,
and, in the absence of evidence of payment (for whatever reason) by such
Consignee, or other Person, the Customer shall remain responsible for such
freight, duties, charges, dues, or other expenses. |
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(C) |
The Company shall not be under any liability in respect of such arrangements
as are referred to under sub-clause (A) and (8) hereof save where such
arrangements are made in writing, and in any event, the Company's liability in
respect of the performance of, or arranging the performance of, such
instructions shall not exceed the limits set out in clause 26(A) (ii) of these
conditions. |
| 13 |
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Advice and information, in whatever form it may be given, is provided by the
Company for the Customer only. The Customer shall indemnity the Company
against all loss and damage suffered as a consequence of passing such
advice or information on to any third party. |
| 14 |
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Without prior agreement in writing by an officer of the Company so authorised,
the Company will not accept or deal with Goods that require special handling
regarding carriage, handling, or security whether owing to their thief attractive
nature or otherwise including, but not limited to bullion, coin, precious stones,
jewellery, valuables, antiques, pictures, human remains, livestock, pets, plants.
Should any Customer nevertheless deliver any such goods to the Company,
or cause the Company to handle or deal with any such goods, otherwise than
under such prior agreement, the Company shall have no liability whatsoever
for or in connection with the goods, howsoever arising. |
| 15 |
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Except pursuant to instructions previously received in writing and accepted in
writing by the Company, the Company will not accept or deal with Goods of a
dangerous or damaging nature, nor with Goods likely to harbour or encourage
vermin or other pests, nor with Goods liable to taint or affect other Goods. If
such Goods are accepted pursuant to a special arrangement, but, thereafter,
and in the opinion of the Company, constitute a risk to other goods, property,
life or health, the Company shall, where reasonably practicable, contact the
Customer in order to require him to remove or otherwise deal with the goods,
but reserves the right, in any event, to do so at the expense of the Customer. |
| 16 |
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Where there is a choice of rates according to the extent or degree of the
liability assumed by the Company and/or third parties, no declaration of value
will be made and/or treated as having been made except under special
arrangements previously made in writing by an officer of the Company so
authorised as referred to in clause 26(D). |
THE CUSTOMER
| 17 |
(A) |
The Customer warrants: |
| |
(i) |
that the description and particulars of any Goods or information furnished, or
services required, by or on behalf of the Customer are full and accurate, and |
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(ii) |
that any Transport Unit and/or equipment supplied by the Customer in relation
to the performance of any requested service is fit for purpose, and |
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(B) |
that all Goods have been properly and sufficiently prepared, packed, stowed,
labelled and/or marked, and that the preparation, packing, stowage, labelling
and marking are appropriate to any operations or transactions affecting the
Goods and the characteristics of the Goods. |
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(C) |
that where the Company receives the Goods from the Customer already
stowed in or on a Transport Unit, the Transport Unit is in good condition,and
is suitable for the carriage to the intended destination of the Goods loaded
therein, or thereon, and |
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(D) |
that where the Company provides the Transport Unit, on loading by the
Customer, the Transport Unit is in good condition, and is suitable for the
carriage to the intended destination of the Goods loaded therein, or thereon. |
| 18 |
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Without prejudice to any rights under clause 15, where the Customer delivers
to the Company, or causes the Company to deal with or handle Goods of a
dangerous or damaging nature, or Goods likely to harbour or encourage
vermin or other pests, or Goods liable to taint or affect other goods,whether
declared to the Company or not, he shall be liable for all loss or damage
arising in connection with such Goods, and shall indemnify the Company
against all penalties, claims, damages, costs and expenses whatsoever arising
in connection therewith, and the Goods may be dealt with in such manner as
the Company, or any other person in whose custody they may be at any
relevant time, shall think fit. |
| 19 |
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The Customer undertakes that no claim shall be made against any director,
servant, or employee of the Company which imposes, or attempts to impose,
upon them any liability in connection with any services which are the subject
of these conditions, and, if any such claim should nevertheless be made, to
indemnify the Company against all consequences thereof. |
| 20 |
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The Customer shall save harmless and keep the Company indemnified from and against:- |
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(A) |
all liability, loss, damage, costs and expenses whatsoever (including, without
prejudice to the generality of the foregoing, all duties, taxes, imposts, levies,
deposits and outlays of whatsoever nature levied by any authority in relation
to the Goods) arising out of the Company acting in accordance with the
Customer's instructions, or arising from any breach by the Customer of any
warranty contained in these conditions, or from the negligence of the
Customer, and |
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(B) |
without derogation from sub-clause (A) above, any liability assumed, or
incurred by the Company when, by reason of carrying out the Customer's
instructions, the Company has become liable to any other party, and |
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(C) |
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, regardless of whether such claims, costs, and/or demands arise
from, or in connection with, the breach of contract, negligence or breach of
duty of the Company, its servants, sub-contractors or agents, and |
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(D) |
any claims of a general average nature which maybe made on the Company. |
| 21 |
(A) |
The Customer shall pay to the Company in cash, or as otherwise agreed, all
sums when due, immediately and without reduction or deferment on account
of any claim, counterclaim or set-off. " |
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(B) |
The Late Payment of Commercial Debts (Interest) Act 1998, as amended, shall
apply to all sums due from the Customer |
| 22 |
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Where liability arises in respect of claims of a general average nature in
connection with the Goods, the Customer shall promptly provide security to
the Company, or to any other party designated by the Company, in a form
acceptable to the Company. |
LIABILITY AND LIMITATION
| 23 |
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The Company shall perform its duties with a reasonable degree of care,
diligence, skill and judgment. |
| 24 |
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The Company shall be relieved of liability for any loss or damage if, and to the
extent that, such loss or damage is caused by:- |
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(A) |
strike, lock-out, stoppage or restraint of labour, the consequences of which the
Company is unable to avoid by the exercise of reasonable diligence; or |
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(B) |
any cause or event which the Company is unable to avoid, and the
consequences of which the company is unable to prevent by the exercise of
reasonable diligence.
