| British International Freight Association (BIFA) British International Freight Association (BIFA) |
| Standard Trading Conditions Standard Trading Conditions 2000 Edition |
| The Customer’s attention is drawn to the Clauses hereof which exclude or limit the Company’s liability and those which require the Customer to indemnify the Company in certain circumstances. |
| DEFINITIONS AND APPLICATION |
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1In these Conditions:-
Company” Is the BIFA Member trading under these Conditions.
“Person” Includes persons or any Body or Bodies Corporate.
“The Owner” Means the Owner of the goods(including any packaging, containers or equipment) to which any business concluded under these Conditions relates and any other person who is or may become interested in them.
“Customer” Means any person at whose request or on whose behalf the Company undertakes any business or provides advice, information or services.
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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 theseConditions. |
| (B)If any legislation iscompulsorily applicable to any business undertaken, these Conditions shall, as regards such business, be read as subject to such legislation and nothing inthese Conditions shall be construed as a surrender by the Company of any of itsrights or immunities or as an increase of any of its responsibilities or liabilities under such legislation and if any part of these Conditions berepugnant to such legislation to any extent such part shall as regards suchbusiness be overridden to that extent and no further. |
| 3The Customer warrants that he is either theOwner or the authorised Agent of the Owner and also that he is accepting theseConditions not only for himself but also as Agent for and on behalf of theOwner. |
| 4(A)Subject to Clauses 11 and 12 below, the Company shall be entitled to procure any or all of its services asan Agent or to provide those services as a Principal. |
| (B)The Company shall on demand by the Customerprovide evidence of any Contract entered into as Agent for the Customer. In so far as the Company may be in default of this obligation, it shall be deemed to have contracted with the Customer as a Principal for the performance of the Customer’s instructions. |
| 5When the Company contracts as a Principal forany services, it shall have full liberty a) to perform such services itself orb) to subcontract the whole or any part of such services to third parties(including the Company’s own parent, subsidiary, or associated companies). |
| 6When the Company acts as an Agent on behalf of the Customer, theCompany shall be entitled (and the Customer hereby expressly authorises theCompany) to enter into all such Contracts on behalf of the Customer as may be necessary or desirable to fulfill the Customer’s instructions and subject to the trading conditions of the parties with whom such contracts are made. |
| 7The Company reserves toitself a reasonable liberty as to the means, route and procedure to be followedin the handling, storage and transportation of goods. |
| 8(A)Subject to Sub-Clause(B) hereof, the Company shall have a general lien on all goods and documentsrelating to goods in its possession, custody or control for all sums due at anytime from the Customer or Owner, and shall be entitled to sell or dispose ofsuch goods or documents as Agent for and at the expense of the Customer andapply the proceeds in or towards the payment of such sums on 28 days notice inwriting to the Customer. Upon accounting to the Customer for any balanceremaining after payment of any sum due to the Company and the costs of sale ordisposal the Company shall be discharged of any liability whatsoever in respectof the goods or documents. |
| (B)When the goods areliable to perish or deteriorate, the Company's right to sell or dispose of thegoods shall arise immediately upon any sum becoming due to the Company subjectonly to the Company taking reasonable steps to bring to the Customer's attentionits intention of selling or disposing of the goods before doingso. |
| 9The Company shall beentitled to retain and be paid all brokerages, commissions, allowances and otherremunerations customarily retained by or paid to Freight Forwarders. |
| 10 (A)If delivery of thegoods or any part thereof is not taken by the Customer, Consignee or Owner, atthe time and place when and where the Company is entitled to call upon suchperson to take delivery thereof, the Company shall be entitled to store thegoods or any part thereof at the sole risk of the Customer, whereupon theliability of the Company in respect of the goods or that part thereof stored asaforesaid shall wholly cease and the cost of such storage if paid for or payableby the Company or any Agent or Sub-Contractor of the Company shall forthwithupon demand be paid by the Customer to the Company. |
| (B)The Company shall beentitled at the expense of the Customer to dispose of (by sale or otherwise asmay be reasonable in all the circumstances): |
| (i)on 28 days notice inwriting to the Customer, or (where the Customer cannot be traced and reasonableefforts have been made to contact any parties who may reasonably be supposed bythe Company to have any interest in the goods) without notice, any goods whichhave been held by the Company for 90 days and which cannot be delivered asinstructed; and |
| (ii)without prior notice,goods which have perished, deteriorated or altered or are inimmediate prospectof doing so in a manner which has caused or may reasonably be expected to causeloss or damage to the Company or Third Parties or to contravene any applicablelaws or regulations. |
