STANDARD TRADING CONDITIONS
Company Registration Number: 13806869
Registered Office: Wheat Moss, Chelford, Macclesfield SK11 9SP
Website: www.whitewavelogistics.com
Email: steve@whitewavelogistics.com
IMPORTANT NOTICE
All business undertaken by White Wave Logistics Ltd (“the Company”) is transacted subject to the following Standard Trading Conditions (“Conditions”).
Customers’ attention is particularly drawn to the provisions limiting the Company’s liability and the provisions relating to indemnities, payment obligations, detention, demurrage, storage charges and lien rights.
These Conditions are available on the Company’s website and are incorporated into all quotations, bookings, transport instructions, invoices, credit applications and all other services supplied by the Company.
DEFINITIONS AND APPLICATION
1. Definitions
In these Conditions the following words shall have the following meanings:
“Company”
White Wave Logistics Limited.
“Consignee”
The person to whom the Goods are consigned.
“Customer”
Any person, company or entity at whose request or on whose behalf the Company undertakes any business or provides advice, information or services.
“Direct Customs Agent”
The Company acting in the name of and on behalf of the Customer and/or Owner with HM Revenue & Customs (“HMRC”) as defined by the Taxation (Cross Border Trade) Act 2018, or any amendment thereto.
“Goods”
The cargo or property to which any business under these Conditions relates.
“Owner”
The owner of the Goods or Transport Unit and any other person who is or may become interested in them.
“Person”
Any individual, partnership, company, corporation or other legal entity.
“SDR”
Special Drawing Rights as defined by the International Monetary Fund.
“Transport Unit”
Any container, trailer, pallet, tanker, transport equipment or other device used in connection with the carriage, storage or handling of Goods.
“LMAA”
The London Maritime Arbitrators Association.
2. Application
(A) Subject to clause 2(B), all business undertaken by the Company is subject exclusively to these Conditions.
(B) Where legislation, regulations, conventions or directives are compulsorily applicable, these
Conditions shall be read subject to such legislation and nothing herein shall be construed as a surrender by the Company of any rights, immunities or limitations available under such legislation.
3. Customer Authority and Warranty
The Customer warrants that:
(A) it is either the Owner of the Goods or the authorised agent of the Owner;
(B) it accepts these Conditions not only for itself but also as agent for and on behalf of all persons interested in the Goods;
(C) it has authority to bind all such parties to these Conditions.
4. Company Acting as Agent or Principal
(A) Unless otherwise agreed in writing, the Company acts solely as forwarding agent on behalf of the Customer.
(B) The Company reserves the right to provide services either:
(i) as agent for the Customer; or (ii) as principal.
(C) Where the Company acts as agent, contracts are entered into on behalf of the Customer and subject to the terms and conditions of third parties including shipping lines, hauliers, airlines, terminals, port operators, customs authorities and warehouse operators.
(D) The Company shall have full liberty as to the means, route and procedure to be followed in the
performance of services.
5. Subcontracting
The Company may subcontract the whole or any part of any services upon any terms whatsoever.
6. Contracts with Third Parties
(A) When acting as agent, the Company is authorised by the Customer to enter into contracts on the Customer’s behalf.
(B) Such contracts may be subject to the trading conditions or tariffs of third parties.
(C) The Customer shall be bound by such contracts and shall indemnify the Company in respect of all obligations and liabilities arising therefrom.
7. Customs Agency
In all dealings with HMRC, the Company acts only as Direct Customs Agent unless expressly agreed otherwise in writing.
LIEN AND DISPOSAL RIGHTS
8. General Lien
(A) The Company shall have a general lien over all Goods and documents in its possession, custody or control for all sums due from the Customer.
(B) Storage charges and all related costs shall continue to accrue whilst Goods are detained under lien.
(C) The Company may upon not less than 21 days’ written notice sell, dispose of or otherwise deal with the Goods at the Customer’s expense and apply proceeds towards sums due.
(D) Where Goods are perishable, deteriorating, abandoned or likely to cause loss or damage, the Company may immediately dispose of them without notice.
DEMURRAGE, DETENTION, STORAGE AND PORT CHARGES
9. Customer Liability for Charges
(A) The Customer shall be fully liable for all:
(i) freight; (ii) detention; (iii) demurrage; (iv) storage; (v) quay rent; (vi) port charges; (vii) terminal charges; (viii) customs duties; (ix) taxes; (x) penalties; (xi) carrier surcharges; (xii) container per diem charges; (xiii) disposal costs; and (xiv) all related expenses, whether incurred directly or indirectly by the Company in connection with the Goods.
