(a) "Carrier" means Extra Logistics,LLC and its employees, agents, underlying carriers, contractors, subcontractors, independent contractors, Ships, owners, masters, operators, demise charterers and, if bound thereby, time charterers, and any substitute Carriers that perform any of Carrier's obligations under this Bill of Lading.
(b) "Carriage" means all operations and services, including but not limited to t r a n s p o r t , cartage, storage, and handling, undertaken or performed by or on behalf of Carrier in respect of the Goods.
(c) "Charges" means all freight, expenses, and money obligations incurred, including attorney's fees, and payable by the Goods, Shipper, Consignee, Merchant, or any of them.
(d) "Consignee" means the Holder of this Bill of Lading, properly endorsed, the Notify Party, and the receiver and owner of the Goods.
(e) "Container" means any container, trailer, transportable tank, lift van, flat, pallet, or similar article of transport used to consolidate the Goods.
(f) "Goods" means the cargo described on the face of this Bill of Lading and includes any Container not supplied by or on behalf of Carrier.
(g) "Holder" means any Person in possession of this Bill of Lading to whom property in the Goods has passed by reason of the consignment of the Goods, endorsement of this Bill of Lading, or otherwise.
(h) "Merchant" means the any or all of the following: Shipper, Exporter, Consignee, Notify Party, any Person entitled to possession of the Goods or this Bill of Lading, any Person having a present or future interest in the Goods, Holder of this Bill of Lading, properly endorsed, and the receiver and owner of the Goods.
(i) "Person" includes an individual, a partnership, a corporation, or other business entity.
(j) "Ship" means the ocean vessel on which the Goods are placed for Carriage, and any other means of conveyance used, owned, chartered, operated, arranged, or procured by Carrier in the performance of the contract of carriage evidenced by this Bill of Lading.
(k) "Shipper" means the Person named as such in this Bill of Lading, the Exporter, and the Person for whose account the Goods are shipped.
(l) "Stuffed" means filled, consolidated, packed, loaded, or secured.
(m) "Take(n) in Charge" means that the Goods have been handed over to and accepted for Carriage by Carrier at the place of receipt evidenced in this Bill of Lading.
- APPLICATION OF THIS BILL OF LADING
By the issuance of this Bill of Lading, Carrier undertakes to perform and/or arrange or procure the performance of the Carriage described herein. All agreements and freight arrangements previously made for the Carriage of the Goods are superseded by this Bill of Lading. Merchant agrees, confirms, and ratifies that custody and Carriage of the Goods are subject to all of the binding Terms and Conditions on the front and reverse of this Bill of Lading, whether written, printed, stamped, or otherwise incorporated herein, which govern the relationship between Merchant and Carrier. None of the terms of this Bill of Lading shall be deemed to have been waived or varied by Carrier unless by express waiver or variation signed by a duly authorized agent of Carrier. The Terms and Conditions in this Bill of Lading shall apply in any claim or action against Carrier, whether the claim or action is founded in contract or in tort.
- CARRIER'S TARIFF AND SERVICE GUIDE
The provisions of Carrier's applicable Tariff and Service Guide are incorporated herein. Copies of the relevant provisions of the applicable Tariff and Service Guide may be obtained upon request to Carrier or, where applicable, to a government body with whom a Tariff has been filed. In case of inconsistency between this Bill of Lading and the applicable Tariff and/or Service Guide, this Bill of Lading shall prevail.
4. NEGOTIABILITY AND TITLE TO GOODS
By accepting this Bill of Lading, Merchant and its transferees agree that, unless it is marked "non-negotiable," it shall constitute title to the Goods and the Holder, by endorsement of this Bill of Lading, shall be entitled to receive or to transfer the Goods herein mentioned.
5. APPLICABLE LA WS AND PERIOD OF CARRIER'S RESPONSIBILITY
(A) CLAUSE PARAMOUNT
(1) Subject to Clause 17 ("Containers") below, this Bill of Lading insofar as it relates to sea Carriage by any Ship whether named herein or not shall be subject to the Hague Rules or any legislation making such Rules or the Hague-Visby Rules compulsorily applicable (such as the United States Carriage of Goods by Sea Act ("COGSA") and the Carriage of Goods by Water Act of Canada ("COGWA")) to this Bill of Lading and the provisions of the Hague Rules or applicable legislation shall be deemed incorporated herein. The Hague Rules or applicable legislation also shall apply to the Carriage of Goods by inland waterways and reference to Carriage by sea in such Rules or legislation shall be deemed to include reference to inland waterways. If and to the extent that the provisions of the Harter Act of the United States of America would otherwise be compulsorily applicable to regulate Carrier's responsibility for the Goods during any period prior to loading on or after discharge from the Ship, Carrier's responsibility shall instead be determined by the provisions of Clause (C) below, but if such provisions are found to be invalid, such responsibility shall be subject to COGSA.
(2) Carrier shall be entitled to (and nothing in this Bill of Lading shall operate to deprive or limit such entitlement) the full benefit of, and rights to, all limitations of and exclusions from liability and all rights conferred or authorized by any applicable law, statute, or regulation of any country and any law, statute, or regulation available to the owner(s) of the Ship on which the Goods are carried.
(B) PORT-TO-PORT SHIPMENTS
The responsibility of Carrier is limited to that part of the Carriage from and during loading onto the Ship up to and during discharge from the Ship. Carrier shall not be liable for any loss or damage in respect of the Goods or for any matter arising during any other part of the Carriage even though Carrier has charged Charges for the whole Carriage. Merchant appoints Carrier as agent to enter into contracts on behalf of Merchant with others for Carriage of the Goods prior to loading and subsequent to discharge from the Ship without responsibility for any act or omission on the part of Carrier and Carrier may as such agent enter into such contracts with others on any terms, including terms less favorable than the Terms and Conditions in this Bill of Lading.
(C) COMBINED TRANSPORT SHIPMENTS
Save as is otherwise provided in this Bill of Lading, Carrier shall be liable for loss of or damage to the Goods occurring from the time that the Goods are Taken into its Charge until the time of delivery to the extent set out below.
(1) If the stage of Carriage where loss or damage occurred cannot be proved:
(a) Carrier shall be entitled to rely upon all exclusions from liability under the Rules or legislation that would have been applied under Clause 5(A)(1) had the loss or damage occurred at sea even if there was no Carriage by sea.
(b) Where under Clause (a) Carrier is not liable in respect of some of the factors causing the loss or damage, Carrier shall only be liable to the extent that those factors for which Carrier is liable have contributed to the loss or damage.
(c) Subject to the provisions of this Bill of Lading pertaining to Declared Value of Package or Customary Freight Unit, where the Hague Rules or any legislation applying such Rules or the Hague-Visby Rules (such as COGSA or COGWA) is not compulsorily applicable, Carrier's liability shall not exceed US$2.00 per kilo of the gross weight of the Goods lost, damaged, or in respect of which the claim arises, or the value of the Goods, whichever is the lesser.
(d) The value of the Goods shall be determined according to the commodity
exchange price at the place and time of delivery to Merchant or at the place and time when they should have been delivered or, if there is no such price, according to the current market price by reference to the normal value of goods of the same kind and quality, at such place and time.