| 11(A)No Insurance will be effected except upon express instructionsgiven in writing by the Customer and all Insurances effected by the Company aresubject to the usual exceptions and conditions of the Policies of the InsuranceCompany or Underwriters taking the risk. Unless otherwise agreed in writing theCompany shall not be under any obligation to effect a separate Insurance on eachconsignment but may declare it on any open or general Policy held by theCompany. |
| (B)Insofar as the Company agrees to effectInsurance, the Company acts solely as Agent for the Customer. The limits ofliability under Clause 27(A)(ii) of these Conditions shall not apply to theCompany’s obligations under Clauses 11(A) and (B). |
| 12(A)Except under special arrangements previously made in writing orunder the terms of a printed document signed by the Company, any instructionsrelating to the delivery or release of goods in specified circumstances only,such as (but without prejudice to the generality of this Clause) against paymentor against surrender of a particular document, are accepted by the Company wherethe Company has to engage third parties to effect compliance with theinstructions, only as Agents for the Customer. |
| (B)The Company shall not be under any liabilityin respect of such arrangements as are referred to under Sub-Clause (A) hereofsave where such arrangements are made in writing. |
| (C)In any event, the Company’s liability inrespect of the performance or arranging the performance of such instructionsshall not exceed the limits set out in Clause 27(A) (ii) of these Conditions. |
| 13Advice and information, in whatever form it may be given, is providedby the Company for the Customer only and the Customer shall not pass such adviceor information to any Third Party without the Company’s written agreement . TheCustomer shall indemnify the Company against all loss and damage suffered as aconsequence of any breach of this Condition by the Customer. |
| 14(A)Except under special arrangement previously made in writing theCompany will not accept or deal with bullion, coin, precious stones, jewellery,valuables, antiques, pictures, human remains, livestock, pets or plants. Shouldany Customer nevertheless deliver any such goods to the Company or cause theCompany to handle or deal with any such goods otherwise than under specialarrangements previously made in writing the Company shall be under no liabilitywhatsoever for or in connection with such goods howsoever arising. |
| (B)The Company may at any time waive its rightsand exemptions from liability under Sub-Clause (A) above in respect of any oneor more of the categories of goods mentioned herein or of any part of anycategory. If such waiver is not in writing, the onus of proving such waivershall be on the Customer. |
| 15Except following instructions previouslyreceived in writing and accepted by the Company, the Company will not accept ordeal with goods of a dangerous or damaging nature, nor with goods likely toharbour or encourage vermin or other pests, nor with goods liable to taint oraffect other goods. If such goods are accepted pursuant to a special arrangementand then in the opinion of the Company they constitute a risk to other goods,property, life or health, the Company shall where reasonably practicable contactthe Customer, but reserves the right at the expense of the Customer to remove orotherwise deal with the goods. |
| 16Where there is a choice of rates according to the extent or degree ofthe liability assumed by carriers, warehousemen or others, no declaration ofvalue where optional will be made except under special arrangements previouslymade in writing. |
| THE CUSTOMER |
| The Customer warrants: |
| (A)that the description and particulars of anygoods furnished by or on behalf of the Customer are full and accurate. |
| (B)that all goods have been properly andsufficiently prepared, packed, stowed, labelled and/or marked, and that thepreparation, packing, stowage, labelling and marking are appropriate to anyoperations or transactions affecting the goods and the characteristics of thegoods. |
| (C)that where the Company receives the goods fromthe Customer already stowed in or on a container, trailer, tanker, or any otherdevice specifically constructed for the carriage of goods by land, sea or air(each hereafter individually referred to as “the transport unit”), the transportunit is in good condition, and is suitable for the carriage to the intendeddestination of the goods loaded therein or thereon. |
| 18Should the Customer otherwise than underspecial arrangements previously made in writing as set out in Clause 15 abovedeliver to the Company or cause the Company to deal with or handle goods of adangerous or damaging nature, or goods likely to harbour or encourage vermin orother pests, or goods liable to taint or affect other goods, he shall be liablefor all loss or damage arising in connection with such goods and shall indemnifythe Company against all penalties, claims, damages, costs and expenseswhatsoever arising in connection therewith, and the goods may be dealt with insuch manner as the Company or any other person in whose custody they may be atany relevant time shall think fit. |
| 19The Customer undertakes that no claim shall bemade against any Director, Servant, or Employee of the Company which imposes orattempts to impose upon them any liability in connection with any services whichare the subject of these Conditions and if any such claim should nevertheless bemade, to indemnify the Company against all consequences thereof. |
| 20The Customer shall save harmless and keep theCompany indemnified from and against: |
| (A)All liability, loss, damage, costs and expenses whatsoever (includingwithout prejudice to the generality of the foregoing, all duties, taxes,imposts, levies, deposits and outlays of whatsoever nature levied by anyauthority in relation to the goods) arising out of the Company acting inaccordance with the Customer's instructions or arising from any breach by theCustomer of any Warranty contained in these Conditions or from the negligence ofthe Customer, and |
