1. Definitions<\/strong> 2. Scope of application<\/strong> 3. Obligations of the Company<\/strong> 4. Deposit<\/strong> 5. Dangerous and precious goods<\/strong> 6. Obligations of the Client<\/strong> 7. Liability of the Company<\/strong> 8. Liability of the Client<\/strong> 9. Remuneration<\/strong> 10. Lien and right of retention<\/strong> 11. Insurance<\/strong> 12. Revocation. Waiver of mandate.<\/strong> 13. Claims<\/strong> 14. Applicable law. Jurisdiction and competence.<\/strong> 15. Privacy<\/strong> 16. Survival clause<\/strong> 17. Non-waiver<\/strong> 18. Confidentiality<\/strong> 19. Conclusive behavior<\/strong> art. 3 “Obligations of the Company” (risk of losses and damages resting on Client, limitation of liability; indemnity); art. 4 “Deposit”; art. 5 “Dangerous and precious goods” (assumption of liability); art. 6 “Obligations of the Client” (indemnity); art. 7 “Liability of the Company” (exclusion of liability, limitation of liability); art. 8 “Liability of the Client” (indemnity); 9 “Remuneration” (prohibition of set-off); art. 10 “Lien and right of retention”; art. 11 “Insurance” (liability limits); art. 12 “Revocation. Waiver of mandate”; art. 13 “Claims”; art. 14. “Applicable law. Jurisdiction and competence”.<\/p>\n<\/div>\n<\/div>\n<\/div>\n<\/div><\/div><\/div><\/div><\/div>
\nThe terms used in these general conditions shall have the following meanings:
\nCompany or Forwarder: Trimar S.r.l.;
\nClient or Principal: principal of the shipment;
\nCarrier: entity with which the Company concludes the contract of carriage in the name and on behalf of the Client.<\/p>\n
\nThese general conditions, unless otherwise agreed in writing, govern all mandates entrusted by the Client or Principal to the Company, its employees, agents and appointees.
\nThe Client is required to view these conditions in advance: the latest version published on the Company’s website will apply and the Italian text will be considered prevailing over translations into different languages.<\/p>\n
\nBy virtue of the mandate conferred by the Client and according to the relevant instructions, the Company undertakes, with professional competence and diligence, to conclude contracts of carriage, both in its own name and in the name of the Client, but always on behalf of the latter.
\nThe Company has the right to substitute others in the execution of the mandate, pursuant to Art. 1717 of the Italian Civil Code.
\nThe Company operates as a simple freight forwarder: the execution of the transport is entrusted to third parties and remains outside its obligations and liabilities, regardless of the method of determining the fee.
\nThe Company assumes assignments under the conditions applied by sea, air shipping companies and\/or by land, rail, river, multimodal and\/or other carriers, by port companies or entities or by depositary companies, whose services are requested by the Company by virtue of the mandate received.
\nThe Company, unless ordered otherwise in writing, has the right to carry out the shipment of the goods by grouping them with other goods and to inspect the goods at any time.
\nThe Company does not guarantee compliance with delivery terms, even if such terms are mentioned in the shipping documents, nor does it guarantee the accuracy of the information received from carriers regarding the dates of loading, unloading or delivery of the goods, nor on the dates of arrival at destination of the means of transport.
\nThe Company has the right to modify the delivery terms specified by the Client if incompatible with the Carrier’s compliance with road traffic safety regulations.
\nIn the event of a harmful event and\/or delay relating to the transported goods, the Company declares its availability to assign the rights arising from the execution of the mandate to the Client against the responsible parties.
\nIn case of untraceability of the recipient or refusal to receive the goods, the Company may adopt all appropriate measures, including those aimed at their custody and return, acting in the name and on behalf of the Client, on whom the risk of loss or damage nevertheless rests: the Client must therefore indemnify and hold the Company harmless, in full and upon simple request, in relation to any claim and ancillary expense (including full coverage of legal expenses) that, in this regard, should be addressed to the Company.
\nThe following services are excluded from the content of the mandate, unless expressly requested in writing by the Client:<\/p>\n\n
\nAny deposit of goods entrusted to the Company for shipment is carried out, at the Company’s choice, on its own premises or in those of third parties (public or private).
\nIf the Company deposits the goods in a third-party warehouse, in relations between the same and the Principal the same conditions (including any limitations of liability) in force between the Company and the third-party depositary will apply.
\nIf the Company deposits the goods in its own warehouses, it remains understood that the same will not be required to adopt special precautions for the surveillance of the warehouses themselves: the liability of the Company, as depositary, will be limited solely to cases of gross negligence and\/or willful misconduct of the same, its employees or appointees.
\nIn the event that goods are entrusted by the Principal to the Company to be stored for long-term warehouse stay (to be understood as exceeding 60 days) it remains understood that the Company may withdraw from the deposit contract at any time with 15 days’ notice by registered letter or PEC to the Principal’s address. The withdrawal may take place without notice if the stored goods can cause prejudice to other goods, persons or things. In both cases it remains understood that the Principal must reimburse the Company for all expenses incurred by the latter up to the day the goods leave its warehouses.