(2) If the stage of Carriage where the loss or damage occurred can be proved:
(a) the liability of Carrier shall be determined by the provisions contained in any international convention or national law of the country where the loss or damage occurred if these provisions:
(i) cannot be departed from by private contract to the detriment of Merchant; and
(ii) would have applied if Merchant had made a separate and direct contract with Carrier in respect of the particular stage of Carriage where the loss or damage
occurred and had received as evidence thereof any particular document which must be issued in order to make such international convention or national law applicable;
(b) with respect of Carriage in the United States of America or in Canada to the Port of Loading or from the Port of Discharge, the responsibility of Carrier shall be to procure Carriage by one or more carriers, and such Carriage shall be subject to the inland carriers' contracts of carriage and tariffs, copies of which are available from Carrier upon request, and any law compulsorily applicable. Carrier guarantees the fulfillment of such inland carriers' obligations under their contracts and tariffs;
(c) where neither (a) or (b) above applies, any liability of Carrier shall be determined under Clause 5(C)(1) above.
- SCOPE OF CARRIER'S RESPONSIBILITY
(A) Carrier shall be liable during the period of responsibility detailed in Clause 5 above for loss of or damage to the Goods if Merchant proves that the occurrence which caused the loss or damage took place while the Goods were in Carrier's charge as defined herein, unless Carrier proves that no fault or neglect of its own, or of its employees, agents, servants, contractors, independent contractors, or subcontractors caused or contributed to the loss or damage; provided, however, that Carrier shall be responsible for the acts and omissions of its employees, agents, servants, contractors, independent contractors, and subcontractors only when such employees, agents, servants, contractors, independent contractors, and subcontractors are acting within the scope of their employment, agency, or contracts, as if such acts and omissions were its own.
(B) Notwithstanding Clause 5 and 6(A) above, with respect to Carriage in any countries other than the United States, if it is not approved or authorized under any applicable laws, rules, or regulations for Carrier to undertake such Carriage under its own responsibility, Carrier shall only be liable for procuring such Carriage by carriers or any other Persons authorized by competent governmental agencies to engage therein.
(C) Unless Carrier carries, stores, or physically handles the shipment, or is acting as a non-vessel operating common carrier, and loss, damage, expense, or delay occurs during such activity, Carrier assumes no liability as a carrier. Under these circumstances, Carrier is not to be held responsible for any loss, damage, expense, or delay to the Goods, but undertakes only to use reasonable care in the performance of its duties, including the selection of carriers, truckers, lightermen, forwarders, customshouse brokers, agents, warehousemen and others to whom it may entrust the Goods for Carriage. Carrier shall not be liable under any circumstances when the Goods are in the possession of such third parties. It is agreed that any claim for loss, damage, expense, or delay shall be only against such third parties in whose actual custody or control the Goods may be at the time of such loss, damage, expense, or delay.
7. CARRIER RELIEVED OF LIABILITY
Carrier shall be relieved of liability for delay, non-delivery, or misdelivery, or loss of or damage to the Goods occurring while the Goods are not in Carrier's custody, and for any loss or damage in all circumstances where the loss or damage was caused by: (a) an act or omission of Merchant, or any Person other than Carrier acting on behalf of Merchant or from whom Carrier has Taken the Goods in Charge; (b) insufficiency or defective condition of the packaging or marks and/or numbers; (c) Carriage, including handling, loading, stowage, or unloading of the Goods, by Merchant or any Person acting on behalf of Merchant; (d) inherent vice, including but not limited to wastage in bulk or weight, superficial rust, oxidation, or any condition due to moisture, of the Goods; (e) strike, lockout, stoppage or restraint of labor, the consequences of which Carrier could not avoid by exercise of reasonable diligence; (f) any cause or event which Carrier could not avoid and the consequences of which Carrier could not prevent by exercise of reasonable diligence; (g) acts of God/force majeure, war, or public enemies; (h) arrest or restraint of princes, rulers, or people, or seizure under legal process; (i) quarantine restrictions; (j) fire, unless caused by the action, fault, or privity of Carrier; (k) the act, neglect, or omission of the master, mariner, pilot, or servants of Carrier in navigation or management of the ship; (l) perils, dangers, and accidents of the sea or other navigable waters; (m) riots or civil commotions; (n) saving or attempting to save life or property at sea; (o) a nuclear incident if the operator of a nuclear installation or a Person acting for the operator is liable for this damage under an
applicable international Convention or national law governing liability in respect of nuclear energy; (p) latent defects not discoverable by due diligence; (q) compliance with instructions of Merchant; (r) robbery, theft, or pilferage; (s) flood; (t) quarantine, epidemics, or diseases; (u) injury, illness, death, delay, or destruction of or caused by live animals, even if caused or contributed to by any act, neglect, or default of Carrier or by the unseaworthiness or unfitness of any Ship, craft, conveyance, Container, or other thing: Merchant shall indemnify Carrier against all additional costs incurred for any reason in connection with the Carriage of live animals; (v) shallow water; (w) congestion; and (x) any cause or event arising without the actual fault and privity of Carrier.
The burden of proving that loss or damage was due to one or more of the above causes or events shall rest upon Carrier. When Carrier establishes that, in the circumstances of the case, loss or damage could be attributed to one or more of the causes or events specified above, it shall be presumed that it was so caused. The claimant shall, however, be entitled to prove that the loss or damage was not, in fact, caused wholly or partly by one or more of these causes or events.
- LIMITATION ON CARRIER'S LIABILITY
(A) Special, Incidental, or Consequential Loss.
Except as otherwise provided herein or as mandated by applicable laws, Carrier shall in no circumstances be liable for special, incidental, or consequential loss or damage, including but not limited to loss of profits, income utility, interest, or loss of market caused by delay or any other cause, whether or not Carrier had actual or constructive knowledge that such loss or damage might be incurred. Arrival times are not guaranteed by Carrier.
(B) Package or Customary Freight Unit Limitation.
(i) Where COGSA applies to this Bill of Lading (whether by its own force or by agreement), Carrier shall not be liable for loss or damage in an amount exceeding US$500 per package, or in case of Goods not shipped in packages, per customary freight unit, unless the nature and value of the Goods higher than this amount have been declared in writing by Merchant before Carrier's receipt of the Goods and inserted in this Bill of Lading and any extra Charges paid as required.
(ii) Where COGSA does not apply, but where the Hague Rules or any legislation making such Rules or the Hague-Visby Rules compulsorily applicable to this Bill of Lading apply, Carrier shall not, unless a declared value has been noted in accordance with (C) below, be or become liable for any loss or damage to or in connection with the Goods in an amount per package or customary freight unit in excess of the
limitation as laid down by such Rules or legislation. If no limitation amount is applicable under such Rules or legislation, the limitation shall be US$500 per package
or customary freight unit.
(iii) Where neither COGSA, nor the Hague Rules, nor any legislation applying such Rules or the Hague-Visby Rules is compulsorily applicable, Carrier's liability shall be no more than US$500 per package or the amount determined in accordance with the provisions set forth in Clause 5 above, whichever is the lesser.
(iv) When loss or damage occurs during one particular stage of a Combined Transport Shipment, in respect of which an applicable international convention or mandatory national law would have provided another limit of liability if a separate contract of carriage had been made for that particular stage of transport, then the limit of Carrier's liability for loss or damage shall be determined by reference to the provisions of such convention or mandatory national law.
(C) Ad Valorem: Declared Value of Package or Customary Freight Unit.
