Request a Quote$
REQUEST A QUOTE$

UNION DES ENTREPRISES DE TRANSPORT ET LOGISTIQUE DE FRANCE

1. L. F.

Terms & Conditions

governing the operations carried out

by transport and/or logistics operators

 

Article 1 – PURPOSE AND SCOPE OF APPLICATION

The purpose of these general terms and conditions is to govern the contractual relationship between a customer and a “Transport and/or Logistics Operator”, hereinafter referred to as the TLO, in respect of any commitment or operation whatsoever in connection with the physical movement, by any means of transport, and/or the physical or legal management of stocks and flows of any goods, whether packaged or not, from any source and to any destination and/or in connection with the management of any material or dematerialized flow of information.

The definitions of the terms and concepts used in these general terms and conditions are those of the standard contracts in force.

These general terms and conditions take precedence over any other general or special terms and conditions issued by the customer.

In the event of special terms and conditions agreed with the customer, and in the absence of such, the general terms and conditions continue to apply.

Article 2 – SERVICE PRICES

2.1 – Prices are calculated on the basis of information supplied by the customer, taking into account in particular the services to be performed, the nature, weight and volume of the goods to be transported and the routes to be taken. Quotations are based on currency rates at the time the quotation is given. They are also based on the conditions and tariffs of substitutes, as well as applicable laws, regulations and international conventions. Should one or more of these basic elements be modified after the quotation has been issued, including by the TLO’s substitutes, in a manner enforceable against the latter, and upon proof provided by the latter, the prices originally quoted will be modified under the same conditions. The same shall apply in the event of an unforeseen event of any kind, leading in particular to a change in one of the elements of the service.

2.2 – Prices do not include duties, taxes, fees and levies due in application of any regulation, particularly fiscal or customs.

2.3 – Prices initially agreed are renegotiated at least once a year.

Article 3 – GOODS INSURANCE

No insurance is taken out by the TLO without a written and repeated order from the client for each shipment, specifying the risks to be covered and the values to be guaranteed.

If such an order is given, the TLO, acting on behalf of the client, will take out insurance with an insurance company known to be solvent at the time of cover. In the absence of precise specification, only ordinary risks (excluding war and strike risks) will be insured.

Acting in this specific case as an agent, the TLO can in no way be considered as an insurer. The conditions of the insurance policy are deemed to be known and accepted by the shippers and consignees, who bear the cost. An insurance certificate will be issued if requested.

Article 4 – PERFORMANCE OF SERVICES

Any departure and arrival dates provided by the TLO are purely indicative. The customer is obliged to give the TLO the necessary and precise instructions in good time for the execution of transport services and ancillary and/or logistical services.

The TLO does not have to check the documents (commercial invoice, packing note, etc.) supplied by the customer.

Any specific delivery instructions (cash on delivery, declaration of value or insurance, special interest in delivery, etc.) must be the subject of a written order, repeated for each consignment, and expressly accepted by the TLO.

Article 5 – OBLIGATIONS OF THE PRINCIPAL

5.1 – Packaging and labelling:

5.1.1 – Packaging:

Goods must be conditioned, packaged, marked or countermarked in such a way as to withstand transport and/or storage operations carried out under normal conditions, as well as the successive handling operations which necessarily take place during the course of these operations.

It must not constitute a cause of danger for driving or handling personnel, the environment, the safety of transport equipment, other goods transported or stored, vehicles or third parties.

The customer is solely responsible for the choice of packaging and its suitability for transport and handling.

5.1.2 – Labeling:

Each package, object or load carrier must be clearly labelled to enable immediate and unequivocal identification of the sender, recipient, place of delivery and nature of the goods. The information on the labels must correspond to that on the transport document. Labeling must also comply with all applicable regulations, in particular those relating to hazardous products.

5.1.3 – Liability:

The customer is liable for all consequences of missing, insufficient or defective packaging, wrapping, marking or labeling.

5.2 – Sealing:

Trucks, semi-trailers, swap bodies and containers are sealed by the loader or his representative once loading operations have been completed.

5.3 – Reporting obligations:

The customer is liable for all consequences of a failure to provide information and declare the exact nature and specificity of the goods when the latter require special provisions, particularly in view of their value and/or the covetousness they are likely to arouse, their dangerousness or fragility. This information obligation also applies to the declaration of the verified gross mass of a container in accordance with the SOLAS Convention. Furthermore, the client expressly undertakes not to hand over to the TLO any illegal or prohibited goods (e.g. counterfeit goods, narcotics, etc.).

