BALT-HELLIN AS general terms and conditions for carrying out international transport in the food sector using forwarding agents and freight carriers
(BALT-HELLIN AS general terms and conditions international transport)
1.1. These general terms and conditions apply to all contracts, contractual arrangements and ancillary agreements about carrying out international, cross-border transport services provided nothing else is stipulated as mandatory by the law.
1.2. The freight carriers' or forwarding agents' (hereafter contractor) own terms and conditions do not apply unless BALT-HELLIN AS as the employer has expressly agreed otherwise.
1.3. Provided the validity of national general forwarding agent conditions are agreed, these only apply subordinately to the BALT-HELLIN AS general terms and conditions.
1.4. Only the law of the Federal Republic of Germany applies provided no other mandatory legal regulations are contrary to this, as agreed. This also applies if CMR1 guidelines make reference to national law.
2. Conclusion of contract
2.1 Orders and order changes are generally issued by e-mail. BALT-HELLIN AS sends an order e-mail to this end with the essential information for the transport to be carried out. Upon receipt of a corresponding confirmation e-mail on the part of the contractor a corresponding transport contract results. The deadline for collection of goods abroad is generally agreed independently with the supplier of the goods. The arrival date and local time in Tartu, Republic of Estonia, apply.
Upon agreement the internet platform 'HELLIN Direct Transport' can be used for contractual arrangement and processing. Here, orders can be confirmed and modified and loading and collection deadlines agreed and the location of transport vehicles can be updated.
2.2 If the contractor does not carry out the transport itself but commissions a sub-contractor to this end, the selection and monitoring of the sub-contractor is to be carried out by the contractor with the due diligence of a proper businessman.
2.3 The working languages between BALT-HELLIN AS and the contractor are German, English or Estonian as appropriate. Communication in other languages is not legally binding for BALT-HELLIN AS.
2.4 Deviation from these general terms and conditions, order modifications or ancillary agreements must occur at least via e-mail even if they were initially made by telephone.
2.5 If the corresponding e-mails from BALT-HELLIN AS or data from HELLIN Direct Transport can be presented a disputable presumption for their correctness applies.
The prices agreed between the parties are fixed prices for the agreed services and are all-inclusive. Insofar they exclude additional charges from the contractor of any kind.
4. Dates and deadlines
4.1 The delivery dates and deadlines and time-windows agreed are binding. Decisive for compliance with the delivery date, deadline or the conceded time-window is the receipt of undamaged goods at the delivery address named by BALT-HELLIN AS. Deadlines begin on the date the order is issued, provided nothing else is determined.
4.2 If the contractor recognises that an anticipated time-window cannot be met or that only a part of the delivery can be made by the deadline it is to inform BALT-HELLIN AS immediately. In particular if there has been an accident. If these are represented by it, it is to replace any resulting damaged goods from the omitted or delayed notification. Separate contractual penalty regulations remain unaffected by this. The acceptance of a delayed delivery or a partial delivery does not mean replacement claims cannot be made.
5. Place of fulfilment
Provided nothing else has been agreed, the delivery address requested or named by BALT-HELLIN AS is the place of fulfilment for the contractor's obligation. For all remaining obligations on both parts the place of fulfilment is the BALT-HELLIN AS headquarters in Tartu, Republic of Estonia.
6. Carrying out the transport
6.1 An independent auditing duty is incumbent on the contractor in regard to the content, completeness and correctness of the accompanying papers, provided it realises this.
During transportation the employer's instructions are to be adhered to and the employer must be immediately informed of all special features which arise. If an instruction is still missing, the contractor is to negotiate according to dutiful discretion in the suspected intention of the employer; otherwise it will become liable for damages.
6.2 The transport risk, the danger of any deterioration including coincidental destruction, is born by the contractor until delivery and the signing of the CMR note at the delivery address named by BALT-HELLIN AS.
6.3 Loading and unloading obligations are agreed between the parties. If the contractor takes part in loading or unloading or can observe these, it is affected insofar by a complete monitoring and inspection duty in the sense of §§ 412,427 of the German HGB2, which begins with loading and ends with unloading. The employer's agreement is required for reloading.
6.4 Loading and unloading generally occurs in the working day time-window between 8 am and 12 pm at an agreed time, provided a different regulation has not been made. Any deviation from this without the appropriate regulation is at the expense of the contractor. Regulations extending beyond this about the downtimes and stall money are to be agreed between the parties. Otherwise, the waiting times of the contractor in the scope of loading and unloading are to be up to 3 hours for a full load without additional remuneration and without stall money, provided nothing else has been agreed between the parties. The waiting time is to be reduced accordingly for collective shipments.
6.5 Freight papers are issued by BALT-HELLIN AS or the respective dispatcher. However the original inspection duty in regard to the content, the completeness and the correctness of the papers is incumbent upon the contractor provided it has realised this.
6.6 The rights of the contractor according to §§ 416, 417 HGB and the legal termination rights - provided permitted - are expressly excluded, whereby any claim from the freight carrier for extra or stall charges remain unaffected by this. The instructions of the employer are to be followed at all times, insofar, § 418 Abs. 5 HGB is excluded.