With Carrier's express consent, Carrier's liability may be increased to a higher value by a declaration in writing of the value of the Goods by Merchant before delivery to Carrier of the Goods for shipment, such higher value being inserted on the front of this Bill of Lading in the space provided and, if required by Carrier, extra Charges paid. In such cases, if the actual value of the Goods shall exceed such declared value, the value inserted on the front shall nevertheless be deemed to be the declared value and Carrier's liability if any, shall not exceed the declared value. Any partial loss or damage shall be adjusted pro rata on the basis of such declared value. IN CONSIDERATION OF CARRIER'S CHARGES FOR CARRIAGE OF ANY SHIPMENT, MERCHANT AGREES TO BE BOUND BY THE DEFINED LIABILITY LIMITATIONS CONTAINED IN THIS CLAUSE AND ALSO AGREE THAT MERCHANT HAS BEEN GIVEN AN OPPORTUNITY TO MAKE A DECLARATION OF THE VALUE OF THE GOODS IN EXCESS OF THE DEFINED LIABILITY LIMITATIONS AND TO PAY APPLICABLE EXCESS CHARGES AT THE TIME OF TENDER TO CARRIER AND THAT THE SUM ENTERED ON THE FACE OF THE BILL OF LADING, IF ANY, CONSTITUTES SUCH SPECIAL DECLARATION OF VALUE.
(D) Definition of Package or Customary Freight Unit.
Where a Container is used to consolidate Goods and such Container is stuffed by Carrier, the number of packages or customary
freight units stated on the face of this Bill of Lading in the box provided shall be deemed the number of packages or customary freight units for the purpose of any limit of liability per package or customary freight unit. The words "customary freight unit" shall mean each physical unit or piece of cargo not shipped in a package, including articles or things of any description, except Goods shipped in bulk, and irrespective of the weight or measurement unit employed in calculating Charges. As to Goods shipped in bulk, the applicable limitation shall be the limitation provided in such convention or law which may be compulsorily applicable, and in no event shall anything herein be construed to be a waiver of limitation as to Goods shipped in bulk.
(E) Because Carrier requires the assistance of others to perform the Carriage undertaken under this Bill of Lading, every one of Carrier's employees, agents, contractors, independent contractors and subcontractors, and all of their agents, employees, contractors, independent contractors and subcontractors performing such Carriage shall have the benefit of each and all of the Terms and Conditions of this Bill of Lading, including, but not limited to, any limitations of liability contained herein. The aggregate of the amounts recoverable from Carrier and the others identified in this clause shall in no case exceed thelimits provided for in this Bill of Lading.
9. NOTICE OF LOSS
Unless notice of the general nature of any loss or damage is given in writing to Carrier at the port of discharge or at such other place where Carrier is authorized to make delivery, before or at the time of the removal of the Goods into the custody of the Person(s) entitled to delivery under this Bill of Lading, such removal shall be prima facie evidence of the delivery by Carrier of the Goods in like quantity and condition as described in this Bill of Lading. If loss or damage is not apparent, this notice must be given within seven (7) days of the delivery.
- TIME BAR
Carrier shall be discharged from all liability in respect of loss, damage, misdelivery and all claims for damages unless suit is brought and jurisdiction obtained over Carrier by service of process within one (1) year after delivery of the Goods or the date when the Goods should have been delivered. In the event that this limitation period is found contrary to any convention or law compulsorily applicable, the time period required by the convention or law shall apply.
11. MERCHANT'S RESPONSIBILITY
(A) Merchant warrants to Carrier that in agreeing to the Terms and Conditions of this Bill of Lading, Merchant is the agent of and has the authority of every Person owning or entitled to the possession of the Goods and/or this Bill of Lading and any Person who has a present or future interest in the Goods and/or this Bill of Lading.
(B) The description and particulars of the Goods set out on the face of this Bill of Lading hereof are furnished by Merchant, and Merchant warrants to Carrier that these items including, but not limited to, nature, weight, content, measure, volume, quantity, quality, condition, marks, numbers, and value and, if applicable, the requirements of Clause 17 relating to dangerous or hazardous goods, are accurate and adequate. The description and particulars inserted in this Bill of Lading shall constitute prima facie evidence that the Goods have been Taken in Charge by the Carrier as described by such information unless a contrary indication, such as "Shipper's Weight, Load and Count", "Shipper Packed Container", "Said to Contain", or similar notation has been made in the printed text or superimposed on this Bill of Lading.
(C) Merchant shall clearly label and declare in writing the weight of any single piece or package exceeding 2,240 pounds gross before Carrier takes the piece or package in Charge.
(D) Merchant shall comply with all applicable laws, regulations, and requirements of customs, port, and other authorities and shall bear and pay all duties, taxes, fines, imposts, expenses, and losses incurred or suffered by reason thereof or by reason of any illegal, incorrect, or insufficient marking, numbering, or addressing of the Goods.
(E) Merchant undertakes that the Goods are packed in a manner adequate to withstand the ordinary risks of Carriage having regard to their nature and in compliance with all laws, regulations, and requirements which may be applicable. All Goods must be properly and sufficiently packaged to withstand damage due to normal handling during Carriage.
(F) Merchant shall be liable for any loss, damage, contamination, soiling, detention, or demurrage before, during, and after the Carriage of property (including, but not limited to, Containers) of Carrier or any Person (other than Merchant) or Ship caused by Merchant or any Person acting on Merchant's behalf or for which Merchant is otherwise responsible.
(G) Merchant shall defend, indemnify, and hold harmless Carrier against any loss, damage, injury, claim, liability, or expense arising from any breach of the provisions of this Clause, from any cause in connection with the Goods for which Carrier is not responsible, and from the Carriage of the Goods insofar as such loss, damage, injury, claim, liability, or expense exceeds Carrier's liability under this Bill of Lading.
12. NEW JASON CLAUSE
In the event of accident, danger, damage, or disaster before or after the commencement of the voyage, resulting from any cause, whether due to negligence or not, for which, or for the consequence of which, Carrier is not responsible, by statute, contract, or otherwise, the Goods or Merchant shall contribute with Carrier in general average to the payment of any sacrifices, losses, or expenses of a general average nature that may be made or incurred and shall pay salvage and special damages incurred in respect of the Goods. If a salving ship
is owned or operated by Carrier, salvage shall be paid for as fully as if the said salving ship or ships belonged to strangers.
13. GENERAL AVERAGE
Merchant shall indemnify and defend Carrier in respect of any claim of a general average nature which may be declared by or made on Carrier and shall provide a cash deposit or security as may be required by Carrier in order to cover the estimated general average contribution of the Goods and any salvage or special charges thereon either before delivery or within three months of the delivery of the Goods at Carrier's option, whether or not Merchant had notice of the contribution requirement at the time of delivery. General Average shall be adjusted, stated, and settled according to York-Antwerp Rules, at such port or place as may be selected by Carrier, and as to matters not provided for by these Rules, according to the law and usages of California.
14. BOTH TO BLAME COLLISION
If the Ship on which the Goods are carried (the "carrying vessel") collides with any other vessel or object (the "non-carrying vessel" or object) as a result of the negligence of the non-carrying vessel or object or the owner of, charterer of, or Person responsible for the non-carrying vessel or object, and the act, neglect, or omission of the carrying vessel, Merchant undertakes to defend, indemnify, and hold harmless Carrier against all claims by or liability to (and any expense arising therefrom) any vessel or Person in respect of any loss of, or damage to, the Goods or any claim of Merchant paid and payable to Merchant by the non-carrying vessel or object or the owner of, charterer of, or Person responsible for the non-carrying vessel or object and set-off, recouped, or recovered by the non-carrying vessel, object or Person(s) against Carrier, the carrying vessel, or her owners or charterers. This Clause also shall apply where the owners, operators, or those in charge of any ship or ships or objects other than, or in addition to, the colliding ships or objects, are at fault in respect to a collision, contact, stranding, or other accident.
Carrier shall have a lien which shall survive delivery on all Goods and any documents relating to the Goods for all Charges and amounts due under this Bill of Lading and for general average contributions, plus storage and demurrage fees. Carrier may enforce the lien in any manner permitted by law without liability to Merchant, and the costs and attorneys' fees related to such action shall be a part of the lien. If on enforcement of the lien the proceeds fail to cover the amount due and the costs and attorneys' fees incurred, Carrier shall be entitled to recover the deficit from Merchant.
