TERMS AND CONDITIONS
1.All and any business undertaken, including any advice, information, or service provided whether gratuitously or not by UGLS Saudi Arabia Ltd. (hereinafter called “the Company”) is transacted subject to the Conditions hereinafter set out and the applicable General Terms and Conditions. Each Condition shall be deemed to be incorporated in and to be a Condition of any agreement between the Company and its Customers.
2. The Company is not a common carrier and only deals with goods subject to the Conditions. No agent or employee of the Company has the Company’s authority to alter or vary these Conditions. Whenever the Company is instructed to undertake or arrange transport, storage or any other service, it shall be authorized to entrust the goods or arrangements to third parties subject to the latter’s contractual conditions. The customer shall be bound by such conditions and shall indemnify the Company against any claims arising out of their acceptance. It is agreed that the goods described herein are accepted in apparent good order and condition (except as noted) for carriage subject to these Conditions. The Customer’s attention is drawn to third carrier’s limitations of liability. The customer may increase such limitations of liability by declaring a higher value (where optional) for carriage and paying a supplemental charge, if required.
3. These Conditions apply to all contracts for the transportation of goods, irrespective of whether they concern freight forwarding, carriage, warehousing or other services common to the freight forwarding trade; these also include logistical services commonly provided by freight forwarders in connection with the carriage and storage of goods. The freight forwarder is only responsible for arranging the necessary contracts required for the performance of these services. The Conditions are expressly not applicable for contracts that deal exclusively with:
4.If any legislation is compulsorily applicable to any business undertaken, these Conditions shall as regard such business be read as subject to such legislation and nothing in these Conditions shall be construed as a surrender by the Company of any of its rights or immunities or as an increase of any of its responsibilities or liabilities under such legislation and if any part of these Conditions be repugnant to such legislation to any extent such part shall as regards such business be void to that extent but no further.
5.Customers entering into transaction of any kind with the Company expressly warrant that they are either the owners or the authorized agents of any goods to which the transaction relates and further warrant that they are authorized to accept and are accepting these Conditions not only for themselves but also as agents for and on behalf of all other persons who are or may thereafter become interested in the goods.
6. The Company shall act in the interest of his principal and fulfill his duties with due care.
7. Subject to express instructions in writing given by the Customer, the Company reserves to itself absolute discretion as to the means, route and procedure to be followed in the handling, transportation and storage of goods. Further, if in the opinion of the Company it is at any stage necessary or desirable in the Customer’s interest to depart from those instructions, the Company shall be at liberty to do so.
8.Pending forwarding or delivery, goods may be warehoused or otherwise held at any place or places at the sole discretion of the Company and the cost thereof shall be for the account of the Customer.
9. Except where the Company is instructed in writing to pack the goods, the Customer warrants that all goods have been properly and sufficiently packed and/or prepared.
10. The Company is entitled to retain and be paid all brokerages, commissions, allowances, and other remunerations.
11. Quotations are given on the basis of immediate acceptance and are subject to withdrawals or revisions. Further unless otherwise agreed in writing the Company shall be after acceptance at liberty to revise quotations or charges with or without notice in the event of changes occurring in currency exchange rates, rates of freight, insurance premiums, or any changes applicable to the goods.
12. The Customer shall be deemed to be bound by and to warrant the accuracy of all descriptions, values and other particulars furnished to the Company for Customs, Consular, and other purposes and he undertakes to indemnify the Company against all losses, damages, expenses, and fines whatsoever arising from any inaccuracy or omission even if such inaccuracy or omission is not due to any negligence.
13. The Customer shall be liable for any duties, taxes, imports, levies, deposits, or outlay of any amount levied by the authorities at any port or place for or in connection with the goods or for any payments, fines, expenses, loss or damage whatsoever incurred or sustained by the Company in connection therewith.
14. When the goods are accepted or dealt with upon instructions to collect freight, duties, charges or other expenses from the consignee or any other person the Customer shall remain responsible for the same if they are not paid by such consignee or other person immediately when due.
15. No insurance will be effected except upon express instructions given in writing by the Customer, and all insurance effected by the Company are subject to the usual exceptions and conditions of the policies of the insurance company or underwriters taking the risk. The Company shall not be under any obligation to effect a separate insurance on each consignment but may declare it on an open general policy. Should the insurers dispute their liability for any reason the insured shall have recourse against the insurers only and the Company shall not be under any responsibility or liability whatsoever in relation thereto notwithstanding that the premium upon the policy may not be at the same rate as that charged or paid to the Company by its Customer.
16. (i) The Company shall not be responsible for any loss of or damage to goods or for any non-delivery or wrong delivery except upon proof that the loss, damage, non-delivery or wrong delivery occurred whilst the goods were in the actual custody of the Company and under its actual control and that such loss, damage, non-delivery or wrong delivery was due to the willful neglect or default of the Company or its own servants. (ii) The Company shall only be liable for any non-compliance with instructions given to it if it is proved that the same was caused by the willful neglect or default of the Company or its own servants. (iii) Save as aforesaid the Company shall be under no liability whatsoever, however arising and whether in respect of or in connection with any goods or any instructions, business, advice, information or service or otherwise. (iv) Further and without prejudice to the generality of the preceding sub-condition, the Company shall not in any event whether under sub-conditions (i) or (ii) or otherwise, be under any liability whatsoever for any consequential loss or loss of market or fire or consequence of fire or delay or deviation however caused. (v) The Company shall not be liable under any circumstances for any loss, damage or expenses arising from or in any way connected with marks, weights, numbers, dimensions, brands, contents, quality, or description of any goods. (vi) The Company shall not be liable for delay or detention arising there from except upon proof that the delay, detention, loss, damage or deterioration was due solely to the willful negligence of the Company or its servants.