\nAny check, processing, sampling or handling of goods to be carried out during the warehouse stay must be previously agreed upon and carried out by persons appointed by the Company or, where nothing prevents it, by personnel of the Principal always with the assistance and in the presence of a representative of the Company.
\nThe Client will be responsible for all damages suffered by the Company deriving from the activities of the Client and its appointees. Any person located at the Company’s facilities, or at any facility where the Company carries out its activity, will be required to observe the safety regulations in force, issued by the competent authorities or by the Company, and to act in compliance with them in order to guarantee order and safety.
\nThe Company, if it has well-founded reason to doubt that its rights are not covered by the value of the goods, is authorized to fix a deadline for the Principal within which the latter must provide for the coverage of its receivables. If the Principal does not provide for it, the Company will have the right to sell the goods and use the proceeds or proceed to their destruction, without resorting to Judicial Authority.<\/p>\n
\nThe Company will not accept, unless prior written agreement, shipments having as object goods classified as dangerous as well as goods that are or may become of a risky, dangerous, poisonous, flammable, radioactive, toxic or harmful nature or that may become so in the form in which they are delivered, or that may emit any harmful emission, including dust, gas, fumes, liquids or radiation (“Dangerous Goods”), or that in any case may cause prejudice to persons, animals or things, goods without packaging, goods subject to rapid deterioration, valuables, currency, precious assets and works of art.
\nShould such goods be entrusted to the Company in the absence of the aforementioned agreement, the Company reserves the right to refuse them or, where circumstances require it, to sell them or destroy them, and the Client will be held responsible for every harmful consequence and will be required to bear all relative costs.<\/p>\n
\nThe Client acknowledges that the object of the forwarding mandate consists in the organization of a transport and that therefore, unless expressly agreed otherwise, the capacity assumed by the Company is that of freight forwarder and not freight forwarder – carrier.
\nThe Client obliges itself:<\/p>\n\n
\nThe Company is not responsible for the execution of the transport, but exclusively for the execution of the received forwarding mandate and any obligations ancillary to it.
\nThe liability, under any title (contractual or non-contractual), of the Company towards the Client cannot exceed double the amount agreed as compensation for the execution of the mandate with reference to which the breach took place.
\nFurthermore, the liability of the Company cannot be higher than that of its foreign agents or correspondents under the regulations in force in said Countries.
\nThe Company is in no case responsible for losses, damages, delays, incorrect or non-deliveries caused by fortuitous event or in any case by facts outside its control, force majeure (such as, by way of non-limiting example, natural disasters, pandemics, epidemics, piracy, robbery, wars, civil riots, embargoes, breaches or omissions of the sender, recipient, state or customs administrations, strikes, accidents or breakdowns to transport means, lack or interruption of energy or fuel supplies, damage caused by nuclear energy), for any other circumstance outside the reasonable control of the parties, as well as for all circumstances of force majeure and\/or other related events provided for by current agreements or relevant international conventions or other legal provisions in force, without prejudice to the Company’s right to reimbursement of expenses incurred even if rendered necessary by the events described above.
\nIn such case both the Company and the Client may withdraw from the contract even if the same has been partially executed, without prejudice to the right to compensation and reimbursement of expenses already incurred.
\nThe Company is also not responsible:<\/p>\n\n
\nThe Client obliges itself to keep the Company indemnified and harmless from payment requests addressed to the latter under any title and deriving from the execution of the forwarding mandate among which, by way of example, freights, duties, taxes, general average contributions (also with regard to guarantee eventually requested in this regard), fines, request for payment for failed or delayed collection of goods at destination.
\nThe Client will be responsible for all harmful consequences deriving from omission, inaccuracy or inadequacy of indications relating to the goods subject to shipment, or packaging, or failure to signal on packages necessary cautions for their handling and lifting.
\nShould sums and compensation due to the Company be placed at the charge of the recipient or third parties, the Client remains jointly obligated for their payment.<\/p>\n<\/div>\n<\/div>\n<\/div>\n
\nPayment of invoices issued by the Company will be due at 30 days, unless agreed otherwise.
\nThe Company may request compensation calculated on a lump-sum basis pursuant to Art. 1740 Civil Code acting in such case as forwarders and not as forwarder-carrier.
\nAll expenses deriving from the execution of the forwarding mandate are in any case at the charge of the Client, even when placed at the charge of the recipient or third parties.
\nThe Client, unless agreed otherwise, is required to advance to the Company the means for the execution of the mandate. In the event that the Company advances sums in the interest of the Client, the latter will be required to reimburse with interest and any exchange losses.
\nNo sum due to the Company may be set off against other sums under any title due to the Client.
\nUpon the maturing of any credit that becomes payable towards the Client, the Forwarder will have the right, without obligation of prior notice, to set off such credit against any other debt or claim under any title and at any time belonging to or owed by the Company to the Client.
\nPremiums, reductions, allowances of tariffs obtained by the Company are of its exclusive competence.
