Terms & Conditions

1. INTRODUCTION

1.1 It is important to thoroughly review these Terms as they establish the contractual agreement between the Customer and SEVEN SEAS GROUP, unless there are existing valid contractual agreements in place between the Customer and SEVEN SEAS GROUP regarding the relevant Shipment.

1.2 These Terms are explicitly acknowledged and accepted by the Customer, constituting an essential component of the contract entered into between the Customer and SEVEN SEAS GROUP. All Services provided are subject strictly to these Terms. Any terms and conditions of the Customer are explicitly disregarded and shall not apply.

2. DEFINITIONS

Affiliate means:

(a) any company in which a party directly or indirectly owns 50% or more of the voting stock or voting equity interests;

(b) any company that directly or indirectly owns 50% or more of the voting stock or voting equity interests of a party;

(c) any company directly or indirectly controlled by or under the control of a company as described in (a) and (b); and

(d) specifically for SEVEN SEAS GROUP, any company that has entered into a representation or agency agreement (or any similar arrangement) with any member of the SEVEN SEAS GROUP Group.

Carrier means Pyramid Lines Singapore Pte. Ltd, of 39 Robinson Road, #15-01 Robinson Point, 068911, Singapore.

SEVEN SEAS GROUP means the operating entity within the SEVEN SEAS GROUP Group providing a quote or executing any booking based on a quote, or any other operating entity within the SEVEN SEAS GROUP Group that is notified to the Customer by email.

SEVEN SEAS GROUP Group means SEVEN SEAS GROUP Logistics AG and its Affiliates.

SEVEN SEAS GROUP Terms refer to the service terms and conditions of SEVEN SEAS GROUP, available upon request by the Customer.

Company refers to SEVEN SEAS GROUP’s service terms and conditions, available upon request. It encompasses any corporate entity, regardless of incorporation or establishment.

Customer refers to anyone for whom SEVEN SEAS GROUP agrees to provide or arrange a Service, including individuals with rights or obligations under a carriage contract with SEVEN SEAS GROUP. This encompasses individuals identified in any Transport Document as a shipper or consignee.

Indemnify shall include defending, indemnifying and holding harmless.

International Conventions means, as applicable, the International Convention for the Unification of Certain Rules Relating to the Bills of Lading (the Hague Rules); the Protocol to Amend the Hague Rules, February 23, 1968 (the Hague–Visby Rules); the United States Carriage of Goods by Sea Act (COGSA); the Convention for the International Carriage of Goods by Road (CMR), and the Uniform Rules Concerning the Contract for International Carriage of Goods by Rail (CIM), as amended by the Convention Concerning International Carriage by Rail (CIM-COTIF) or any other mandatory convention applicable to the international carriage of goods.

Liabilities means any and all claims, demands, losses, damages, liabilities, fines, penalties, costs and expenses, including (without limitation) legal costs and expenses, of whatsoever nature and howsoever arising.

Local Currency has the meaning given in clause 9.3.

NRA means a confidential Negotiated Rate Agreement.

Services means the services agreed between the Customer and SEVEN SEAS GROUP, including (without limitation) forwarding, handling, consolidation, carriage, storage in transit, customs clearances, issuance of documentation and any ancillary services thereto.

Shipment means the goods SEVEN SEAS GROUP, its Subcontractor(s) and/or agent(s) physically take over for the provision of the Services.

Subcontractor means any service provider SEVEN SEAS GROUP chooses to subcontract all or parts of the Services to, in each case in its own name and on its own behalf.

Terms means:

(a) these terms and conditions; and

(b) the SEVEN SEAS GROUP Terms;

and, in the event of any ambiguity, inconsistency or conflict between the provisions of any of the documents comprising the Terms then the documents take precedence in the order set out above.

Trading Currency has the meaning given to such term in clause 9.3.

Transport Document means the document issued by SEVEN SEAS GROUP as agent of the Carrier to the Customer setting out the conditions of the contract of carriage of a Shipment, including (without limitation) any bill of lading or sea waybill.

