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(Please
Read Carefully)
These terms and conditions of service constitute
a legally binding contract between the "Company"
and the "Customer". In the event the Company
renders services and issues a document
containing Terms and Conditions governing such
services, the Terms and Conditions set forth in
such other document(s) shall govern those
services.
1. Definitions.
(a) "Company" shall mean RGA Logistics LLC, its
subsidiaries, related companies, agents and/or
representatives;
(b) "Customer" shall mean the person for which
the Company is rendering service, as well as its
agents and/or representatives, including, but
not limited to, shippers, importers, exporters,
carriers, secured parties, warehousemen, buyers
and/or sellers, shipper’s agents, insurers and
underwriters, break-bulk agents, consignees,
etc. It is the responsibility of the Customer
to provide notice and copy(s) of these terms and
conditions of service to all such agents or
representatives;
(c) "Documentation" shall mean all information
received directly or indirectly from Customer,
whether in paper or electronic form;
(d) "Ocean Transportation Intermediaries" ("OTI")
shall include an "ocean freight forwarder" and a
"non-vessel operating carrier";
(e) "Third parties" shall include, but not be
limited to, the following: "carriers, truckmen,
cartmen, lightermen, forwarders, OTIs, customs
brokers, agents, warehousemen and others to
which the goods are entrusted for
transportation, cartage, handling and/or
delivery and/or storage or otherwise".
2. Company as agent.
The Company acts as the "agent" of the Customer
for the purpose of performing duties in
connection with the entry and release of goods,
post entry services, the securing of export
licenses, the filing of export documentation on
behalf of the Customer and other dealings with
Government Agencies: as to all other services,
Company acts as an independent contractor.
3. Limitation of Actions.
(a) Unless subject to a specific statute or
international convention, all claims against the
Company for a potential or actual loss, must be
made in writing and received by the Company,
within ninety (90) days of the event giving rise
to claim; the failure to give the Company timely
notice shall be a complete defense to any suit
or action commenced by Customer.
(b) All suits against Company must be filed
and properly served on Company as follows:
(i) For claims arising out of ocean
transportation, within one (1) year from the
date of the loss;
(ii) For claims arising out of air
transportation, within two (2) years from the
date of the loss;
(iii) For claims arising out of the preparation
and/or submission of an import entry(s), within
seventy five (75) days from the date of
liquidation of the entry(s);
(iv) For any and all other claims of any other
type, within two (2) years from the date of the
loss or damage.
4. No Liability For The Selection or Services
of Third Parties and/or Routes.
Unless services are performed by persons or
firms engaged pursuant to express written
instructions from the Customer, Company shall
use reasonable care in its selection of third
parties, or in selecting the means, route and
procedure to be followed in the handling,
transportation, clearance and delivery of the
shipment; advice by the Company that a
particular person or firm has been selected to
render services with respect to the goods, shall
not be construed to mean that the Company
warrants or represents that such person or firm
will render such services nor does Company
assume responsibility or liability for any
actions(s) and/or inaction(s) of such third
parties and/or its agents, and shall not be
liable for any delay or loss of any kind, which
occurs while a shipment is in the custody or
control of a third party or the agent of a third
party; all claims in connection with the Act of
a third party shall be brought solely against
such party and/or its agents; in connection with
any such claim, the Company shall reasonably
cooperate with the Customer, which shall be
liable for any charges or costs incurred by the
Company.
5. Quotations Not Binding.
Quotations as to fees, rates of duty, freight
charges, insurance premiums or other charges
given by the Company to the Customer are for
informational purposes only and are subject to
change without notice; no quotation shall be
binding upon the Company unless the Company in
writing agrees to undertake the handling or
transportation of the shipment at a specific
rate or amount set forth in the quotation and
payment arrangements are agreed to between the
Company and the Customer.
