The Customer’s attention is drawn to the Clauses hereof which exclude or limit the Company’s liability and these which require the Customer to indemnify the Company in certain circumstances.
DEFINITIONS AND APPLICATION
In these Conditions:
“Company” is the member trading under these Conditions and this expression includes any parent subsidiary or affiliated company of the Company.
“Person" includes persons or any body or bodies corporate.
“Owner” means the Owner of the goods (including any packaging, containers or equipment) to which any business concluded under these Conditions relates and the consignee or any other Person who is or may become interested in or in possession or entitled to possession of them.
“Customer” means any Person at whose request or on whose behalf the Company undertakes any business or provides advice, information or services.
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.
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 immunities or as an increase of any of its responsibilities or liabilities under such legislation to any extent such part shall as regards such business be overridden to that extent and no further.
The Customer warrants that he is either the Owner or the authorized agent of the Owner and also that he has authority to accept these Conditions not only for himself but also as agent for and on behalf of the Owner.
In authorizing the Customer to enter into any contract with the company and/or in accepting any document issued by the company in connection with such Contract, the Owner irrevocably accepts these Conditions for themselves and their agents and for any parties on whose behalf they or their agents may act, and in particular but without prejudice to the generality of this Clause, they accept that the Company shall have the right to enforce against them jointly and severally any liability of the Customer under these Conditions or to recover from them any sums to be paid to the Company by the Customer which upon proper demand have not been paid.
Subject to Clauses 13 and 14 below, the Company shall be entitled to procure any or all of its services as an agent or to provide these services as a principal.
The offer and acceptance of an inclusive price for the accomplishment of any service or services shall not itself determine whether any such service is or services are to be arranged by the Company acting as agent or to be provided by the Company acting as a contracting principal.
When acting as an agent the Company does not make or purport to make any contract with the Customer for the carriage, storage, packing or handling of any goods nor for any other physical service in relation to them and acts solely on behalf of the Customer in securing services by establishing Contracts with third parties so that direct contractual relationships are established between the Customer and such third parties.
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 this obligation, it shall be deemed to have contracted with the Customer as a principal for the performance of the Customer’s instructions.
When and to the extent that the Company has contracted as principal for the performance of any of its services, it undertakes to perform and/or in its own name to procure the performance of those services, and subject always to the totality of these Conditions and in particular to Clauses 26 - 29 hereof accepts liability for loss of or damage to goods taken into its charge occurring between the time when it takes the goods into its charge and the time when the Company is entitled to call upon the Customer or Owner to take delivery of the goods.
When and to the extent that the Company in accordance with these Conditions is acting as an agent on behalf of the Customer, it is acting in a customary manner. The Company shall be entitled, and the Customer hereby expressly authorizes the Company such entitlement, to enter into contracts on behalf of the Customer and the Owner:
for the carriage of goods by any route or means or Person,
for the storage, packing, trans-shipment, loading, unloading or handling of the goods by any Person at any place and for any length of time,
for the carriage or storage of goods in or on transport units as defined in sub clause 19 c. and with other goods of whatever nature, and
to do such acts as may in the opinion of the Company be reasonably necessary in the performance of its obligations in the interests of the Customer and the Owner.
The Company reserves to itself a reasonable liberty as to the means, route and procedure to be followed in the handling, storage and transportation of goods. In any case where no particular route is agreed between the Company and the Customer, the Customer agrees that the agreed route is that which the Company reserves to itself a reasonable liberty to follow.
The Company is permitted to perform any of its obligations herein by itself or by a subcontractor. For allowing any such subcontractor to take the benefit of these Conditions, the Company acts as agent and trustee for such subcontractor in entering into a contract governed by these Conditions with the Customer and Owner
The Company shall have a general lien on all goods and documents relating to goods in its possession, custody or control for all sums due at any time from the Customer or Owner, and shall be entitled to retain such goods and documents against payment of the freightage expenses and other such sums due to him for the transportation.
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.
If delivery of the goods or any part thereof is not taken by the Customer or Owner, at the time and place when and where the Company is entitled to call upon such Person to take delivery thereof, the Company shall be entitled to store the goods or any part thereof at the sole risk of the Customer, whereupon the liability of the Company in respect of the goods or that part thereof stored as aforesaid shall wholly cease and the cost of such storage if paid for or payable by the Company or any agent or sub-contractor of the Company shall forthwith upon demand be paid by the Customer to the Company.
The Company shall be entitled at the expense of the Customer to obtain an order by the competent UAE Court to dispose of perishable goods or non-delivered goods as defined by sub clause 12 a. herein as the Court thinks fit.
No insurance will be affected except upon express instructions given in writing by the Customer and all insurances affected by the Company are subject to the usual exceptions and conditions of the policies of the insurance company or underwriters taking the risk. Unless otherwise agreed in writing the Company shall not be under any obligation to affect a separate insurance on each consignment but may declare it on any open or general policy held by the Company.
Insofar as the Company agrees with the Customer to arrange insurance, the Company acts solely as agent for the Customer using its best endeavors to arrange such insurance and does so subject to the limits of liability contained in Clause 29 hereof.