Last updated: 2020-03-14
Table of Contents
These are the Terms and Conditions that form the contract between Buyers that have booked Freight Forwarding Services from Sellers on Freightos or through Freightos partners, and shall govern all Shipments booked through Freightos.
Given the dynamic nature of the freight business and industry, this Agreement may be modified in the future. The version of this document published on www.freightos.com on the date of booking the Freight Forwarding Services shall be the version covering that Shipment, and so if you Buy or Sell on Freightos please make a note to check this document each month.
Freightos provides a platform where Buyers can search for Freight Services, Sellers can Quote for Freight Services (manually or by automatic calculation) Buyer and Seller can communicate and contract with each other via a Booking, and can collaborate to manage a Shipment. In all cases Freightos is providing a platform only and is in no way a party to the contract for the Freight Services, and Freightos does not buy or sell or provide Freight Services and is not a party to these Freightos.com Sellers Terms and Conditions. In terms of their respective relationships with Freightos, Sellers are bound by the Freightos.com Terms of Service for Sellers and the Buyers are bound by the Terms and Conditions for Freightos Buyers. Given that Buyer and Seller have chosen to transact on Freightos, they may have specific obligations to use Freightos as the platform on which they communicate and collaborate.
These Freightos.com Sellers Terms and Conditions will govern those shipments that were chosen after the Buyer provided accurate input in the Freightos search and chose a Quote that was provided by a Freightos Seller. The Buyer and Seller are respectively responsible for the data and criteria that was used to search for and provide a Quote which is the basis for the transaction between them, and Freightos responsibility is limited to transmitting Buyers and Sellers data and the Quote.
Abandoned Cargo: Cargo which the Buyer or Consignee has not made the necessary arrangements to pick-up the Goods from the Warehouse or destination point or has not cooperated in customs clearance, or has prevented delivery efforts within 10 calendar days (or extended free time if available) after release notice and barring any dispute with Seller.
Booking: The act of a Buyer accepting a Quote which establishes a contract with a Seller for the Freight Services offered in that Quote.
Buyers: Freightos users that book Shipments on Freightos.
Force Majeure Event: As defined in Section 6 below.
Freight Forwarding Services: Services of any kind relating to the carriage, consolidation, storage, handling, packing, or distribution of Buyer’s goods (“the Shipment”) as well as ancillary and advisory services in connection with the Buyer’s Shipment which may include customs brokerage and related matters, declaring the Buyer’s Shipment for official purposes, procuring, insurance of and procuring documents related to the Buyer’s Shipment.
Freightos: Freightos Limited of Hong Kong and/or the Freightos platform which can be accessed at ship.freightos.com and partner sites including via API.
Goods: The cargo booked for shipment via Freightos which is limited to allowed goods listed here.
Mandatory Law: Any applicable laws, statutes, orders, rules and regulations of any government or authority of any tier having jurisdiction over the Services or these Terms and Conditions the provisions of which cannot be departed from by to the discretion of the Buyer, the Seller or Freightos
Seller(s): The logistics provider(s) offering Freight Forwarding Services on Freightos whom Buyers have selected to execute their Booked Shipment.
Shipment: The particular Freight Service for moving a specific consignment of Goods from an origin(s) to a destination(s) that the Buyer has Booked on Freightos.
3. Duty of Care and Liability
The Seller will execute the Shipment and provide the Freight Forwarding Services with all due care, skill, prudence, and diligence and implementing the best practices accepted in the freight forwarding industry. The Seller shall apply industry best practices while executing a Shipment and performing the Freight Forwarding Services and shall always act in a commercially reasonable manner. Seller’s staff and subcontractors will have suitable qualifications, experience and training. Seller shall comply with all applicable laws and regulations at all points along the route.
The Seller is liable if it fails to exercise due diligence and take reasonable measures in the performance of the Freight Forwarding Services, in which case Seller, subject to Section 6, shall compensate the Customer for loss of or damage to the Goods as well as for direct loss resulting from breach of Seller’s duty of care.
It is Buyer’s responsibility to provide Seller in an accurate and timely manner with all information and documentation necessary for the execution of the Shipment and to respond in a timely manner to any further requests for information or documentation from the Seller, including declaring any device or material that may be considered dangerous goods on the relevant mode of carriage.
Upon Booking a Shipment for a Quote based on the data and criteria entered by Buyer into the Freightos platform, the Buyer shall be deemed to have warranted to the Seller the accuracy, at the time the Goods were consigned to the Seller, of all particulars relating to the general nature of the Goods, their marks, number, weight, volume and quantity and, if applicable, to the dangerous character of the Goods.
The Seller will not be held accountable for any costs, delays, or legal proceedings, that may result from nondisclosure of possible dangerous goods, and Buyer will hold the Seller harmless for any costs or expenses arising from the failure to declare.
4. Sellers Legal Obligations
Seller warrants that it is duly incorporated and holds all necessary licenses and has fulfilled all regulations necessary for performance of the Freight Forwarding Services.
Seller agrees to comply with all applicable anti-bribery, anti-money laundering, anti-corruption, anti-terrorism and human rights laws (including but not limited to the no-child-labor, compliance with minimum wages and no discrimination) and related international treaties and will institute and maintain policies and procedures designed to promote and achieve compliance with such laws and treaties. The Seller further will not, and will ensure that its affiliates, subsidiaries and sub-contractors will not, engage in activities prohibited under any anti-bribery, anti-money laundering, anti-corruption, anti-terrorism and human rights laws and related international treaties and treaties applicable to persons in relevant jurisdictions in which it does business.