LB Shipment means any Shipment that involves carriage to, from or through the port in Lebanon.

Vessel-Operating Carrier means the carrier chosen by SEVEN SEAS GROUP or the Carrier for the execution of part of the Services.

Waste bears its general meaning, and also means “Waste” as defined under applicable law (as the case may be).

3. CONTRACT, PARTIES AND LEGAL CAPACITY

3.1 Offer and Acceptance

(a) Quotes provided by SEVEN SEAS GROUP are based on the information supplied by the Customer and are valid only for the specified Services and duration outlined in clause 4.9 below

(b) Unless expressly accepted via written email, a binding contract between the Customer and SEVEN SEAS GROUP is formed when SEVEN SEAS GROUP initiates the provision of Services.

(c) Both the Customer and SEVEN SEAS GROUP acknowledge that electronic communication is a valid method for contract formation and agree not to challenge the legality of any contract based on:

(i) electronic communication;

(ii) the electronic format of original records; or

(iii) the absence of signatures as evidence of such contracts.

3.2 Contracting parties

The contract is being concluded between the Customer and SEVEN SEAS GROUP and, subject to clause 3.3, SEVEN SEAS GROUP is solely responsible to the Customer in connection with the provision of the Services in accordance with these Terms (for the avoidance of doubt, the members of the SEVEN SEAS GROUP Group cannot be held jointly and severally liable).

3.3 Legal capacity

(a) All Services are provided by SEVEN SEAS GROUP as agent, except in the following circumstances:

• (i) to the extent SEVEN SEAS GROUP expressly agrees in writing to act as principal;
• (ii) where SEVEN SEAS GROUP performs, or subcontracts the performance of, any of the Services itself and the Shipment is in the actual custody or control of SEVEN SEAS GROUP or its Subcontractor(s); and
• (iii) where SEVEN SEAS GROUP is held by a court of competent jurisdiction to have acted as principal.

(b) Without prejudice to the generality of clause 3.3(a), the Customer acknowledges and agrees that:

• (i) the charging by SEVEN SEAS GROUP of a fixed price for the Services shall not in itself determine or be evidence that SEVEN SEAS GROUP is acting as agent or principal in respect of such Services;
• (ii) SEVEN SEAS GROUP acts as the Carrier’s agent only where it procures a Transport Document between the Customer and the Carrier, and each case:
  • (A) the terms of the Carrier set out in the Transport Document shall apply (available here); and
  • (B) the Customer shall have no claim against SEVEN SEAS GROUP as the Carrier’s agent for any claims arising out of such part of the Services;
• (iii) where SEVEN SEAS GROUP acts as agent, it has the express authority of the Customer to enter into contracts with third parties on the Customer’s behalf, whether such contracts are subject to the trading conditions of such third parties or otherwise, and in each case:
  • (A) SEVEN SEAS GROUP acts solely as agent on behalf of the Customer in securing such contracts so that the direct contractual relationship is between the Customer and such thirty parties; and
  • (B) SEVEN SEAS GROUP shall not be liable for the acts and omissions of such third parties; and
• (iv) SEVEN SEAS GROUP acts in the name of and on behalf of the Customer, and never as a principal, when dealing with any relevant authority on behalf of the Customer, including (without limitation) in relation to customs clearances, taxes, licences, certificates of origin, inspection certificates, and documentation management.

4. COMMERCIAL TERMS

4.1 Quoted rates obtained from SEVEN SEAS GROUP apply only to:

(a) for full container loads (FCL), standard containers and dry cargo, with a total value not exceeding US$1,000,000 per Transport Document; and

(b) for less than container loads (LCL), stackable general cargo, with a total value not exceeding US$150,000 per Transport Document.