16. DANGEROUS OR HAZARDOUS GOODS
(A) No goods which are or may become dangerous or hazardous or are or may become liable to damage any property or person shall be tendered to Carrier for Carriage without Carrier's advance express written consent.
(B) Merchant shall comply with rules which are mandatory according to Carrier's applicable Tariff and Service Guide and any national law or international convention relating to the Carriage of goods of a dangerous or hazardous nature, including but not limited to regulations requiring that the Container and/or the Goods be distinctly marked and/or labeled on the outside and requiring that the Goods be packed by Merchant in a manner adequate to withstand ordinary risks of Carriage having regard to their nature, and is required to inform Carrier in writing of the exact nature of the danger or hazard, any precautions to be taken, method(s) of rendering the Goods innocuous, and the full names, addresses, and telephone numbers of Shipper and Consignee before the Goods are Taken in Charge by Carrier.
(C) If Merchant fails to comply with the mandatory rules and/or written notification requirements set forth in Clause (A) and (B) above, and Carrier is unaware of the dangerous or hazardous nature of the Goods and the necessary precautions to be taken, and if, at any time, the Goods are deemed to be a danger or hazard to life or property, they may at any place be unloaded or landed, destroyed, abandoned, or rendered innocuous, as circumstances may require, without compensation or general average contribution, and Merchant shall be liable for all loss, damage, delay, penalties, fines, fees, Charges or expenses arising out of their being Taken in Charge, or their Carriage, or of any service incidental thereto. The burden of proving Carrier knew the exact nature of the danger or hazard constituted by the Carriage of the Goods shall rest upon Merchant.
(D) If any Goods shipped with the knowledge of Carrier as to their dangerous nature shall become a danger or hazard to life or property, they may in like manner be unloaded or landed any place or destroyed, abandoned, or rendered innocuous by Carrier. If such danger or hazard was not caused by the gross negligence or intentional misconduct of Carrier, these actions shall be without liability on the part of Carrier except to general average, if any, and Merchant shall be liable for all loss, damage, delay, penalties, fines, fees, Charges, or expenses arising out of their being Taken in Charge, or their Carriage, or of any service incidental thereto.
(A) Carrier may stuff any Goods in or on Containers and may stuff Goods with other goods.
(B) If a Container has been stuffed by or on behalf of Merchant, Carrier shall not be liable, and Merchant shall indemnify and defend Carrier, for loss of or damage to the Goods caused by the manner in which the Container has been stuffed, by the unsuitability of the Goods for Carriage in Containers, by failure to seal the Container at the commencement of the Carriage, unless Carrier has agreed to seal the Container, and/or by the unsuitability or defective condition of the Container provided that the unsuitability or defective condition arose without any want of due diligence on the part of Carrier and would have been apparent upon reasonable inspection by Merchant at or prior to the time when the Container was stuffed.
(C) If, by order of the authorities of any place, the Goods must be unpacked from their Containers to be inspected, Carrier shall not be liable for loss or damage incurred during the unpacking, inspection or repacking, and Carrier shall be entitled to recover the cost of unpacking, inspection, and repacking from Merchant.
(D) Containers other than flats or pallets and Goods may be stowed on deck without notice to Merchant and when so stowed shall participate in general average and shall be deemed for all purposes, including for purposes of general average and the legislation, the Hague Rules, or the Hague-Visby Rules compulsorily applicable to this Bill of Lading, to be stowed under deck, and such stowage on deck shall not be a deviation of any nature or degree.
(E) Special Containers or Containers of any particular quality, such as Containers with refrigeration, heating, insulation, or ventilation units, shall not be furnished or accepted for Carriage unless contracted for in writing at the time of booking and are subject to additional Charges and applicable Tariff and Service Guide rules.
The Goods and/or Merchant shall be liable for all expense of mending, cooperage, bailing, or reconditioning of the Goods or packages and gathering of loose contents of packages, also for any payment, expense, fine, penalty, dues, duty, tax, impost, attorney's fees, loss, damage, or detention paid, sustained, incurred by, or levied upon Carrier or the Ship in connection with the Goods, however caused, including any action or requirement of any government or governmental authority, or Person purporting to act under the authority thereof, seizure under legal process or attempted seizure, incorrect or insufficient marking, numbering or addressing of packages or description of the contents, failure to procure consular, Board of Health or other certificates to accompany the Goods or to comply with laws or regulations of any kind imposed with respect to the Goods by the authorities at any port or place, any act or omission of Merchant, or any proceedings by way of interpleader or otherwise which Carrier may bring to determine the right or ownership or possession in or to the Goods or Container(s).
A. Charges have been calculated on the basis of the description and particulars furnished and warranted by or on behalf of Merchant. Carrier shall be entitled to production of the commercial invoice for the Goods or true copy thereof and to inspect, reweigh, remeasure, and revalue the Goods and if the description and particulars are found by Carrier to be incorrect, Merchant shall pay Carrier the correct Charges (credit being given for Charges already paid, if any) and the costs incurred by Carrier in establishing the correct description and particulars.
B. Charges, whether prepayable or payable on a collect basis at destination, shall be deemed fully earned when the Goods are Taken in Charge by Carrier. Despite the acceptance by Carrier of instructions to collect Charges or other
expenses from a particular Person, each and every Person falling under the definition of Merchant in Clause 1 above remains responsible, jointly and severally, to pay all Charges and other expenses.
- Merchant shall reimburse Carrier in proportion to the amount of freight for any Charges for deviation or delay or other increase of costs of whatever nature necessitated by war, warlike operations, epidemics, strikes, government directions, force majeure, and the like. Merchant also shall be liable for return freight and Charges on any Goods refused exportation or importation by any public authority.
- PAYMENT TERMS
A. Two options are available to settle Charges incurred under this Bill of Lading: prepayment by the Shipper or collect from the Consignee. In the event that the appropriate billing party is not designated on the Bill of Lading, the primary liability shall become the Shipper's.
1. All Charges applicable to a prepaid shipment (a shipment on which the Charges are to be paid by the Shipper) are payable in cash or certified check, without discount, setoff, counterclaim, or deduction of any kind, within 21 days after the Ship's sailing date.
2. In the case of a collect shipment (a shipment on which the Charges are to be paid by the Consignee), all Charges applicable are payable in cash or certified check, without discount, setoff, counterclaim, or deduction of any kind, at the time of delivery.
B. Charges are payable in the currency named in this Bill of Lading or, at Carrier's option, in the currency of the country where the Goods are Taken in Charge by Carrier or of the country of destination. Merchant's attention is drawn to the stipulations regarding currency in which Charges are to be paid, rate of exchange, devaluation, and other contingencies relative to Charges in the applicable Tariff and/ or Service Guide.
C. Certain shipments must be prepaid unless the Shipper guarantees, in
writing, the payment of collect Charges. Merchant's attention is drawn to the listing(s) of these shipments in the applicable Tariff and/or Service Guide.
21. ANTI-REBATE POLICY
Extra Logistics,LLC has a policy against payment, solicitation, or receipt of any rebate, directly or indirectly, which would be unlawful under the United States Shipping Act of 1984.