6.7 Pallets or pallet cages are to be used for loading.
6.8 If there are toll charges, the contractor is obliged to pay the toll in the scope of the automatic toll collection system, provided this is actually possible and reasonable for it.
6.9 if the contractor does not fulfil this obligation culpably and due to this this or through premeditated unpaid tolls or is forbidden from further travel according to § 7 para. 7 ABMG3 which results in delays or other hindrance to transport, a contractual penalty of 250 EUR will be liable for each violation, irrespective of all other rights.
7. Vehicle condition
Only vehicles which are suitable for the respective transportation in the food sector may be used. They must be technically and visually faultless and correspond to all the valid legal and official regulations. This applies for silo vehicles or refrigerated transporters accordingly. In addition, all the required transport permissions must be presented.
Floors, walls, ceilings and tarpaulins as well as doors and door seals must be in a technically faultless state. This also applies for equipment to be transported such as tension straps, clamping boards or other lashing provisions. The vehicles must be swept clean with clean, dry, nail and odourless and loading space which can be accessed by a fork-lift truck. If a complete HGV is commissioned, this may neither be unloaded nor loaded with third-party pallets. If this is the case and the HGV4 is still loaded, the freight price is reduced by the percent of space not available. The floor must be able to withstand the full load, holes in the walls are not permissible, door locks must be easy to use and fully functional.
Temperature-controlled transport is to be carried out using the respective vehicle suitable for transport and the transport goods which has the required climate control technology (for example, multi-temperature, separating wall, hydraulic platform). As the vehicles are to be used in the food sector, regular maintenance, cleaning and disinfection is a mandatory prerequisite. For documentation of the seamless adherence to the cooling chain, a temperature log of the data logger is to be submitted with the transport invoice or updated using HELLIN Direct Transport.
If a vehicle does not meet these requirements, it will be rejected by us. Should delays result from this which cause us expense, the resulting costs or if the goods arrive late to the customer, the resulting costs in addition to the subsequent costs will be borne by whoever caused this or the contractor.
8. Load safety
The safe transport and intact arrival of our goods with the customer is our company goal. The freight carriers used by us must be subordinate to this goal generally.
This occurs by transporting our goods with suitable measures for load safety and through driver behaviour which ensures that they arrive at their goal safely even under extreme traffic conditions and thereby also does not endanger the motorists and / or other residents who may be in the traffic area.
According to the legal conditions, load safety is incumbent upon the contractor as the freight carrier. The full responsibility lies therefore solely with the contractor. It is to ensure that the vehicle is equipped with on-board, regulation, permitted and reusable load safety equipment, for example, locks such as clamping and insertion boards or moveable separating walls, wedges, DIN standard compliant lashing material such as belts, ropes and nets, adjustable fixing points on the loading space, punched rails on the floor etc.
The load safety is to be carried out immediately after the loading process is completed or after a partial unloading, by the vehicle driver. He is responsible for the proper stowage and safety of goods in the vehicle and therefore for the operational safety and transport safety of the load to the final unloading point. The German VDI5 guideline series 2700 for loading safety is to be adhered to as far as possible.
The freight carrier guarantees the proper stowage and safety of goods in the vehicle and releases BALT-HELLIN AS from all liability towards third parties in the event of a violation of this obligation.
As transport is carried out in the food sector, additional loads must be odour and emission free and insofar suitable and harmless for additional transport with foodstuffs.
9.1 The sender packages the freight goods. Insofar as this is realised by the contractor, there is a full inspection duty in regard to packaging and its labelling incumbent upon it before taking the load. Any faults are to be shown to BALT-HELLIN AS immediately. In the event that the contractor does not immediately show faults, the assumption is that the load has been properly packed, labelled and handed over.
9.2 Packaging and outer packaging may not be opened without consent from BALT-HELLIN AS.
10.1 Provided nothing else has been agreed, payments are carried out in customary manner within 60 working days purely net. The start of this term is the date the invoice is received, however at the earliest on the day of the delivery / service. In the interests of speedy settlement of received invoices, payments made do not apply as recognition of proper provision of service.
10.2 Changes to contractor bank details are only observed by BALT-HELLIN AS if these have been notified to our payment department at least by e-mail with a 4 week pre-amortisation period. Otherwise, payments will be made automatically to the old account with discharging effect.
10.3 The contractor is only authorised to represent claims against BALT-HELLIN AS by third parties with prior written agreement. The place of fulfilment for payments from BALT-HELLIN AS is the central headquarters in Tartu, Republic of Estonia.
11.1 For cross-border traffic and international transport - insofar as this is not mandatory - the liability according to CMR for road traffic is decisive, otherwise it is according to the German HGB and forwarding agency law.
11.2 It has been agreed for CMR transport that delay damages will be entered in the CMR freight letter as interest amounts of five times the freight.