6. Reliance On Information Furnished.
(a) Customer acknowledges that it is required to
review all documents and declarations prepared
and/or filed with the Customs Service, other
Government Agency and/or third parties, and will
immediately advise the Company of any errors,
discrepancies, incorrect statements, or
omissions on any declaration filed on Customers
behalf;
(b) In preparing and submitting customs entries,
export declarations, applications, documentation
and/or export data to the United States and/or a
third party, the Company relies on the
correctness of all documentation, whether in
written or electronic format, and all
information furnished by Customer; Customer
shall use reasonable care to ensure the
correctness of all such information and shall
indemnify and hold the Company harmless from any
and all claims asserted and/or liability or
losses suffered by reason of the Customer's
failure to disclose information or any incorrect
or false statement by the Customer upon which
the Company reasonably relied. The Customer
agrees that the Customer has an affirmative
non-delegable duty to disclose any and all
information required to import, export or enter
the goods.
7. Declaring Higher Value To Third Parties.
Third parties to whom the goods are entrusted
may limit liability for loss or damage; the
Company will request excess valuation coverage
only upon specific written instructions from the
Customer, which must agree to pay any charges
therefor; in the absence of written instructions
or the refusal of the third party to agree to a
higher declared value, at Company’s discretion,
the goods may be tendered to the third party,
subject to the terms of the third party’s
limitations of liability and/or terms and
conditions of service
8. Insurance.
Unless requested to do so in writing and
confirmed to Customer in writing, Company is
under no obligation to procure insurance on
Customer’s behalf; in all cases, Customer shall
pay all premiums and costs in connection with
procuring requested insurance.
9. Disclaimers; Limitation of Liability.
(a) Except as specifically set forth herein,
Company makes no express or implied warranties
in connection with its services;
(b) Subject to (c) below, Customer agrees that
in connection with any and all services
performed by the Company, the Company shall only
be liable for its negligent acts, which are the
direct and proximate cause of any injury to
Customer, including loss or damage to Customer’s
goods, and the Company shall in no event be
liable for the acts of third parties;
(c) In connection with all services performed by
the Company, Customer may obtain additional
liability coverage, up to the actual or declared
value of the shipment or transaction, by
requesting such coverage and agreeing to make
payment therefor, which request must be
confirmed in writing by the Company prior to
rendering services for the covered transaction(s).
(d) In the absence of additional coverage under
(b) above, the Company’s liability shall be
limited to the following:
(i) where the claim arises from activities
other than those relating to customs brokerage,
$50.00 per shipment or transaction, or
(ii) where the claim arises from activities
relating to "Customs business," $50.00 per entry
or the amount of brokerage fees paid to Company
for the entry, whichever is less;
(e) In no event shall Company be liable or
responsible for consequential, indirect,
incidental, statutory or punitive damages even
if it has been put on notice of the possibility
of such damages.
10. Advancing Money.
All charges must be paid by Customer in advance
unless the Company agrees in writing to extend
credit to customer; the granting of credit to a
Customer in connection with a particular
transaction shall not be considered a waiver of
this provision by the Company.
11. Indemnification/Hold Harmless.
The Customer agrees to indemnify, defend, and
hold the Company harmless from any claims and/or
liability arising from the importation or
exportation of customers merchandise and/or any
conduct of the Customer, which violates any
Federal, State and/or other laws, and further
agrees to indemnify and hold the Company
harmless against any and all liability, loss,
damages, costs, claims and/or expenses,
including but not limited to reasonable
attorney’s fees, which the Company may hereafter
incur, suffer or be required to pay by reason of
such claims; in the event that any claim, suit
or proceeding is brought against the Company, it
shall give notice in writing to the Customer by
mail at its address on file with the Company.
12. C.O.D. or Cash Collect Shipments.
Company shall use reasonable care regarding
written instructions relating to "Cash/Collect"
on "Deliver (C.O.D.)" shipments, bank drafts,
cashier’s and/or certified checks, letter(s) of
credit and other similar payment documents
and/or instructions regarding collection of
monies but shall have not liability if the bank
or consignee refuses to pay for the shipment.