22. METHODS AND ROUTE OF TRANSPORTATION
(A) Carrier may at any time and without notice to Merchant carry the Goods as a single or as several shipments and use any means of transport or storage; load or carry the Goods on any Ship whether named on the front of this Bill of Lading or not; transfer the Goods from one conveyance to another including transshipping by water, land, or air, or carrying the same on another Ship than that named on the front of this Bill of Lading or by any other means of Carriage; at any place unpack and remove Goods which have been stuffed in or on a Container and forward the same in any manner; proceed at any speed and by any route in Carrier's discretion (whether or not the nearest or most direct or customary or advertised route); comply with any orders or recommendation given by any government or authority or any Person or body acting or purporting to act as or on behalf of such government or authority or having under the terms of the insurance on the conveyance employed by Carrier the right to give orders or directions; permit the Ship to proceed with or without pilots, to tow or be towed or to be dry-docked; permit the vessel to carry livestock and cargo of all kinds, dangerous or otherwise, contraband, explosives, munitions, or warlike stores and sail armed or unarmed.
(B) The liberties set out in Clause (A) above may be invoked by Carrier for any purpose whether or not connected with Carriage of the Goods, including undergoing repairs, towing or being towed, adjusting instruments, dry docking, and assisting vessels in all situations. Anything done in accordance with Clause (A) above or any delay arising therefrom shall be deemed to be within thecontractual Carriage and shall not be a deviation of any nature or degree.
23. DELIVERY OF GOODS
(A) The Goods shall be deemed duly delivered when they have been handed over or placed at the disposal of Merchant or its agent in accordance with this Bill of Lading, or when the Goods have been handed over to any authority or other party to whom,
pursuant to the laws or regulations applicable at the place of delivery, the Goods must be handed over, or such other place at which Carrier is entitled to call upon Merchant to take delivery.
(B) If delivery of the Goods or any part thereof is not taken by Merchant at the time and place when and where Carrier is entitled to call upon Merchant to take delivery, Carrier shall be entitled without notice to remove from any Container the Goods or that part stuffed in or on a Container and to store the Goods or any part thereof ashore, afloat, in the open, or under cover, at the sole risk and expense of Merchant, whereupon, such storage shall constitute due delivery under this Bill of Lading and the responsibility of Carrier in respect of the Goods or that part thereof stored shall wholly cease. The cost and expense of such storage shall forthwith upon demand by Carrier be paid by Merchant. (C) If Merchant fails to take delivery of the Goods within the time provided for in Carrier's applicable Tariff and/or Service Guide or if in the opinion of Carrier the Goods are likely to deteriorate, decay, become worthless, or incur Charges whether for storage or otherwise in excess of their value, Carrier may, without prejudice to any other rights which Carrier may have against Merchant, without notice and without any responsibility attaching to Carrier, sell or dispose of the Goods and apply the proceeds of sale to reduce the sums due to Carrier from Merchant in respect of this Bill of Lading.
(D) If at any time the Carriage under this Bill of Lading is or is likely to be affected by any undue hindrance or risk of any kind (including the condition of the Goods) not arising from any fault or neglect of Carrier and which cannot be avoided by the exercise of reasonable diligence, Carrier may discharge or abandon the Carriage of the Goods under this Bill of Lading and, where reasonably possible, place or store the Goods or any part of them at Merchant's disposal at any place where Carrier may deem safe and convenient, or Carrier may retain the cargo on board until the return trip or until such time as Carrier deems advisable and later discharge or abandon the Goods at any place as herein provided, or Carrier may incur any reasonable additional expense necessary to continue the Carriage unimpeded by hindrance or risk. Under all of the aforesaid circumstances, Carrier shall not be required to give advance notice of discharge or abandonment of the Goods or their forwarding; and when the Goods are discharged or abandoned or otherwise dealt with as provided in this Clause, they shall be at the Goods' and Merchant's own risk and expense; such discharge constitutes complete delivery and performance under this Bill of Lading and Carrier shall be freed from any further responsibility. In accordance with this Clause, Carrier may, but is under no obligation to, open any Container or package at any time to inspect the Goods. For any services rendered to the Goods as provided above, Carrier shall be entitled to assess Charges amounting to a reasonable extra compensation.
(E) If Carrier makes a special agreement, whether by stamp hereon or otherwise, to deliver the Goods hereby receipted for at a specified dock or wharf at the port of discharge, such agreement shall be construed to require Carrier to make delivery at such specified dock or wharf only if, in the sole judgment of the master, the Ship can safely under her own power proceed to lie at, and return from, said dock or wharf.
(F) In case the cargo received by Carrier is a sealed Container(s) into which contents have been packed by or on behalf of Merchant, Carrier shall only be responsible for delivery of the total number of sealed Container(s) shown on the face hereof, and shall not be required to unpack the Container(s) and deliver the contents thereof in accordance with brands, marks, numbers, sizes, or types of packages or pieces. Such delivery shall be deemed as the full and complete performance of Carrier's delivery
obligation, and Carrier shall not be liable for any loss or damage to the contents of the Container(s). Merchant agrees to return such Container(s) promptly. In case the Goods have been stuffed into Container(s) by Carrier, Carrier may unpack the Container(s) and deliver the contents thereof and shall not be required to deliver the Goods in Containers.
(G) Goods that cannot be identified as to marks or numbers, cargo sweepings, liquid residue, or any unclaimed Goods not otherwise accounted for may be allocated for the purpose of completing delivery to the various Merchants of Goods of like character in proportion to any apparent shortage, loss of weight, or damage. Carrier is not responsible for loss of weight in bags or bales torn, mended, or with sample holes.
(H) Any mention herein of parties to be notified of the arrival of the Goods is solely for information of Carrier, and failure to give such notification shall not involve Carrier in any liability nor relieve Merchant of any obligation hereunder.
24. PARTIAL INVALIDITY
If any clause or provision of this Bill of Lading is adjudged to be invalid or unenforceable by any court or regulatory or self-regulatory agency or body, such invalidity or unenforceability shall attach only to such clause or provision and the remaining clauses will not be affected.
25. LAWS AND JURISDICTION
Disputes arising under this Bill of Lading shall be determined, at the option of Merchant, by the courts and, to the extent not otherwise dictated by these Terms and Conditions, in accordance with the law at: (a) the place where the Goods were Taken in Charge by Carrier or the place designated for delivery, or (b) the place of Carrier's branch or agency through which this Bill of Lading was issued. No proceedings may be brought before other courts, unless the parties expressly agree in writing on both the choice of another court or an arbitration tribunal and the law to be then applicable.
26. SHIPS ON CHARTER
In case of Goods being carried by a Ship not belonging to Carrier but chartered by Carrier, then Carrier shall be entitled to any and all rights, exemptions from and limitations of liability available to the owner of the Ship, as if the Bill of Lading had been issued by the owner of the Ship or on the owner's behalf.
Extra Logistics, LLC , Inc. U.S. Terms and Conditions.
CONDITIONS OF TRANSPORT
- In this contract and the Notices appearing hereon:
CARRIER includes, Extra Logistics, LLC and the air carrier issuing this air waybill and all carriers that carry or undertake to carry the cargo or perform any other services related to such carriage.
WARSAW CONVENTION means whichever of the following instruments is applicable to the contract of carriage:
- the Convention for the Unification of Certain Rules Relating to Carriage by Air, signed at Warsaw, 12 October 1929;
- that Convention as amended at The Hague on 28 September 1955;
- that Convention as amended at The Hague 1955 and by Montreal Protocol No. 1, 2, or 4 (1975) as the case may be.
MONTREAL CONVENTION means the Convention for the Unification of Certain Rules for Carriage by Air, done at Montreal on 28 May 1999.
2./2.1 Carriage is subject to the rules relating to liability established by the Warsaw Convention or the Montreal Convention unless such carriage is as defined by the applicable Conventions.