11.3 The contractor is obliged to adhere to all legal, in particular driving personnel regulations, of the legal driving and rest periods and releases the employer insofar from all claims by third parties due to culpable violations (in particular fines, damage replacement claims etc.).
This is the case in particular if BALT-HELLIN should be held to a claim together with the contractor at no fault of its own by third parties or authorities due to European or national jurisdiction.
The contractor is obliged to observe the following obligations as ancillary obligations in the sense of § 433 HGB:
12.1 The contractor assures that the required permissions and authorisations for the transport of goods (permit, Euro license, third party country approvals and ECMT6 approvals) are available.
12.2 The contractor is obliged to only use driving personnel with the required work permits; this applies in particular for foreign drivers from third party states. It is further obliged to bear responsibility for ensuring driving personnel has an official certificate or for cross-border transport - if required - a certificate in the local language according to the corresponding legal regulations of the respective country. This must be carried by the driver on every journey.
12.3 The contractor is obliged to issue relevant general instructions to its personnel.
12.4 The contractor is obliged to take up the further, already described duties in the freight contract with the freight carriers or sub-contractors carrying out transport and to only use freight carriers or sub-contractors which reliably fulfil the prerequisites. In addition, the contractor is obligated to regularly check adherence to these regulations by the freight carriers or sub-contractors it employs.
12.5 If the contractor or the freight carrier or sub-contractor used by the contractor (or a commissioned person) cannot provide the required certificates when the contractor or the individual company on the employer's part checks, the vehicle is considered as not usable and the contractor is liable to pay damage replacement to the employer for any resulting damages, in particular delay damages but also other asset damages.
12.6 If the employer or a person commissioned by it is fined as a result of a violation by the contractor or a freight carrier or sub-contractor used by the contractor, the contractor is obliged to reimburse this fine, if the blame is on its part and there is no further blame on the part of the employer.
13.1 The contractor is obliged to obtain freight carrier's liability insurance with the legal minimum coverage. For cross-border traffic in road traffic, the contractor is obliged, also insofar, to obtain insurance and a vehicle liability insurance with the minimum coverage required in Germany. It is made clear that this obligation also applies for transport only carried out abroad.
13.3 The employer has the right to check the insurance protection directly with the contractor's insurer. Insofar, the contractor declares its agreement after the appropriate query from the employer, provided there are no mandatory reasons to the contrary.
13.4 The contractor is to meet or refrain from all measures which could have disadvantageous effects on the existing insurance protection. This applies in particular in relation to the policy holder's obligations before and after the damage event.
14. Compensation / right of retention and lien
The contractor is not authorised to make applicable compensation claims or rights of retention and lien against claims from BALT-HELLIN AS, in particular on objects and there services given for transport.
This does not apply in regard to such claims which have not be legally determined or recognised as authorised by BALT-HELLIN AS, it is made clear that the contractor is obligated for pre-performance in all cases in regard to the services it owes.
For each individual case of unauthorised validation of compensation, right of retention and lien, a contractual penalty in the amount of 2,000 EUR will be owed by the contractor, whereby the contractor can provide proof that no or only minimal damage has occurred.
The contractor is obliged to treat all non-public, business or technical details which it becomes aware of through the business relationship, including the contract conclusion and the business connection with the BALT-HELLIN group with confidentiality and to not make it accessible to third parties. Any sub-contractors are also to be obligated accordingly. This obligation also applies after the contract has expired. In the event of culpable violation of the confidentiality obligation, we are authorised to demand a contractual penalty of 1,000.00 EUR for each infringement, whereby the contractor can provide proof that actually no or only minimal damages have occurred. A damage replacement claim beyond this remains unaffected by this.
16. Customer protection
Active and passive customer protection also applies beyond the duration of the existing contract in regard to the customer who is affected by the contractor's activity, as agreed. The contractor is in particular not authorised to approach such employer's customers with advertising, to take on orders directly from the customer or to have other business contact with the customer which is aimed at gaining an order. The contractor is obliged for each individual case of infringement of all other rights to payment of a contractual penalty in the amount of 2,500.00 EUR.
17. Use of sub-contractors
The quality of the services provided are assured by the contractor for any sub-contractors used. If there is a reference point that indicates that the contractually agreed services are not being provided properly by the sub-contractor, the employer can demand that a certain sub-contractor is not or no longer used. This can be assumed in particular that if repeatedly, that is more than once, there has been a missed delivery deadline.
18. Additional provisions
18.1 Should individual parts of these general terms and conditions be not legally effective or become so, the remaining conditions are not affected by this.
18.2 All claims against BALT-HELLIN AS, regardless of their legal foundation, lapse after 6 months. This period begins with the due date of the claim.
18.3 BALT-HELLIN AS is authorised to process and save data which we have received in the scope of the business relationship with the contractor in the sense of the data protection act.
18.4 The law of the Federal Republic of Germany applies exclusively, provided there are no mandatory legal regulations to the contrary. This also applies insofar as CMR regulations make reference to national law. The place of jurisdiction is Bonn, Federal Republic of Germany, as agreed.