4.2 The Customer warrants and represents that the Shipment shall not:

(a) comprise of dangerous or hazardous goods, perishable or temperature-controlled goods, military or defence products, live animals, Waste, tyres, oversized, over-length, out-of-gauge cargo or any other special cargo, including (without limitation) cash, jewellery, antiques, art or fine art products, paintings and vehicles;

(b) require special security requirements; or

(c) involve carriage to, from or through to countries that are subject to trade control and embargo requirements of the United Nations, European Union, the United States of America or the United Kingdom, unless expressly included in the quote and expressly accepted by SEVEN SEAS GROUP in writing.

4.3 Quoted rates obtained from SEVEN SEAS GROUP for LCL Shipments are based on:

(a) the information provided by the Customer, including (without limitation) any estimate of actual or dimensional weight, provided that SEVEN SEAS GROUP shall be entitled to invoice the Customer for the actual or dimensional weight of the Shipment received by SEVEN SEAS GROUP, its Subcontractor(s) and/or agent(s), whichever is greater; and

(b) for pre-carriage and on-carriage, non-bonded haulage only.

4.4 Quoted rates obtained from SEVEN SEAS GROUP do not include:

(a) special charges imposed at any time by SEVEN SEAS GROUP, the Carrier, any Vessel-Operating Carrier or other third party, including (without limitation) insurance premiums, courier fees, inspection charges at origin and destination, heavy-lift charges, additional security procedures and demurrage and detention tariffs, and any such charges will be charged by SEVEN SEAS GROUP in addition; or

(b) any fee imposed at any time by any government agency or other relevant authority, including (without limitation) taxes, duties, customs clearance fees and government-imposed fees, and any such fees will be passed on the Customer in full.

4.5 Notwithstanding clause 4.4(b), any customs clearance fee included in a quote is based on a maximum of three HS Codes, and any additional HS Code(s) shall be charged in accordance with SEVEN SEAS GROUP’s applicable tariffs.

4.6 All quotes are subject to equipment availability and Vessel-Operating Carrier capacity, and all Shipments are subject to the approval of the relevant Vessel-Operating Carrier(s). The choice of Vessel-Operating Carrier(s) is entirely at SEVEN SEAS GROUP or the Carrier’s discretion.

4.7 Any transit and lead-times shown in the quotation are indicative only, non-binding and without guarantee. Actual transit and lead times are subject to various factors and may vary from those set out in the quote.

4.8 SEVEN SEAS GROUP shall be under no obligation to take back any packaging material or Waste. If SEVEN SEAS GROUP does take back such material, all relevant local rules and regulations shall apply and any fees and expenses incurred shall be separately charged to the Customer.

4.9 Rates quoted by SEVEN SEAS GROUP expire 30 days from the time of quotation and, in case of acceptance according to clause 3.1(c)(i) or 3.1(d)(ii) (as the case may be), the relevant Shipment must be booked before the expiration of this 30-day period. Without prejudice to any other rights SEVEN SEAS GROUP has under these Terms or under applicable law, SEVEN SEAS GROUP reserves the right to make necessary corrections in the event of any change of the Shipment information provided.

5. SERVICES

5.1 SEVEN SEAS GROUP shall carry out the Services with reasonable skill and care and in accordance with the Customer’s reasonable instructions as agreed. If the Customer’s instructions, required documentation or information are inaccurate, incomplete, incorrect or not according to contract, SEVEN SEAS GROUP may, at the Customer’s risk and expense, act as it reasonably deems fit and the Customer shall Indemnify SEVEN SEAS GROUP from any Liabilities arising from or in connection with the same.

5.2 SEVEN SEAS GROUP reserves the right to refuse any Shipment or to provide any of the Services at any time in its absolute discretion and accepts no liability whatsoever in any such case.