2.2 To the extent not in conflict with the foregoing, carriage and other related services performed by each Carrier are subject to:
2.2.1 applicable laws and government regulations;
2.2.2 provisions contained in the air waybill, Carrier's conditions of carriage and related rules, regulations, and timetables (but not the times of departure and arrival stated therein) and applicable tariffs of such Carrier, which are made part hereof, and which may be inspected at any airports or other cargo sales offices from which it operates regular services. When carriage is to/from the USA, the shipper and the consignee are entitled, upon request, to receive a free copy of the Carrier's conditions of carriage, which are those as stated herein. The Carrier's conditions of carriage include, but are not limited to:
188.8.131.52 limits on the Carrier's liability for loss, damage or delay of goods, including fragile or perishable goods;
184.108.40.206 claims restrictions, including time periods within which shippers or consignees must file a claim or bring an action against the Carrier for its acts or omissions, or those of its agents;
220.127.116.11 rights, if any, of the Carrier to change the terms of the contract;
18.104.22.168 rules about Carrier's right to refuse to carry;
22.214.171.124 rights of the Carrier and limitations concerning delay or failure to perform service, including schedule changes, substitution of alternate Carrier or aircraft and rerouting.
- The agreed stopping places (which may be altered by Carrier in case of necessity) are those places, except the place of departure and place of destination, set forth on the face hereof or shown in Carrier's timetables as scheduled stopping places for the route. Carriage to be performed hereunder by several successive Carriers is regarded as a single operation.
- For carriage to which the Montreal Convention does not apply, Carrier's liability limitation for cargo lost, damaged or delayed shall be 2 SDRs per kilogram unless a greater per kilogram monetary limit is provided in any applicable Convention or in Carrier's tariffs or general conditions of carriage.
5./5.1 Except when the Carrier has extended credit to the consignee without the written consent of the shipper, the shipper guarantees payment of all charges for the carriage due in accordance with Carrier's tariff, conditions of carriage and related regulations, applicable laws implementing the Warsaw Convention and the Montreal Convention, government regulations, orders and requirements.
5.2 When no part of the consignment is delivered, a claim with respect to such consignment will be considered.
6./6.1 For cargo accepted for carriage, the Warsaw Convention and the Montreal Convention permit shipper to increase the limitation of liability by declaring a higher value for carriage and paying a supplemental charge if required.
6.2 In carriage to which neither the Warsaw Convention nor the Montreal Convention applies Carrier shall, in accordance with the procedures set forth in its general conditions of carriage and applicable tariffs, permit shipper to increase the limitation of liability by declaring a higher value for carriage and paying a supplemental charge if so required.
7./7.1 In cases of loss of, damage or delay to part of the cargo, the weight to be taken into account in determining Carrier's limit of liability shall be only the weight of the package or packages lost, damaged or delayed.
7.2 Notwithstanding any other provisions, for "foreign air transportation" as defined by the U.S. Transportation Code:
7.2.1 In the case of loss of, damage or delay to a shipment, the weight to be used in determining Carrier's limit of liability shall be the weight which is used to determine the charge for carriage of such shipment; and
7.2.2 in the case of loss of, damage or delay to a part of a shipment, the shipment weight in 7.2.1 shall be prorated to the packages covered by the same air waybill whose value is affected by the loss, damage or delay. The weight applicable in the case of loss or damage to one or more articles in a package shall be the weight of the entire package.
- Any exclusion or limitation of liability applicable to Carrier shall apply to Carrier's agents, employees, and representatives and to any person whose aircraft or equipment is used by Carrier for carriage and such person's agents, employees and representatives.
- Carrier undertakes to complete the carriage with reasonable dispatch. Where permitted by applicable laws, tariffs and government regulations, Carrier may use alternative carriers, aircraft or modes of transport without notice but with due regard to the interests of the shipper. Carrier is authorized by the shipper to select the routing and all intermediate stopping places that it deems appropriate or to change or deviate from the routing shown on the face hereof.
- Receipt by the person entitled to delivery of the cargo without complaint shall be prima facie evidence that the cargo has been delivered in good condition and in accordance with the contract of carriage.
10.1 In the case of loss of, damage or delay to cargo a written complaint must be made to Carrier by the person entitled to delivery. Such complaint must be made:
10.1.1 In the case of damage to the cargo, immediately after discovery of the damage and at the latest within 14 days from the date of receipt of the cargo;
10.1.2 In the case of delay, within 21 days from the date on which the cargo was placed at the disposal of the person entitled to delivery.
10.1.3 In the case of non-delivery of the cargo, within 120 days from the date of issue of the air waybill, or if any air waybill has not been issued, within 120 days from the date of receipt of the cargo for transportation by the Carrier.
10.2 Such complaint may be made to the Carrier whose air waybill was used, or to the first Carrier or to the last Carrier or to the Carrier, which performed the carriage during which the loss, damage or delay took place.
10.3 Unless a written complaint is made within the time limits specified in 10.1 no action may be brought against Carrier.
10.4 Any rights to damages against Carrier shall be extinguished unless an action is brought within two years from the date of arrival at the destination, or from the date on which the cargo ought to have arrived, or from the date on which the carriage stopped.
- Shipper shall comply with all applicable laws and government regulations of any country to or from which the cargo may be carried, including those relating to the packing, carriage or delivery of the cargo, and shall furnish such information and attach such documents to the air waybill as may be necessary to comply with such laws and regulations. Carrier is not liable to shipper and shipper shall indemnify Carrier for loss or expense due to shipper's failure to comply with this provision.
- No agent, employee or representative of Carrier has authority to alter, modify or waive any provisions of this contract.
- Supplemental Definitions. As used throughout this contract:
13.1 "Extra Logistics, LLC 's Conditions of Carriage" means the "Conditions of Contract" set forth in Paragraphs herein.
13.2 "Extra Logistics, LLC " means Extra Logistics, LLC , Inc. Extra Logistics, LLC is a IAC Carrier as defined by law.
13.3 "Shipment" and "shipment" mean all pieces which are tendered to and are accepted by Carrier on a single airbill.
13.4 "Shipper" and "shipper" mean the party that tendered the Shipment, requested the Shipment be transported by Carrier, has an interest in the Shipment, or acts as an agent for any of the above.
13.5 The term "this contract" means the face of Extra Logistics, LLC 's Airbill and Extra Logistics, LLC 's Extra Logistics, LLC Conditions of Carriage as contained herein.
13.6 The term "conveyance" means any steamer, vessel, barge, aircraft, truck, trailer, or rail car, or any connecting conveyance while in the ordinary course of transit by land, sea, or air.
- Agreement to Terms. By tendering a Shipment to Extra Logistics, LLC or arranging with Extra Logistics, LLC for a Shipment's transportation or receiving Extra Logistics, LLC 's Airbill, Shipper agrees to all of Extra Logistics, LLC 's Conditions of Carriage. In the event any Shipment is tendered to Carrier on a straight bill of lading or any other shipping document, Shipper agrees that Extra Logistics, LLC 's Conditions of Carriage, as well as the terms and conditions in the tariff of Carrier shall supersede any rules, regulations or contractual terms contained on the shipping document on which the Shipment was tendered.
- Completion of Airbill and Packaging. Shipper certifies and represents to Carrier that the information inserted on the face of Extra Logistics, LLC 's Airbill is complete and accurate. Shipper warrants that each package in the Shipment is properly, accurately, and completely described on the shipping document, is properly classified, marked, labeled, and addressed, is packaged adequately to protect the enclosed goods to insure safe transportation with ordinary care and handling, and except as noted, is in good order and condition. For articles shipped in un-enclosed containers, Carrier shall not be liable for damage or loss unless mishandling and/or loss is evident and is so noted on the delivery receipt at the time of delivery. NOTE: Any Shipment in which delivery is made in exchange for a clear delivery receipt shall be prima facie evidence of having received ordinary care in handling.