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| 25 |
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Except under special arrangements previously made in writing by an officer of the Company so authorised, the Company accepts no responsibility with regard to any failure to adhere to agreed departure or arrival dates of Goods.
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| 26 |
(A) |
Subject to clause 2(B) and 11 (B) above and sub-clause (D) below, the
Company's liability howsoever arising and, notwithstanding that the cause of
loss or damage be unexplained, shall not exceed |
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(i) |
in the case of claims for loss or damage to Goods: |
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(a) the value of any loss or damage, or
(b) a sum at the rate of 2 SDR per kilo of the gross weight of any Goods lost or damaged |
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whichever shall be the lower. |
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(ii) |
subject to (iii) below, in the case of all other claims: |
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(a) the value of the subject Goods of the relevant transaction between the
Company and its Customer, or |
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(b) where the weight can be defined, a sum calculated at the rate of 2 SDR per kilo of the gross weight of the subject Goods of the said transaction, or |
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(c) 75,000 SDR in respect of anyone transaction, whichever shall be the least. |
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(iii) |
in the case of an error and/or omission, or a series of errors and/or omissions which are repetitions of or represent the continuation of an original error,
and/or omission |
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(a) the loss incurred, or |
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(b) 75,000 SDR in the aggregate of anyone trading year commencing from the time of the making of the original error, and/or omission, |
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whichever shall be the lower. |
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For the purposes of clause 26(A), the value of the Goods shall be their value when they were, or should have been, shipped. The value of SDR shall be
calculated as at the date when the claim is received by the Company in
writing. |
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(B) |
Subject to clause 2(B) above and sub-clause (D) below, the Company's liability for loss or damage as a result of failure to deliver, or arrange delivery
of goods, in a reasonable time, or (where there is a special arrangement under Clause 25) to adhere to agreed departure or arrival dates, shall not in any
circumstances whatever exceed a sum equal to twice the amount of the
Company's charges in respect of the relevant contract. |
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(C) |
Save in respect of such loss or damage as is referred to at sub-clause (B), and subject to clause 2(B) above and Sub-Clause (D) below, the Company
shall not in any circumstances whatsoever be liable for-indirect or
consequential loss such as (but not limited to) loss of profit, loss of market, or
the consequences of delay or deviation, however caused. |
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(D) |
On express instructions in writing declaring the commodity and its value, received from the Customer and accepted by the Company, the Company may accept liability in excess of the limits set out in sub-clauses (A) to (C)
above upon the Customer agreeing to pay the Company's additional charges
for accepting such increased liability. Details of the Company's additional
charges will be provided upon request. |
| 27 |
(A) |
Any claim by the Customer against the Company arising in respect of any service provided for the Customer, or which the Company has undertaken to
provide, shall be made in writing and notified to the Company within 14 days
of the date upon which the Customer became, or ought reasonably to have
become, aware of any event or occurrence alleged to give rise to such claim,
and any claim not made and notified as aforesaid shall be deemed to be
waived and absolutely barred, except where the Customer can show that it
was impossible for him to comply with this time limit, and that he has made the
claim as soon as it was reasonably possibleior him to do so. |
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(B) |
Notwithstanding the provisions of sub-paragraph (A) above, the Company shall in any event be discharged of all liability whatsoever and howsoever
arising in respect of any service provided for the Customer, or which the
Company has undertaken to provide, unless suit be brought and written notice
thereof given to the Company within nine months from the date of the event or
occurrence alleged to give rise to a cause of action against the Company. |
JURISDICTION AND LAW
| 28 |
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These conditions and any act or contract to which they apply shall be
governed by English law and any dispute arising out of any act or contract to which these Conditions apply shall be subject to the exclusive jurisdiction of the English courts. |
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