No insurance will be effected by the Seller, unless chosen by Buyer through Freightos. All insurances effected are subject to the usual exceptions and conditions of the policies of the insurance company or underwriters taking the risk.
6. Force Majeure
If at any time Seller’s performance is or is likely to be affected by any hindrance or risk of any kind not arising from any fault or neglect of the Seller and beyond the control of the Seller (a “Force Majeure Event”) and which cannot be avoided by the exercise of reasonable endeavour, the Seller may be excused from performance only to the extent made necessary by the Force Majeure event and only for the duration of the Force Majeure Event, at no liability to Seller or Buyer.
A party affected by a Force Majeure Event shall notify the other party as soon as possible, and the parties shall work together in good faith to find alternative solutions for continuation of the Shipment
Should the Force Majeure Event persist for or exceed 30 consecutive days the Buyer shall have the right to cancel the Shipment with no liability to Seller, other than payment incurred for services rendered prior to the Force Majeure Event. Seller shall use reasonable commercial steps to cooperate with Buyer in securing the shipment and shall assist in its handover to Buyer or its designated representative required for the same.
7. Liability and Exclusions
The Seller shall in no event be liable for:
- Goods that are not included in the list of allowed commodities and Goods that were not declared to the Seller at the time of Booking the Shipment.
- Loss following delays which are out of the Seller’s controls and occur despite the Seller making all reasonable efforts to avoid and remedy delays.
- Indirect or consequential loss such as, but not limited to, loss of profit and loss of market.
- Loss of or damage to the Goods due to inherent defect of the Goods.
- Acts or omissions or misrepresentations of Buyer, its agents or any third party that the Buyer employs and improper packing or marking of Goods.
Seller’s liability in connection with the transport of goods shall at all times be limited as follows (i) for road carriage, in accordance with the CMR Convention, (ii) for rail transportation, the International Convention on Carriage of Goods by Rail – CIM (iii) for sea carriage not involving the United States as origin, destination or a stopping place, in accordance with the Hague-Visby Rules, (iv) for sea carriage involving the United States as origin, destination or a stopping place, the U.S. COGSA, and (v) for air carriage in accordance with the Montreal Convention. Such liability limits shall apply irrespective of whether such international conventions apply mandatorily or not and of whether the transportation is international or domestic.
When the mode of transport during which an incident took place cannot be determined, or when the loss or damage of goods derived from services other than transportation, or when for any reason that limitations of the preceding paragraph are not applicable, the Seller’s liability shall be limited to SDR 8.33 per kilogram of gross weight lost or damaged.
8. Customs Clearance and Import and Export Documents
If Buyer has not explicitly requested customs clearance from the Seller, it is presumed that Buyer has a customs broker or other third party handling customs clearance.
Buyer must have all required commercial documents, import licenses, export licenses, necessary for full execution of the Shipment, and the Seller has no responsibility for any delays or other costs or damages arising from lack of documentation.
9. General Lien
The Seller shall, to the extent permitted by the applicable law, have a general lien on the Goods and any documents relating thereto for any amount due at any time to the Seller from the Buyer or to Freightos for the account of Seller, including storage fees and the cost of recovering same, and may enforce such lien in any reasonable manner which Seller may think fit, provided that Buyer has been notified that payments are overdue and given time to rectify.
10. Abandoned Cargo
Seller shall be entitled to treat a Shipment as Abandoned Cargo under the following circumstances, provided there are no open disputes on the Shipment:
- In a port-to-port shipment the Buyer does not make the necessary arrangements to pick-up the goods from the warehouse or destination point within 10 calendar days (or extended free time where relevant).
- In a to-door shipment, the Buyer does not cooperate in customs clearance (including but not limited to involving any consigned in customs clearance) or prevents delivery efforts within 10 calendar days (or extended free time where relevant) after release notice.
Seller must notify Buyer in writing that the Shipment delivery cannot continue due to Buyer’s failure to make necessary arrangements or cooperate in customs clearance, and must make all reasonable attempts to mitigate damages and reduce associated costs, prior to treating a Shipment as Abandoned Cargo. If Buyer does not rectify the failure within 6 calendar days from receiving such notices, Seller shall be entitled to treat the Shipment as Abandoned Cargo. Seller must have proof that such notification was given.
Abandoning the Shipment entails ceasing the handling of the shipment if a pending payment such as for duties, taxes, or warehousing is not received. Seller shall abide with local laws and regulations once a Shipment is abandoned in accordance with this section.
Any disputes between Buyer and Seller regarding the Quoted price for the Freight Services or Additional Charges shall be settled in accordance with the Freightos Dispute Policy.
12. Law and Jurisdiction
Any disputes other than those covered under the Freightos Dispute Policy shall be exclusively interpreted, construed and governed in accordance with the laws of England including all matters of construction, validity and performance. Any dispute arising out of or in connection with these Terms and Conditions shall be exclusively resolved by the appropriate courts of justice located in London (however if Buyer and Seller are both incorporated in the same country, which is not England, then the courts of their country’s capital shall have jurisdiction instead).
13. Mandatory Law
These Freightos Sellers Terms and Conditions shall only take effect to the extent that they are not contrary to the mandatory provisions of international conventions or national law applicable to the Freight Forwarding Services.