5.3 If at any time SEVEN SEAS GROUP’s provision of the Services is or is likely to be affected by any hindrance, risk, danger, delay, difficulty or disadvantage of whatsoever kind and howsoever arising (whether or not before the Services have commenced and whether or not before this contract has been concluded), SEVEN SEAS GROUP shall have no duty to complete the contract and may at its sole discretion and without notice and liability to the Customer, elect any one or more of the following:

• (a) carry the Shipment by an alternative route or means; or
• (b) abandon the Services and, where reasonably possible, place the Shipment or any part thereof at the Customer’s disposal at any place which SEVEN SEAS GROUP may deem safe and convenient, whereupon the responsibility of the Carrier in respect of such Shipment shall cease,

and SEVEN SEAS GROUP shall be entitled to recover or retain the full remuneration agreed for the Services and any additional compensation for extra costs or expenses incurred by or for SEVEN SEAS GROUP resulting from the circumstances (or any of them) referred to above.

6. CUSTOMER’S UNDERTAKING

6.1 It is a condition of the contract, and the Customer represents, warrants and undertakes, that:

(a) it is either the owner of the Shipment, or is authorized by the owner to accept these Terms on the owner’s behalf;

(b) the Shipment shall be presented to SEVEN SEAS GROUP, its Subcontractor(s) or agent(s) securely and properly packed, prepared, marked, numbered and addressed, and is and will remain suitable for handling, forwarding, storage or carriage, and not cause injury, damage, contamination or deterioration to any person, premises, equipment or any other item;

(c) it shall comply with all applicable laws, regulations, rules, requirements, directions, recommendations, guidelines of customs, port, import, export and other authorities;

(d) before SEVEN SEAS GROUP assumes any responsibility for or by reference to the Shipment, the Customer will inform SEVEN SEAS GROUP in writing of any relevant matters, including any special precautions necessitated by the nature, weight or condition of the Shipment and any statutory or other duties specific to the Shipment with which SEVEN SEAS GROUP or others may need to comply;

(e) the Shipment shall not:

• (i) cause pollution of the environment or harm to human health if they escape from their packaging;
• (ii) be considered illegal under any applicable laws and regulations or expose SEVEN SEAS GROUP to any sanctions imposed by any country, international organisation or other relevant authority; or
• (iii) except to the extent previously notified in writing to and accepted by SEVEN SEAS GROUP in writing, require any official consent or license to handle, possess, deal with or carry;

(f) it will comply with any reasonable regulations of SEVEN SEAS GROUP relating to handling, forwarding, storage or carriage of the Shipment (and ancillary matters) which are notified in writing from time to time;

(g) information given by the Customer or on its behalf shall be accurate, correct and complete; and

(h) it does not enter into the contract in reliance on any representation, warranty or other undertaking not fully reflected in these Terms, and all conditions, warranties and other terms implied by statute or applicable law are hereby excluded to the fullest extent permitted by applicable law.

6.2 The Customer shall Indemnify SEVEN SEAS GROUP against any Liabilities it suffers as a result of any breach of the Customer’s undertakings under this clause 6. In the event that SEVEN SEAS GROUP suspects a breach by the Customer of clause 6.1, without prejudice to any other rights SEVEN SEAS GROUP has under these Terms or under applicable law, SEVEN SEAS GROUP may exercise any of its rights under clause 5.2 or 5.3. 

7. LIABILITY AS PRINCIPAL

7.1 In the event of loss of or damage to a Shipment, or delay in the performance of the Services and where SEVEN SEAS GROUP acts as principal in accordance with clause 3.3, SEVEN SEAS GROUP’s liability shall be determined and limited in accordance with the remainder of this clause 7 unless an International Convention or national law applies compulsorily to part of the Services and cannot be waived or modified (“Compulsory Legislation”), in which case the liability of SEVEN SEAS GROUP in relation to that part of the Services shall be determined and limited in accordance with the provisions of such Compulsory Legislation.