- Limitations on Liability.
16.1 Carrier shall not be liable for any loss, damage, misdelivery, delay, non-delivery not caused by its own negligence, or any loss, damage, delay, misdelivery, or non-delivery caused by the act, default or omission of Shipper, the consignee, or any other party that claims an interest in the shipment; the nature of the shipment or any defect, characteristic, or inherent vice thereof; act of God, perils of the air, public enemies, public authorities acting with actual or apparent authority of law, acts, or omissions of customs or quarantine officials, riots, strikes, civil commotions, hazards incident to a state of war, weather conditions, or delay of aircraft or other vehicles used in providing transportation services; acts or omissions of any Carrier or other entity or person to which a shipment is tendered by Extra Logistics, LLC for transportation beyond that provided by Extra Logistics, LLC , regardless of whether the Shipper requested or had knowledge of such third party delivery arrangement.
16.2 The following articles shall not be accepted for carriage: any Shipment prohibited by law; original works of art, antiques, bonds, coins of any kind, currency, currency equivalents, furs, fur clothing, gems or stones (cut or uncut), industrial diamonds, gold or silver, coined concentrates, jewelry (other than costume jewelry), pearls, precious metals, securities (negotiable), time sensitive written material (for example, bids, contract proposals, etc.), ; or one-of-a-kind articles or models, prototypes, valuable rugs (that is, Oriental rugs, Persian rugs) and prints or lithographs . Carrier shall not be liable for any loss, damage, delay, liabilities or penalties resulting from the transportation of any of the foregoing articles, however described in Extra Logistics, LLC 's Airbill, and no employee or agent of Carrier has any authority to accept for transportation such articles or to waive the limitations herein contained.
16.3 Under no circumstances shall Carrier be liable for punitive or exemplary damages, or special or consequential damages or other indirect loss, however arising whether or not Carrier has knowledge or should have had knowledge that such damages might be incurred, including, but not limited to loss of profits, income, interest, utility or loss of market.
16.4 While Extra Logistics, LLC shall endeavor to provide delivery in accordance with regular delivery schedules, Extra Logistics, LLC shall not, except as the Convention may otherwise require, under any circumstances, be liable for delay in pick up, transportation or delivery of any shipment regardless of the cause of the delay.
Carrier's airfreight limitation of liability for lost, damaged or delayed freight shall be the lesser of: (A) the amount of the damages actually sustained and proven or (B) the greater of $0.50 per Kilo multiplied by the weight of the shipment, or $50.00 per shipment plus freight charges applicable to that part of the Shipment lost, damaged or delayed with a maximum of US$ 500.00 per package.
- Declared Value. Shipper assumes all risk of any loss, damage, or delay in excess of the liability limitations set forth herein unless a higher value is declared on the front of this airbill and the additional applicable charges are paid to Extra Logistics, LLC . If Shipper sends more than one piece on an airbill, Shipper shall specify the declared value for each piece; otherwise, the declared value for each piece shall be determined by dividing the total declared value by the number of pieces on the airbill. Regardless of the value declared, the number of Airfreight Shipments transported by Carrier, or the number of distinct shippers affected by a disaster, accident, or other event, Carrier's airfreight liability for loss, damage, or delay shall not be more than five hundred U.S. dollars (US$500.00) per package by any one conveyance, or in any one place, or at any one time, or in any one disaster, accident, or other occurrence as calculated in 16.4. Regardless of the value declared, Carrier's liability for loss, damage or delay shall not exceed the Shipment's repair cost, depreciated value or replacement cost, whichever is less.
- Claims Procedures.
18.1 No claim shall be processed by Carrier until all transportation charges have been paid. The amount of a claim may not be deducted from the transportation charges.
18.2 In the event of a claim the Shipment, its container(s), and its packing material shall be made available to Carrier for inspection at the delivery location shown on the Airbill. Written notice as required herein shall be dispatched to Extra Logistics, LLC at the following address: Extra Logistics, LLC , Inc., Attention: Claims Department, 5150 Candlewood Street , Suite 20-B , Lakewood, CA 90713.
Overcharges and Duplicate Payments
. Claims for overcharges or duplicative payments shall be made in writing and are extinguished unless received by Extra Logistics, LLC within one (1) year after the date of acceptance of the shipment by Extra Logistics, LLC .
- Right of Inspection and Screening. Shipper hereby consents to a search or inspection of the cargo, including screening of the cargo, by Carrier, the Transportation Security Administration of the U.S. Department of Homeland Security ("TSA"), or other authorized government authorities. Carrier is not obligated to open and inspect the contents of any Shipment. Carrier shall have the right to refuse any article, the transportation of which is prohibited by its tariffs or by applicable law, orders or regulations, or the transportation of which, in Extra Logistics, LLC 's judgment, would be unsafe. If such Shipment should be accepted or transported, Carrier reserves the right to remove it and, if necessary, to abandon it. Where circumstances permit, such Shipment shall be stored at Shipper's expense pending receipt of disposition instructions from Shipper.
- Right to Reject, Re-Route, or Use Different Mode of Transportation.
21.1 Carrier reserves the right to reject any Shipment for any reason whatsoever, including but not limited to, safety or security concerns. It is agreed that no time is fixed for the completion of carriage hereunder and that Carrier may, without notice and for any reason, (a) substitute alternate carriers or other means of transportation (including ocean and/or ground transportation) and (b) select the routing or deviate from that shown on the face hereof. Carrier assumes no obligation to forward the goods by any specified carrier, transportation mode, or route or to make connection at any point according to any particular schedule, and Carrier is hereby authorized to select, or deviate from, the transportation mode(s), carrier(s), or route(s), notwithstanding that the same may be stated on the face hereof. Shipper, consignee, and owner, jointly and severally guarantee payment of all charges and advances arising in such instances.
21.2 If Shipper requests motor carrier service or if Extra Logistics, LLC decides that Shipper's shipment should be transported by motor carriage rather than air for all or part of the transportation, Extra Logistics, LLC shall arrange with authorized motor carrier(s) to perform such transportation, which shall be done either as exempt carriage as defined by 49 U.S.C. § 13506(a)(8), or, if not exempt, as "contract carriage" within the meaning of 49 U.S.C. § 13102(4)(B) on the same cargo liability limitations and terms as contained in Extra Logistics, LLC 's Conditions of Carriage. Shipper expressly waives all rights and remedies it may have as to Extra Logistics, LLC and its subcontractor motor carriers under 49 U.S.C. Subtitle IV, Part B (excluding §§ 13703, 13706, 14101, and 14103) to the full extent permitted by 49 U.S.C. § 14101(b)(1), each as amended from time to time.
- Hazardous Materials/Dangerous Goods. Shipper shall limit all packages containing hazardous materials/dangerous goods to the materials and quantities authorized for air transportation under the U.S. Department of Transportation ("USDOT") hazardous materials transportation regulations (49 C.F.R. Parts 171, 172, and 173). Shipper shall ensure that each Shipment requiring a Shipper's Declaration of Dangerous Goods under the IATA Dangerous Goods Regulations is accompanied by properly executed Declaration documents in conformity with the requirements of such IATA Regulations. Shipper shall also ensure, and Shipper hereby certifies, that, before tendering any Shipment containing hazardous materials/dangerous goods to Carrier, the contents of this consignment are fully and accurately described on the shipping papers by proper shipping name; are not prohibited for transport by air by the HM/DG Regulations; and are properly classified, packaged, marked, and labeled, and in proper condition for carriage by air as required by the HM/DG Regulations. Shipper hereby declares that all of the applicable air transport requirements have been met. This Paragraph shall apply regardless of the routing or transportation mode by which the Shipment is transported. Carrier reserves the right to reject any Shipment containing any known or suspected dangerous goods.