(B) Such liability shall apply regardless of:
(i) whether the Goods are collected by the consignee; (ii) whether the consignee refuses delivery; (iii) whether cargo is abandoned; (iv) whether charges arise after discharge at destination; (v) whether the Company acted as agent or principal.
(C) The Customer shall indemnify the Company against all such charges and expenses immediately upon demand.
(D) Instructions to collect charges from a consignee or third party shall not release the Customer from liability if such charges remain unpaid for any reason.
STORAGE AND FAILURE TO TAKE DELIVERY
10. Failure to Take Delivery
(A) If the Customer, Consignee or Owner fails to take delivery when entitled to do so, the Company may store the Goods at the sole risk and expense of the Customer.
(B) All costs thereby incurred shall be payable immediately upon demand.
(C) The Company may dispose of Goods after reasonable notice where delivery cannot be effected.
INSURANCE
11. Insurance
(A) No insurance shall be effected except upon written instructions accepted in writing by the Company.
(B) The Company acts solely as agent when arranging insurance.
(C) Unless specifically agreed otherwise, the Company shall not be under any obligation to arrange separate insurance.
PAYMENT TERMS
12. Payment
(A) All invoices are payable immediately unless otherwise agreed in writing.
(B) Payment shall be made without deduction, set-off or counterclaim.
(C) Time is of the essence regarding payment.
(D) The Company reserves the right to charge interest pursuant to the Late Payment of Commercial Debts (Interest) Act 1998.
(E) All costs of recovery, including legal costs, debt collection costs and administrative expenses, shall be recoverable from the Customer.
CUSTOMER WARRANTIES AND INDEMNITIES
13. Customer Warranties
The Customer warrants that:
(A) all information supplied is complete and accurate;
(B) Goods are properly packed, labelled and suitable for carriage;
(C) all declarations, weights and cargo descriptions are correct;
(D) all necessary licences, permits and approvals have been obtained.
14. Dangerous Goods
(A) The Customer shall not tender dangerous, hazardous or prohibited Goods without prior written agreement.
(B) The Customer shall indemnify the Company against all consequences arising from dangerous Goods.
15. Indemnity
The Customer shall indemnify and hold harmless the Company from and against all:
(i) liabilities; (ii) losses; (iii) damages; (iv) costs; (v) expenses; (vi) penalties; (vii) claims; and (viii) demands, arising from:
(a) the Company acting upon the Customer’s instructions; (b) the Customer’s breach of these Conditions; (c) acts or omissions of the Customer, Consignee or Owner; (d) detention, demurrage, storage or terminal charges; (e) customs matters; (f) cargo abandonment; (g) third-party claims.
LIABILITY AND LIMITATION
16. Reasonable Care
The Company shall perform services with reasonable care, skill and diligence.
17. Exclusions of Liability
The Company shall not be liable for:
(A) indirect or consequential loss; (B) loss of profit; (C) loss of market; (D) delay; (E) deviation; (F) detention or demurrage arising from acts or omissions of third parties; (G) acts of customs authorities, ports or terminals; (H) force majeure events; (I) strikes, lockouts or labour disruptions.
18. Limitation of Liability
(A) The Company’s liability for loss of or damage to Goods shall not exceed:(i) the value of the Goods lost or damaged; or (ii) 2 SDR per kilogram of gross weight, whichever is lower.
(B) For all other claims, liability shall not exceed: (i) the value of the relevant transaction; or (ii) 75,000 SDR, whichever is lower.
(C) No claim shall be made against employees, agents or subcontractors of the Company.
19. Time Limits
(A) Any claim must be notified in writing within 14 days of the Customer becoming aware of the event giving rise to the claim.
(B) The Company shall be discharged from all liability unless suit is commenced within 9 months.
LAW AND JURISDICTION
20. Governing Law
These Conditions and all contracts to which they apply shall be governed by English law.
21. Jurisdiction and Arbitration
(A) The English courts shall have exclusive jurisdiction.
(B) The Company may elect to refer disputes to arbitration under LMAA rules.
(C) Arbitration shall take place in London.
INCORPORATION OF CONDITIONS
22. Incorporation
These Conditions are incorporated into:
(A) all quotations; (B) all booking confirmations; (C) all invoices; (D) all shipping instructions; (E) all customs clearance instructions; (F) all transport services; (G) all warehousing and logistics services; (H) all communications between the Company and the Customer.
The Customer shall be deemed to have accepted these Conditions upon:
(i) instructing the Company; (ii) tendering Goods; (iii) accepting quotations; (iv) making bookings; or (v) otherwise engaging the Company’s services.
WEBSITE PUBLICATION
These Conditions are published on the Company’s website and available upon request.
VERSION CONTROL
Version: 1.0 Effective Date: 17/12/2021