7.2 In relation to:

(a) claims for loss of or damage to a Shipment or other property of the Customer, SEVEN SEAS GROUP’s liability howsoever arising shall not exceed the lower of:

• (i) the value of the relevant Shipment;
• (ii) in the case of damage, the reasonable cost of repair; and
• (iii) 2 SDRs per kg of the relevant Shipment; or

(b) claims for delay or carriage of a Shipment to the wrong destination (notwithstanding clause 4.7 above), SEVEN SEAS GROUP’s liability shall not exceed the total amount of SEVEN SEAS GROUP’s charges in respect of that Shipment; or

(c) any other claims arising out of or in relation to a Shipment or the Services, SEVEN SEAS GROUP’s liability howsoever arising shall not exceed the total amount of SEVEN SEAS GROUP’s charges in respect of that Shipment, and, for the purpose of this clause 7.2, the value of a Shipment shall be shall be calculated reference to the ex-works invoice value of that Shipment plus freight and insurance (if paid), provided that if there is no invoice value for that Shipment, such value shall be calculated by reference to the value of goods of the same or similar kind and quality at the place and time the Shipment was received by SEVEN SEAS GROUP, its Subcontractor or agent or the Shipment was delivered or should have been delivered, whichever value is lowest; and the value of other property of the Customer, if leased, its lease value and if owned, its market value at the place and time where the loss or damage occurred.

7.3 SEVEN SEAS GROUP shall not be liable for:

(a) loss or damage whatsoever arising from:

• (i) the act or omission of the Customer or owner of the Shipment or any person acting on their behalf;
• (ii) compliance with any instructions given to SEVEN SEAS GROUP;
• (iii) any Shipment excluded from the provision of Services under clauses 4.2, 6.1(e) or otherwise under these Terms;
• (iv) insufficiency of the packing, labelling or marks of a Shipment (except where such service has been provided by SEVEN SEAS GROUP);
• (v) handling, loading, stowage or unloading of a Shipment by the Customer or owner of the Shipment or any person acting on their behalf;
• (vi) wastage in bulk or weight or any other loss or damage arising from inherent defect, quality or vice of the Shipment;
• (vii) latent defects not discoverable by due diligence;
• (viii) quarantine restrictions;
• (ix) any rust, oxidation, scratching, denting or discoloration in case of used, not packed or unprotected items;
• (x) loss or unauthorised destruction, alteration, disclosure of, access to, or control of information technology systems, operational technology systems, networks, internet-enabled applications or devices and the data contained within such systems;
• (xi) riots, civil commotion, strikes, lockouts, stoppage or restraint of labour from whatsoever cause;
• (xii) act of war or terrorism;
• (xiii) fire, flood or storm; or
• (xiv) any other cause that SEVEN SEAS GROUP could not avoid, and the consequences of the same could not be prevented, by the exercise of reasonable diligence; or

(b) any loss of profit, loss of sales, loss of business, loss of contracts, loss of anticipated savings, loss of goodwill or reputation (in each case whether direct or indirect) or any indirect or consequential loss.

7.4 SEVEN SEAS GROUP shall be discharged of all liability unless:

(a) notice of any claim is received in writing by SEVEN SEAS GROUP within fourteen (14) days after:

• (i) for loss or damage to a Shipment, the date of delivery of the Shipment;
• (ii) for delay or carriage of a Shipment to the wrong destination, the planned date of delivery (if SEVEN SEAS GROUP advised the Customer of such a date),
• (iii) in any other case, the date of the event giving rise to the claim, except where the Customer can show that it could not comply with such time limit and that the claim has been made as soon as it was reasonably possible for the Customer to do so; and

(b) a claim is brought in the proper jurisdiction in accordance with clause 16 and written notice of the same is received by SEVEN SEAS GROUP within nine months after the date specified in clause (a) above,
and any claim which does not comply with the provisions of this clause 7.4 shall be deemed to be waived and absolutely barred.

7.5 The defences, exclusions and limits of liability provided for by these Terms shall apply in any action whether such action be founded in contract, tort, bailment, breach of express or implied warranty, negligence, wilful misconduct or otherwise.

7.6 Nothing in these Terms shall exclude or limit SEVEN SEAS GROUP’s liability for death or personal injury caused by its negligence, fraudulent misrepresentation or any other act or omission for which liability may not lawfully be excluded or limited.

7.7 Save as set out in these Terms, SEVEN SEAS GROUP shall not be liable for loss of or damage to any Shipment or delay howsoever arising (whether caused by negligence, wilful misconduct or otherwise).