- Storage. If for any reason, it is impossible for Carrier to complete this contract or if the consignee fails to accept delivery of the Shipment or any part thereof, Carrier shall notify Shipper and then may store the goods at the storage rates provided in its tariffs or, at its option may store the goods in the public warehouse in which event the storage rates charges by such warehouse shall apply. Goods which remain unclaimed for a period of thirty (30) days from the date of notice to Shipper may be sold by Carrier at public or private sales and the proceeds of such sale may be applied against any outstanding freight charges, advances or charges of any kind which are due. Any balance remaining after payment of such charges shall be remitted to Shipper, the consignee, or owner. However, Shipper, consignee, and owner shall remain jointly and severally liable to Carrier for any deficiency should the proceeds of such sales be insufficient to offset all charges due Carrier with respect to the goods. Shipper and consignee agree jointly and severally to indemnify Carrier and to hold carrier harmless against all loss and expense, including attorney's fees of whatever nature brought by any other owner or other person having an interest in the goods sold under this provision.
- Custom Duties and Other Fees. Carrier is authorized (but shall be under no obligation) to advance any duties, taxes, or charges and to make any disbursements with respect to the goods, and Shipper, owner and consignee shall be jointly and severally liable for the reimbursement thereof. Carrier shall be under no obligation to incur any expense or to make any advance in connection with the forwarding of the goods except against repayment by Shipper. If it is necessary to make customs entry of the goods at any place, the goods shall be deemed to be consigned at such place to the person named on the face hereof as customs consignee or, if no such person be named, to such customs consignee as Carrier may designate.
- Lien Rights. Extra Logistics, LLC shall have a lien on any and all documents and Shipments of Shipper under Extra Logistics, LLC 's actual or constructive possession or control for monies owed to Extra Logistics, LLC with regard to the Shipment on which the lien is claimed, prior Shipment(s) or both. In the event Extra Logistics, LLC exercises its lien it shall notify Shipper of the exact amount of monies due and owing by Shipper. Extra Logistics, LLC shall also notify Shipper of all storage and continuing charges accruing on Shipments subject to Extra Logistics, LLC 's lien. Extra Logistics, LLC may refuse to surrender possession of the Shipment(s) until such charges are paid. Extra Logistics, LLC shall release its lien upon receipt of payment by Shipper of the total amount due. In the event Shipper does not satisfy Extra Logistics, LLC 's lien within fifteen (15) days of Extra Logistics, LLC 's exercise of the lien, Extra Logistics, LLC shall have the right, but not the obligation, to sell such Shipment(s) at public or private sale or auction without further notice to Shipper.
- Payment Term. All charges are due and payable upon receipt of the invoice. Any payment which is past due shall be subject to an additional charge of one and one-half percent (1-½%) per month of the outstanding balance due or the maximum interest rate permitted by applicable law, whichever is less, together with all collection costs, including reasonable attorney fees, incurred by Carrier.
- Severability. If any provision contained or referred to in Extra Logistics, LLC 's Airbill and herein,may be contrary to mandatory law, government regulations, orders, or requirements, such provision shall remain applicable to the extent that it is not overridden thereby. The invalidity of any provision shall not affect any other part hereof.
- Shipper's Indemnities. Shipper and consignee shall indemnify and hold Carrier and its agents harmless for loss/damage/delay or any monetary losses which are a result of auxiliary services including but not limited to local cartage, crating, uncrating, packing, and unpacking which are requested by Shipper or consignee and arranged by Carrier as a customer service unless such services are actually performed by Carrier or its agents. Such indemnity shall extend to the selection by Carrier of the providers of the auxiliary services. Auxiliary services are those which are performed prior or subsequent to transportation and which may be billed directly by the provider of the services or by Carrier. Providers of auxiliary services are contractors for Shipper or consignee and not agents of Carrier. Local cartage is the movement of unpackaged/uncrated freight. NOTE: Under no circumstances shall the liability of Carrier for any monetary loss which is a result of any auxiliary services performed by Carrier or its agents be greater than the liability set forth in this contract, even if such loss was foreseeable.
- Dispute Resolution and Governing Law. The Extra Logistics, LLC 's Conditions of Carriage and the services provided by Carrier under Extra Logistics, LLC 's Airbill shall be governed by and subject to the applicable federal law of the United States and by the laws of the State of California, without regard to the choice-of-law rules of California or any other State. SHIPPER AND CARRIER AGREE THAT ANY CLAIM OR DISPUTE ARISING FROM OR IN CONNECTION WITH THIS CONTRACT, WHETHER UNDER FEDERAL, STATE, LOCAL, OR FOREIGN STATUTES, REGULATIONS, OR COMMON LAW, SHALL BE BROUGHT EXCLUSIVELY IN THE STATE OR FEDERAL COURTS SERVING LONG BEACH, CALIFORNIA. SHIPPER AND CARRIER HEREBY CONSENT TO THE JURISDICTION OF SUCH COURTS. In the event Shipper files an action against Carrier, Shipper hereby consents to any Carrier-instituted transfer of such action to any other venue in which Carrier is a party or subsequently becomes a party to an action concerning loss, damage or delay to the cargo that is the subject of Shipper's action. Should Carrier successfully defend itself or any legal actions brought by any party with an interest in this Shipment, Carrier shall be entitled to reasonable attorney fees and costs. The parties agree that no consolidated claims or class actions shall be arbitrated.
- Domestic Shipments. In the event that Extra Logistics, LLC 's Airbill is used for domestic air freight movement (any shipment that originates in, is destined for, and does not include an ultimate destination or stop outside of the United States or any U.S. territory, possession, or commonwealth), Carrier's limitation of liability for lost, damaged or delayed freight shall be specified by Shipper in the manner set forth in Section 17 hereof.
- Shipments to Which Convention Does Not Apply, Other Than Domestic Shipments. For airfreight carriage that is not a domestic shipment as addressed in Paragraph 30 and to which neither the Warsaw Convention nor the Montreal Convention applies, Carrier's limitation of liability for lost, damaged, or delayed freight shall be 1 SDR per kilogram, plus freight charges applicable to that part of the Shipment lost, damaged or delayed unless a different declared value is specified by Shipper in the manner set forth in Section 17 hereof.
- Cargo Security Requirements. Shipper acknowledges that Extra Logistics, LLC , like all indirect air carriers, is required by TSA to maintain an air cargo security program. If Shipper is acting as an agent, authorized representative, broker, carrier, consolidator, or other freight intermediary for any other person or entity, Shipper shall disclose that fact to Extra Logistics, LLC and shall assist Extra Logistics, LLC in complying with the TSA requirements by enabling Extra Logistics, LLC to obtain any necessary documents from, or otherwise qualify, such other person or entity. If Shipper, as the person who originates and tenders cargo for air transportation or as such person's representative, is an individual (natural person), such person shall advise Extra Logistics, LLC of that fact, and Extra Logistics, LLC shall, if required by law, provide Shipper or such person with a Privacy Act Notice.
- Code of Ethics and Business Conduct. Extra Logistics, LLC , Inc. is committed to conducting operations with the highest standards of business conduct and ethics. It is important that our customers and suppliers understand that we believe a strong and proactive culture of ethics is critical to all of our success and growth. Extra Logistics, LLC , Inc. expects all vendors and agents to act within the spirit of our code of ethics and business conduct in order to maintain an ongoing business relationship.