| (B)Without derogation from Sub-Clause (A) above, any liability assumed orincurred by the Company when by reason of carrying out the Customer'sinstructions the Company has reasonably become liable or may become liable toany other party, and |
| (C)All claims, costs anddemands whatsoever and by whomsoever made or preferred in excess of theliability of the Company under the terms of these Conditions regardless whethersuch claims, costs and demands arise from or in connection with the negligenceor breach of duty of the Company, its Servants, Sub-Contractors or Agents, and |
| (D)Any claims of a General Average nature whichmay be made on the Company. |
| 21(A)The Customer shall pay to the Company in cash or as otherwiseagreed all sums immediately when due without reduction or deferment on accountof any claim, counterclaim or set-off. |
| (B)In respect of all sums which are overdue with reference to the LatePayments (Interest) Act 1998 the Customer shall be liable to pay to the Companyinterest calculated at 8% above the prevailing Base Rate of the London clearingbanks. |
| 22Despite the acceptance by the Company of instructions to collectfreight, duties, charges or other expenses from the Consignee or any otherperson the Customer shall remain responsible for such freight, duties, chargesor expenses on receipt of evidence of proper demand and in the absence ofevidence of payment (for whatever reason) by such Consignee or other person whendue. |
| 23Where liability for General Average arises inconnection with the goods, the Customer shall promptly provide security to theCompany or to any other party designated by the Company in a form acceptable tothe Company. |
| LIABILITY ANDLIMITATION |
| 24The Company shall perform its duties with areasonable degree of care, diligence, skill and judgement. |
| 25The Company shall be relieved of liability for any loss or damage ifand to the extent that such loss or damage is caused by: |
| (A)strike, lock-out, stoppage or restraint oflabour, the consequences of which the Company is unable to avoid by the exerciseof reasonable diligence; |
| (B)any cause or event which the Company is unable to avoid and theconsequences whereof the Company is unable to prevent by the exercise ofreasonable diligence. |
| 26Except under special arrangements previouslymade in writing the Company accepts no responsibility for departure or arrivaldates of goods. |
| 27Subject to clause 2(B) and 11(B) above and sub-clause (D) below theCompany’s liability howsoever arising and notwithstanding that the cause of lossor damage be unexplained shall not exceed. |
| (i)in the case of claims for loss or damage togoods: (a) the value of any goods lost or damaged, or (b) a sum at the rate oftwo Special Drawing Rights as defined by the International Monetary Fund(hereinafter referred to as SDR’s), per kilo of the gross weight of any goodslost or damaged whichever shall be the least. |
| (ii)in the case of all other claims: (a)the value of the goodsthe subject of the relevant transaction between the Company and its Customer, or(b)a sum at the rate of two SDR’s per kilo of the gross weightof the goods the subject of the said transaction, or (c) 75,000 SDR’s in respectof any one transaction whichever shall be the least. For the purposesof Clause 27(A) the value of the goods shall be their value when they were orshould have been shipped. The value of SDR’s shall be calculated as at the datewhen the claim is received by the Company in writing. |
| (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 todeliver or arrange delivery of goods in a reasonable time or (where there is aspecial arrangement under Clause 26) to adhere to agreed departure or arrivaldates shall not in any circumstances whatever exceed a sum equal to twice theamount of the Company’s charges in respect of the relevant transaction. |
| (C)Save in respect of such loss or damage as isreferred 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 forindirect or consequential loss such as (but not limited to) loss of profit, lossof market or the consequences of delay or deviation however caused. |
| (D)By special arrangement agreed in writing, theCompany 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 chargesfor accepting such increased liability. Details of the Company’s additionalcharges will be provided upon request. |
| 28(A)Any claim by the Customer against the Company arising in respect ofany service provided for the Customer or which the Company has undertaken toprovide shall be made in writing and notified to the Company within 14 days ofthe date upon which the Customer became or should have become aware of any eventor occurrence alleged to give rise to such claim and any claim not made andnotified as aforesaid shall be deemed to be waived and absolutely barred exceptwhere the Customer can show that it was impossible for him to comply with thisTime Limit and that he has made the claim as soon as it was reasonably possiblefor him to do so. |
| (B)Notwithstanding the provisions ofSub-Paragraph (A) above the Company shall in any event be discharged of allliability whatsoever howsoever arising in respect of any service provided forthe Customer or which the Company has undertaken to provide unless suit bebrought and written notice thereof given to the Company within nine months fromthe date of the event or occurrence alleged to give rise to a cause of actionagainst the Company. |
| JURISDICTION AND LAW |
| 29These Conditions and any act or contract towhich they apply shall be governed by English Law and any dispute arising out ofany act or contract to which these Conditions apply shall be subject to theexclusive jurisdiction of the English Courts. |
