Terms & Conditions
1. Definitions a. “Company” shall mean Midwest Transatlantic Lines, Inc, 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, insures 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
d. “Ocean Transportation” Intermediaries” (“OTI”) shall include an “ocean freight forwarder” and a nonvessel operating carrier”
e. “Third Parties” shall include, but not be limited to, the following “carriers, truckmen, cartmen, lightermen, forwarders, OTI”S, 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 an 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 service, 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 statue 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:
c. For claims arising out of ocean transportation, within one (1) year from the date of loss
d. For claims arising out of air transportation, within one (1) year from the date of loss
e. 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) f. For any and all other claims of any other type, within two (2) years from the date of loss or damage
4. No Liability For The Selection or Services of Third Parties and/or Routes. Unless services are preformed by persons or firms engaged pursuant to express written instructions from the Customer, Company shall use reasonable care in its selection of third parties, advice by the Company that a particular person or firm has been selected to render services with respect to the goods, shall not be constructed to mean that the Company warrants or represents that such person of firm will render such services nor does Company assume responsibility or liability for any actions) and/or inaction(s) of third parties and/or its agents, and shall not be liable for any delay or loss of any kind, which occurs while the shipment is in the custody or control of a third 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 changes 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 are agreed 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 Customer Service, other Government Agency, and/or third parties, and will immediately advise the Company of any errors, discrepancies, incorrect statements or omissions on any declarations, applications filed on Customs behalf;
b. In preparing and submitting customs, the Company relies on the correctness of all documentation, whether in written or electronic format, and all information furnished by the Customer; Customer shall use reasonable care to insure 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 ensured may limit liability for loss or damage, the Company will request valuation coverage only upon specific written instruction from the Customer, which must agree to pay any charges therefore; 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, the 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 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 therefore, 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 (b) above, the Company’s liability shall be limited to the following:
i. Where the claim arises from other 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, statutory or punitive damages even if it is 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 the 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 and 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 here incur, suffer or be required to pay by reason of limited to reasonable attorney’s fees, which the Company may here 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 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 and 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, the 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 Section 508 and 509 of the Tariff Act, as amended, (19 USC & 1509) it has the duty and is solely liable for maintain 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 is required to maintain by Statue(s) and/or Regulation(s), but not act as a “record keeper” or “record keeping agent” for Customer.
16. Obtaining Binding Rulings, Filing Protests, etc. Unless requested in writing by Customer 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 or petition(s) and/or protests, etc.
17. Preparation and Issuance of Bills of Lading. Where Company prepares and/or issues a bill of lading, 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 of 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 but eh 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, insures, 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 recovering 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 constructed according to the laws of the state of Ohio without giving consideration to principals of conflict of law. Customer and Company
a. irrevocable consent to the jurisdiction of the United States District Court and the State courts of Ohio;
b. agree that any action relating to the services performed by Company, shall only be brought in said court;
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.
Very truly yours,
MIDWEST TRANSATLANTIC LINES, INC.