The customer alone shall bear, without recourse against the TLO, the consequences, whatever they may be, resulting from erroneous, incomplete, inapplicable or late declarations or documents, including the information necessary for the transmission of any declaration required by customs regulations, in particular for the transport of goods from third countries.

5.4 – Reserves:

In the event of loss, damage or any other damage suffered by the goods, or in the event of delay, it is the responsibility of the consignee or receiver to carry out regular and sufficient observations, to make reasoned reservations and in general to carry out all acts useful for the preservation of recourse and to confirm said reservations in the legal forms and time limits, failing which no action may be brought against the TLO or its substitutes.

5.5 – Refusal or default by the consignee:

In the event of rejection of the goods by the consignee, as well as in the event of default by the consignee for any reason whatsoever, all initial and additional costs due and incurred on behalf of the goods will remain the responsibility of the principal.

5.6 – Customs formalities:

If customs operations have to be carried out, the ordering party guarantees the customs representative against all financial consequences arising from incorrect instructions, inapplicable documents, etc., generally leading to the assessment of additional duties and/or taxes, blocking or seizure of goods, fines, etc., by the administration concerned.

In the event of customs clearance of goods benefiting from a preferential regime concluded or granted by the European Union, the customer guarantees to have taken all the necessary steps within the meaning of customs regulations to ensure that all the conditions for processing under the preferential regime have been met. At the TLO’s request, the ordering party must provide the latter, within the required timeframe, with any information requested under customs regulations. Failure to provide such information within this time limit shall render the customer liable for all prejudicial consequences of this failure, including delays, additional costs, damage, etc. However, since the rules governing the quality and/or technical standardization of goods are the sole responsibility of the client, it is the client’s responsibility to provide the TLO with all documents (tests, certificates, etc.) required by regulations for their circulation. The TLO accepts no liability for the non-conformity of goods with the said quality or technical standardization rules.

The customs representative clears goods by direct representation, in accordance with Article 18 of the Union Customs Code.

5.7 – Cash on delivery

The stipulation of cash on delivery does not constitute a declaration of value and therefore does not modify the rules governing compensation for loss and damage as defined in article 6 below.

Article 6 – LIABILITY

In the event of a proven loss attributable to the TLO, the latter is only liable for damages which could have been foreseen at the time the contract was concluded and which only include what is an immediate and direct consequence of the non-performance within the meaning of articles 1231-3 and 1231-4 of the French Civil Code.

These damages are strictly limited in accordance with the amounts set out below.

These limitations of indemnity are the counterpart of the liability assumed by the TLO.

6.1 – Substitute liability:

The TLO’s liability is limited to that incurred by its substitutes in connection with the operation entrusted to it. In the event that the limits of indemnification of the subcontractors are unknown, non-existent or do not result from mandatory provisions, they shall be deemed to be identical to those set out in article 6.2 below.

6.2 – Personal liability of the Transport and/or Logistics Operator (TLO):

6.2.1 – Loss and damage:

In all cases where the TLO’s personal liability is incurred for any reason whatsoever, it is strictly limited to is held liable for any reason whatsoever and for any reason whatsoever, it is strictly limited, for all damage to goods attributable to any operation as a result of loss or damage and for any consequences that may result therefrom, to €20 per kilogram of gross weight of missing or damaged goods without being able to exceed, whatever the weight, volume, dimensions, nature or value of the goods concerned, a sum greater than the product of the gross weight of the goods expressed in tonnes multiplied by €5,000 with a maximum of €60,000 per event.

6.2.2 – Other damage:

For all other damages, including in the event of a duly recorded delay in delivery, in the event of the TLO’s personal liability being incurred, the compensation due by the TLO is strictly limited to the price of transporting the goods (excluding duties, taxes and miscellaneous expenses) or to the price of the service covered by the contract which caused the damage. This compensation may not exceed that due in the event of loss of or damage to the goods.

6.2.3 – Customs liability :

The TLO’s liability for any customs or indirect tax operation carried out by it or its subcontractors may not exceed €5,000 per customs declaration, without exceeding €50,000 per year of adjustment and, in any event, €100,000 per adjustment notification.

6.3 – Quotations:

All quotations given, all specific quotations provided, as well as general price lists, are drawn up and/or published taking into account the above-mentioned limitations of liability (6.1 and 6.2).