7.8 To the extent not otherwise regulated in these Terms, SEVEN SEAS GROUP shall not be liable for the acts or omissions of any third parties, including (without limitation) the Carrier or any Vessel-Operating Carrier(s), unless SEVEN SEAS GROUP has failed to exercise due diligence in selecting such third parties.

8. INSURANCE

Unless otherwise instructed in writing and reimbursed by the Customer, SEVEN SEAS GROUP does not insure the Shipment and the Customer shall self-insure or make arrangements to cover the Shipment against all insurable risks to their full insurable value (including all duties and taxes), with any right for the insurer to bring a subrogated claim against SEVEN SEAS GROUP being excluded.

9. PAYMENT AND LIEN

9.1 The Customer agrees to pay the relevant charges, which shall include the price in accordance with the quote chosen by the Customer plus any additional charges or fees that may arise or have been incurred by SEVEN SEAS GROUP, including without limitation customs duties and taxes.

9.2 SEVEN SEAS GROUP’s charges are subject to VAT (as applicable).

9.3 SEVEN SEAS GROUP prices are typically quoted in the local currency (Local Currency), unless local conventions dictate otherwise, permitting quotes in USD, EUR, or any other currency apart from the local currency (Trading Currency). Exchange from any Trading Currency to the Local Currency occurs on the day of invoicing by SEVEN SEAS GROUP. To determine the equivalent of any Local Currency in the Trading Currency, the exchange rate used will be the rate at which such Trading Currency can be converted into the local Currency, as displayed at approximately 11:00 a.m. (London time) on OANDA.com for the respective Trading Currency on that day.

9.4 Unless otherwise provided for in applicable laws and regulations, the charges shall be paid free of any deduction, set-off or counterclaim of any kind in advance of the provision of any Services. In the event that SEVEN SEAS GROUP starts the provision of any of the services without any form of pre-payment, SEVEN SEAS GROUP retains the right to withhold the release of the Shipment until receipt of the payment.

9.5 Invoices for governmental charges such as tax and duty outlays are due immediately upon presentation of appropriate documentation by SEVEN SEAS GROUP and are subject to outlay fees. To the extent not otherwise agreed between the parties, payment(s) not considered in the pre-payment invoice shall be due seven (7) days after the invoice date.

9.6 Interest shall be paid on money overdue to SEVEN SEAS GROUP based on the prevailing interest rate of the central bank in the country where SEVEN SEAS GROUP has its principal place of business.

9.7 SEVEN SEAS GROUP shall, to the extent permitted by applicable law, have a general lien on the Shipment and any documents relating thereto for any amount due at any time to SEVEN SEAS GROUP from the Customer, including without limitation storage fees and the cost of recovering same, and SEVEN SEAS GROUP may enforce such lien in any reasonable manner including the sale of the Shipment, subject to mandatory local law. 

10. ALTERATIONS

SEVEN SEAS GROUP retains the right to modify these Terms or any other terms, policies, or conditions of SEVEN SEAS GROUP without prior notice. Any specific contract between the Customer and SEVEN SEAS GROUP will be governed by the versions of such terms, policies, and conditions in effect at the time the Customer submits its offer, unless changes are made in compliance with mandatory legal or governmental requirements (in which case the modifications will be effective from the specified time determined by law or governmental authority).

11. INCOTERMS®

12. CONFIDENTIALITY

The contents of the contract and any information regarding SEVEN SEAS GROUP’s business are deemed sensitive and confidential. The Customer agrees not to disclose such information to any third party without the express written consent of SEVEN SEAS GROUP, except in cases where the information is already public knowledge or disclosure is mandated by legal requirements or the rules of a regulatory authority or stock exchange. In such instances, the Customer must promptly notify SEVEN SEAS GROUP in writing. The Customer is responsible for ensuring that its directors, employees, agents, advisers, and subcontractors also maintain confidentiality. This obligation remains in effect for three (3) years after the termination of the relevant contract.