13. Costs of Collection.
In any dispute involving monies owed to Company,
the Company shall be entitled to all costs of
collection, including reasonable attorney’s fees
and interest at 15% per annum or the highest
rate allowed by law, whichever is less, unless a
lower amount is agreed to by Company.
14. General Lien and Right To Sell Customer’s
Property.
(a) Company shall have a general and continuing
lien on any and all property of Customer coming
into Company’s actual or constructive possession
or control for monies owed to Company with
regard to the shipment on which the lien is
claimed, a prior shipment(s) and/or both;
(b) Company shall provide written notice to
Customer of its intent to exercise such lien,
the exact amount of monies due and owing, as
well as any on-going storage or other charges;
Customer shall notify all parties having an
interest in its shipment(s) of Company’s rights
and/or the exercise of such lien.
(c) Unless, within thirty days of receiving
notice of lien, Customer posts cash or letter of
credit at sight, or, if the amount due is in
dispute, an acceptable bond equal to 110% of the
value of the total amount due, in favor of
Company, guaranteeing payment of the monies
owed, plus all storage charges accrued or to be
accrued, Company shall have the right to sell
such shipment(s) at public or private sale or
auction and any net proceeds remaining
thereafter shall be refunded to Customer.
15. No Duty To Maintain Records For Customer.
Customer acknowledges that pursuant to Sections
508 and 509 of the Tariff Act, as amended, (19
USC §1508 and 1509) it has the duty and is
solely liable for maintaining all records
required under the Customs and/or other Laws and
Regulations of the United States; unless
otherwise agreed to in writing, the Company
shall only keep such records that it is required
to maintain by Statute(s) and/or Regulation(s),
but not act as a "record keeper" or
"recordkeeping agent" for Customer.
16. Obtaining Binding Rulings, Filing Protests,
etc.
Unless requested by Customer in writing and
agreed to by Company in writing, Company shall
be under no obligation to undertake any pre- or
post Customs release action, including, but not
limited to, obtaining binding rulings, advising
of liquidations, filing of petition(s) and/or
protests, etc.
17. Preparation and Issuance of Bills of Lading.
Where Company prepares and/or issues a bill of
lading, Company shall be under no obligation to
specify thereon the number of pieces, packages
and/or cartons, etc.; unless specifically
requested to do so in writing by Customer or its
agent and Customer agrees to pay for same,
Company shall rely upon and use the cargo weight
supplied by Customer.
18. No Modification or Amendment Unless Written.
These terms and conditions of service may only
be modified, altered or amended in writing
signed by both Customer and Company; any attempt
to unilaterally modify, alter or amend same
shall be null and void.
19. Compensation of Company.
The compensation of the Company for its services
shall be included with and is in addition to the
rates and charges of all carriers and other
agencies selected by the Company to transport
and deal with the goods and such compensation
shall be exclusive of any brokerage,
commissions, dividends, or other revenue
received by the Company from carriers, insurers
and others in connection with the shipment. On
ocean exports, upon request, the Company shall
provide a detailed breakout of the components of
all charges assessed and a true copy of each
pertinent document relating to these charges. In
any referral for collection or action against
the Customer for monies due the Company, upon
recovery by the Company, the Customer shall pay
the expenses of collection and/or litigation,
including a reasonable attorney fee.
20. Severability.
In the event any Paragraph(s) and/or portion(s)
hereof is found to be invalid and/or
unenforceable, then in such event the remainder
hereof shall remain in full force and effect.
21. Governing Law; Consent to Jurisdiction and
Venue.
These terms and conditions of service and the
relationship of the parties shall be construed
according to the laws of the State of South
Carolina without giving consideration to
principals of conflict of law. Customer and
Company (a) irrevocably consent to the
jurisdiction of the United States District Court
and the State courts of South Carolina; (b)
agree that any action relating to the services
performed by Company, shall only be brought in
said courts; (c) consent to the exercise of
in personam jurisdiction by said courts over
it, and (d) further agree that any action to
enforce a judgment may be instituted in any
jurisdiction.