6.4 – Declaration of value or insurance:

The customer always has the option of subscribing to a declaration of value which, if fixed by him and accepted by the TLO, has the effect of substituting the amount of this declaration for the indemnity ceilings indicated above (Articles 6.1 and 6.2.1). This declaration of value will entail a price supplement.

The customer may also instruct the TLO, in accordance with Article 3 (Insurance of goods), to take out insurance on his behalf, against payment of the corresponding premium, specifying the risks to be covered and the values to be guaranteed.

Instructions (declaration of value or insurance) must be renewed for each operation.

6.5 – Special interest in delivery:

The customer always has the option of making a declaration of special interest in delivery which, in the event of delay, substitutes the amount of this declaration for the indemnity ceilings indicated above (Articles 6.1 and 6.2.2). This declaration will entail a price supplement. Instructions must be renewed for each operation.

Article 7 – PAYMENT TERMS

7.1 – Services are payable in cash on receipt of invoice, without discount, at the place of invoice issue, and in any event within no more than 30 days from the date of issue. The customer is always responsible for payment. In accordance with article 1344 of the

Civil Code, the debtor is deemed to have been given notice to pay by the mere fact that the obligation is due.

7.2 – Unilateral offsetting of the amount of the alleged damage against the price of the services due is prohibited.

7.3 – Any delay in payment shall automatically give rise, on the day following the payment date shown on the invoice, to the payment of interest on arrears in an amount equivalent to the interest rate applied by the European Central Bank (ECB) to its most recent refinancing operation, increased by ten percentage points and set according to the terms defined in article L.441-6 paragraph 12 of the French Commercial Code, as well as a flat-rate indemnity for collection costs of €40 in accordance with article D.441-5 of the French Commercial Code, without prejudice to possible compensation, under the conditions of common law, for any other damage resulting directly from this delay.

Any delay in payment will entail, without formalities, forfeiture of the term of any other debt held by the TLO, which becomes immediately due and payable, even in the event of acceptance of bills of exchange.

7.4 – Any partial payment will be applied first to the non-preferential part of the claim.

Article 8 – CONVENTIONAL RIGHT OF RETENTION AND CONVENTIONAL RIGHT OF PLEDGE

Irrespective of the capacity in which the TLO acts, the customer expressly grants the TLO a contractual right of retention, enforceable against all parties, and a contractual right of pledge on all goods, securities and documents in the TLO’s possession, as security for all claims (invoices, interest, costs incurred, etc.) held by the TLO against the customer, even prior to or unrelated to the operations carried out with regard to the goods, securities and documents actually in the TLO’s hands.

Article 9 – PRESCRIPTION

All actions to which the contract concluded between the parties may give rise, whether for principal or accessory services, are time-barred within one year of the performance of the disputed service under the said contract and, in the case of duties and taxes recovered aposteriori, from the date of notification of the reassessment.

Article 10 – TERM OF CONTRACT AND TERMINATION

10.1 – In the event of an established commercial relationship, either party may terminate it at any time by sending a registered letter with acknowledgement of receipt, subject to the following notice periods:

  • One (1) month when the relationship lasts six (6) months or less;
  • Two (2) months when the duration of the relationship is greater than six (6) months and less than or equal to one (1) year;
  • Three (3) months when the duration of the relationship is greater than one (1) year and less than or equal to three (3) years;
  • Four (4) months when the duration of the relationship exceeds three (3) years, plus one (1) week for each full year of commercial relations, up to a maximum duration of six (6) months.

10.2 – During the notice period, the parties undertake to maintain the economy of the contract.

10.3 – In the event of serious or repeated proven breaches by one of the parties of its commitments and obligations, the other party is required to send a reasoned formal notice by registered letter with acknowledgement of receipt. If such notice remains without effect for a period of one month, during which the parties may attempt to reach an agreement, the contract may be definitively terminated, without notice or compensation, by registered letter with acknowledgement of receipt, acknowledging the failure of the negotiation attempt.

Article 11 – CANCELLATION – DISABILITY

Should any provision of these General Terms and Conditions of Sale be declared null and void or deemed unwritten, all other provisions shall remain applicable.

Article 12 – JURISDICTION CLAUSE

In the event of litigation or dispute, the Courts of the head office of the Transport and/or Logistics Operator (TLO) shall have sole jurisdiction, even in the event of multiple defendants or third-party claims.

The present General Terms and Conditions of Sale of the Union des Entreprises de Transport et de Logistique de France (T.L.F.) were published on January 1, 2017 (first of January two thousand and seventeen).