\nThe Company has no obligation to report to the Client any variations, occurred during shipment, of conditions and tariffs of carriers and other enterprises used by the Company in the execution of the forwarding mandate. Such variations remain at the Client’s charge.
\nCompany prices are intended binding only for goods of normal volume, weight, dimensions and quantity and do not include operations carried out outside normal working hours.<\/p>\n
\nThe Company has for its credits, matured and not, general lien on goods and right of retention on goods, also on those subject to a forwarding mandate different from that for which credit arose and also towards other entitled parties to goods (sender and\/or recipient and\/or owner of goods and\/or any other subject having an interest in or title to goods).
\nThe Client will be responsible for any damage suffered by goods due to retention that the Company had to assert. In case of loss or deterioration of goods subject to lien, sums due by insurance companies, transport companies etc. to indemnify or compensate such loss or deterioration are bound to the satisfaction of Company claims guaranteed by lien and right of retention and the Company will have the same rights as above with regard to indemnities and compensations paid by insurance companies, transport companies etc.<\/p>\n
\nGoods will be insured only upon express request of the Client, with rates to be agreed between parties. Alternatively the Principal may provide to directly insure shipment and\/or transport, remaining understood that, in such eventuality, relative policy must contain express waiver of right of recourse against Forwarder by insurer.
\nThe Forwarder has no obligation to act to obtain insurance indemnity, interrupt limitation periods, care for expert activity development, unless assigned in such sense by Principal against compensation to be agreed ad hoc.
\nIf the Company agreed with Client to provide for insurance:<\/p>\n\n
\nThe Company will not be responsible for any damages deriving from total or partial non-payment by insurer, or from fact that claim concerning damage is contested, as consequence of circumstances for which Company cannot be held responsible regardless of way Company was involved in concluding insurance.
\nWhere goods in custody of Company are destroyed by fire or any other cause (regardless of fact that insurance was concluded through Company):<\/li>\n
\nThe forwarding mandate may be revoked only if the Company has not yet concluded contract of transport with Carrier.
\nAn order to keep goods available for third party can no longer be revoked from moment forwarder gave communication to third party that goods are at its disposal.
\nIn derogation from Art. 1727 Civil Code, Company may renounce mandate at any time, even where just cause does not recur.
\nClient must, in any case, reimburse all expenses incurred up to moment of waiver and\/or revocation and pay adequate compensation for activity rendered.
\nShould contract be for indefinite time, Parties will have faculty to withdraw at any time, with sole necessity of prior written communication by registered letter with notice of at least fifteen (15) days, without any of Parties having right to ask any compensation for withdrawal even where it causes them damage, unless agreed otherwise and expressly in writing.
\nIn case of withdrawal from contract referred to in preceding paragraph, Client must reimburse all matured fees and expenses incurred by Company up to moment of dissolution of contract.<\/p>\n
\nUnder penalty of forfeiture, within term of 7 days from event, or from different date in which claimant proves to have had knowledge of it, any disputes relating to fulfillment of contract must be proposed, by registered letter r\/r or PEC, also regarding losses, damages, wrong deliveries and delays.<\/p>\n
\nIt is agreed that Italian law will apply to what is not governed by present conditions.
\nEvery eventual dispute between parties will be submitted exclusively to Italian jurisdiction and exclusive competence of Forum of Trieste.<\/p>\n
\nParties undertake to respect applicable regulation regarding personal data protection, including Regulation (EU) 2016\/679 (“GDPR”), where applicable, or other equivalent regulation, adopting adequate technical and organizational measures to prevent unlawful or unauthorized processing, as well as loss, destruction or accidental damage of personal data.
\nEach Party will indemnify and hold harmless the other, upon simple request, from any reasonably foreseeable damage, claim or complaint deriving from violation of obligations referred to in this article by defaulting party, without prejudice to obligation of damaged party to adopt reasonable measures to limit damage.<\/p>\n<\/div>\n<\/div>\n<\/div>\n
\nIf and to extent that any provision of present Conditions is in conflict with any provision of any agreement, it will be provision of such agreement to prevail.
\nIf any provision of present Conditions turns out unenforceable, invalid or partially invalid, other provisions will remain unaffected, enforceable and valid.<\/p>\n
\nFailure to exercise and delay in exercise, by Company, of any right provided by present Conditions will not constitute waiver of same.
\nExercise of any right by Company by virtue of present Conditions will not preclude exercise of other rights. Furthermore, remedies provided therein are to be considered additional and do not exclude those provided by law.<\/p>\n
\nEach party agrees to treat as confidential all relevant information received from other party and must adopt adequate technical and organizational measures to safeguard confidential information of other party.
\nClient authorizes Company to process all data relating to goods and shipment, also personal where necessary, in order to allow Company to deal with necessary administrative and operational matters in order to provide best assistance to goods and shipment.<\/p>\n
\nBooking of a shipment by Client to Company constitutes full implicit acceptance of present General Conditions of Freight Forwarding Contract and, in this case, also of following clauses:<\/p>\n