TERMS AND CONDITIONS. The CUSTOMER acknowledges
that it has reviewed the terms and conditions of
RGA Logistics LLC. The CUSTOMER agrees that all
business transacted by RGA Logistics LLC is
under the terms and conditions of the NATIONAL
CUSTOMS BROKER AND FREIGHT FORWARDER ASSOCIATION
OF AMERICA INC.
Terms of Payment and Late Payment Penalty:
THE CUSTOMER FURTHER AGREES TO PAY THE FULL
BALANCE DUE TO RGA LOGISTICS LLC. UPON RECEIPT
OF INVOICE UNLESS THERE ARE ADDITIONAL
CLARIFICATIONS OF PAYMENT TERMS, WHICH APPEAR ON
EACH INVOICE ISSUED TO THE CUSTOMER. This
balance may include, but is not limited to,
costs incurred, compensation for the services of
RGA Logistics LLC, adjusted duty, adjusted
freight charges, demurrage and other costs and
expenses. In the event such sums are not timely
paid, the CUSTOMER agrees that RGA Logistics
LLC, may in addition to exercising any other
rights not herein described,(1) terminate the
relationship hereunder, and/or (2) suspend all
further services including the withholding of
clearances and forwarding on current shipments
(3) claim a general lien on any and all of the
CUSTOMER’S property (and any documents relating
thereto) in its possession, custody or en route;
(4) be deemed to have the same priority as the
U.S. Government under 11 U.S.C. 507 in
connection with payment of Customs duties on
behalf of the CUSTOMER;(5) apply any funds from
third party checks as a full and complete
set-off of all monies due to it by the
CUSTOMER.(6) Impose a late penalty fee of 1.5
percent per month on any portion of the
CUSTOMER’S account not paid as of the date of
invoice.
Attorneys Fees:
Should RGA Logistics LLC. consult an attorney or
a collection agency to enforce any of the
provisions herein and /or those provisions set
forth in the aforementioned Terms and Conditions
of Service which have been breached by the
CUSTOMER, the CUSTOMER, its owners,
shareholders, partners agree that in addition to
any other relief to which RGA Logistics LLC may
be entitled, the CUSTOMER, its owners,
shareholders, or partners will pay all costs and
expenses incurred by RGA Logistics LLC.,
including ACTUAL attorneys fees incurred (1)
whether or not legal action or arbitration is
instituted, (2) in the enforcement or collection
of any judgment or (3) on any appeal thereof. In
the event an action is instituted the customer
agrees that the aforementioned sums may be added
to the judgment as costs, and enforceable in the
same way as any other sum due in respect of said
judgment.
RGA Logistics LLC
limit of liability is fifty ($50.00 )dollars per
shipment. Shipments are not insured by RGA
Logistics LLC. unless the Customer requests
insurance in writing and RGA Logistics LLC
confirms insurance in writing.
All terms and conditions are governed under the
state of South Carolina.
As per CFR 111.29b(1) IF YOU ARE THE IMPORTER
OF RECORD, PAYMENT TO THE BROKER WILL NOT
RELIEVE YOU OF LIABILITY FOR CUSTOMS CHARGES (DUTIES,TAXES,
OR OTHER DEBTS OWED CUSTOMS) IN THE EVENT THE
CHARGES ARE NOT PAID BY THE BROKER. THEREFORE,
IF YOU PAY BY CHECK, CUSTOMS CHARGES MAY BE PAID
WITH A SEPARATE CHECK PAYABLE TO THE U.S.
CUSTOMS SERVICE WHICH SHALL BE DELIVERED TO
CUSTOMS BY THE BROKER.
(rev 01/07) ) |