17. In any event the Company shall be discharged from all liability: (a) for loss from a package or an unpacked consignment or for damage or wrong delivery (howsoever caused) unless notice to be received in writing within seven days after the end of the transit where the transit ends in Saudi Arabia or within fourteen days after the end of transit where the transit ends at any place outside Saudi Arabia; (b) for loss or non-delivery of the whole of a consignment or any separate package forming part of the consignment (however caused), unless notice to be received in writing within twentyeight days of the date when the goods should have been delivered; (c) loss of a particular market; (d) Indirect or consequential damages; (e) Loss or damage arising from the perishable, hazardous, fragile or brittle nature of the mechanical arrangements of the goods or for loss or damage caused by force majeure, theft or robbery, Acts of God, damage by animals and inherent vice; (f) for visibly damaged goods where the Customer signs a receipt without complaint.
18. (a) The Company shall not be obliged to make any declaration for the purpose of any statute or convention or contract as to the nature or value of any goods or as to any special interest in delivery, unless expressly instructed by the Customer in writing. (b) Where there is a choice of rates according to the extent or degree of the liability assumed by the carriers, warehousemen or others, goods will be forwarded, dealt with, etc., at Customer’s risk or other minimum charges, and no declaration of value (where optional) will be made, unless express instructions in writing to the contrary have previously been given by the Customer.
19. Perishable goods, which are not taken up immediately upon arrival or which are insufficiently addressed or marked or otherwise not readily identifiable, may be sold or otherwise disposed of without any notice to the Customer and payment or tender of the net proceeds of any sale after deduction of charges and expenses shall be equivalent to delivery. All charges and expenses arising in connection with the date or disposal of the goods shall be paid by the Customer
20. Except under special arrangements previously made in writing the Company will not accept or deal with any noxious, dangerous, hazardous or inflammable or explosive goods or any goods likely to cause damage. Should any Customer nevertheless deliver any such goods to the Company or cause the Company to handle or deal with any such goods otherwise than under special arrangements previously made in writing, he shall be liable for all loss or damage whatsoever caused by or in connection with the goods however arising and shall indemnify the Company against all penalties, claims, damages, costs and expenses or otherwise dealt with at the sole discretion of the Company or any other person in whose custody they may be at the relevant time. If such goods are accepted under arrangement previously made in writing they may nevertheless be so destroyed or otherwise dealt with on account or risk to other goods, property, life or health. The expression “goods likely to cause damage” includes goods likely to harbor or encourage vermin or other pests.
21. Except under special arrangements previously made in writing the Company will not accept or deal with bullion, coins, precious stones, jewelry, valuables, antiques, pictures, livestock or plants. Should any Customer nevertheless deliver any such goods otherwise than under special arrangements previously made in writing the Company shall be under no liability whatsoever for or in connection with the goods howsoever caused.
22. Without prejudice to Condition 5 the Company shall have the right to enforce any liability of the Customer under these Conditions or to recover any sums to be paid by the customer under these Conditions not only against or from the Customer but also if it thinks fit against or from the sender and/or consignee and/or owner of the goods. All sums shall be paid to the Company in cash immediately when due without deduction and payment shall not be withheld or deferred on account of any claim, counterclaim or set-off.
23. All goods (and documents relating to the goods) shall be subject to a particular and general lien and right of detention for monies due either in respect of such goods, or for any particular or general balance or other monies due from the Customer or the sender, consignee or owner to the Company. If any monies due to the Company are not paid within one calendar month after notice has been given to the person from whom the monies are due that such goods are being detained, they may be sold by auction or otherwise at the sole discretion of the Company and at the expense of such persons and the net proceeds applied in or towards satisfaction of such financial obligation.
24. In addition to and without prejudice to the foregoing Conditions the Customer undertakes that he shall, in any event, indemnify the Company against all liabilities whatsoever suffered or incurred by the Company arising directly or indirectly from or in connection with the Customer’s instructions or their implementation or the goods, and in particular the Customer shall indemnify the Company in respect of any liability whatsoever it may be under to any servant, agent or sub-contractor or any hauler, carrier, warehousemen, or other person whatsoever at any time involved with the goods arising out of any claim made directly or indirectly against any such party by the Customer or by any sender, consignee or owner of the goods or by any person interested in the goods or by any person whatsoever.
25. The servants, employees, and agents of the Company shall be entitled to the benefit of all provisions in these Conditions which exclude or restrict tortuous liability of any kind.
26. All agreements between the Company and its customers shall be governed by Saudi Arabian law. The place of jurisdiction is Riyadh. If trade customs or legal provisions differ from these Conditions, these Conditions take precedence unless these legal provisions are mandatory.