These Amazon Global Logistics Freight Terms (these ‘ AGL Freight Terms ’) are part of the Amazon Services Business Solutions Agreement (the ‘ Agreement ’) and only apply to shipments transported through the Amazon Global Logistics Freight Programme (‘ AGL Freight Programme ’).
If you book a shipment from the United States, Amazon Logistics, Inc., for itself and as a limited agent for its Affiliate, Beijing Century Joyo Courier Co., Ltd., arranges international shipping and customs clearance to move your Cargo from an Origin to a Destination (‘ Amazon Global Logistics Freight ’) through the AGL Freight Programme.
If you book a shipment from Europe, Amazon EU S.á.r.l., for itself and as a limited agent for its Affiliate, Beijing Century Joyo Courier Co., Ltd., provides Amazon Global Logistics Freight through the AGL Freight Programme.
BY USING THE AGL FREIGHT PROGRAMME, YOU (ON YOUR BEHALF OR FOR THE BUSINESS YOU REPRESENT) ACCEPT THE TERMS OF THESE AGL FREIGHT TERMS, ANY TARIFFS, ANY BOOKING ORDERS, ANY BILLS OF LADING AND ANY PROGRAMME POLICIES. IF YOU DO NOT AGREE WITH ALL OF THE TERMS OF THE AGREEMENT, INCLUDING THESE AGL FREIGHT TERMS, ANY TARIFFS, ANY BOOKING ORDERS, ANY BILLS OF LADING AND ANY PROGRAMME POLICIES, DO NOT USE THE AGL FREIGHT PROGRAMME.
We may engage any of our Affiliates or any third party to complete one or more of the Amazon Global Logistics Freight outlined below. Any capitalised term not defined in these AGL Freight Terms has the meaning attributed to it in the Agreement.
AGL Freight Programme
1 Scope of AGL Freight Programme
1.1 Through the AGL Freight Programme, you may ship your Cargo from an Origin to a Destination using the mode of transportation you select from the options provided to you depending on the Origin (e.g. air, ocean, rail and/or road), as specified in the Programme Policies.
1.2 You must follow the Programme Policies and comply with applicable Law when you use Amazon Global Logistics Freight, including our requirements for tendering Cargo, all legal and regulatory requirements of the Origin and Destination, and our carriers’ shipping requirements.
1.3 You are responsible for all costs to ship your Cargo using the AGL Freight Programme, including freight charges, insurance, export, customs, duties, taxes and other charges, regardless of the source.
1.4 We may decline to ship any Cargo for any reason, including, without limitation, because we discover that it (a) is not accurately described in the Booking Order or applicable customs documentation, or (b) includes (1) flammable, explosive, poisonous, corrosive or radioactive goods, (2) goods of an otherwise dangerous or hazardous nature, or (3) other goods prone to causing damage to shipping equipment or other goods. You will not tender Unsuitable Units. We may return Unsuitable Units at your expense or re-package/re-label it and assess an administrative fee, as specified in the Programme Policies.
1.5 Title for a shipment is transferred, if at all, under the Bill of Lading. We assume risk of loss for Cargo transported through Amazon Global Logistics Freight only when received by our carrier in the Origin until the carrier delivers it to the importer of record (‘ IOR ’) at the Destination. Notwithstanding the foregoing, the FBA Service Terms govern risk of loss once Cargo arrives at our fulfilment centre in the Destination.
1.6 You authorise each carrier and/or customs broker to provide us with any shipment related information, including tracking information.
1.7 Tariffs, Programme Policies, accepted Booking Orders, Bills of Lading and any notices issued by us or our carriers (‘ Notices’ ) are a part of these AGL Freight Terms and may provide additional and different terms for specific modes of transportation, Eligible Countries, tasks or shipments.
1.8 This order of precedence applies to any conflict among terms in the different parts of these AGL Freight Terms: (a) Sections 1 to 18 of these AGL Freight Terms; (b) any country-specific Programme Policy; (c) any mode-specific Programme Policy; (c) any Amazon-issued Bill of Lading; (d) any Amazon Tariff; (e) any third party-issued Bill of Lading; and (f) any third party Tariff. If there is a conflict among terms in the Agreement, the Programme Policies will prevail over these AGL Freight Terms, and these AGL Freight Terms will prevail over the General Terms of the Agreement.
2 Booking Orders
2.1 You select the mode of transportation for a shipment when you complete an order for Amazon Global Logistics Freight on Seller Central (a ‘ Booking Order’ ). Once we confirm our acceptance, the Booking Order becomes a part of these AGL Freight Terms.
2.2 You may cancel or change any accepted Booking Order (e.g. change the Origin or Destination, transit port, or shipping method) by notifying us through Seller Central or other means specified by us within the lead time for cancellations or changes specified in the Programme Policies.
2.3 After the lead time for cancellations or changes, we will use commercially reasonable efforts to accommodate any requested cancellation or change but may assess an administrative fee, as specified in the Programme Policies, or decline to accommodate the cancellation or change for any reason.
2.4 We will confirm whether we can accommodate any cancellation or change request within a reasonable time. No cancellation or change is effective until our written confirmation and your payment of any fees we assess. You are responsible for any fees or other consequences resulting from cancelling or changing a Booking Order.
2.5 If we are unable to load your Cargo due to issues with our carrier or any of our subcontractors, we will use commercially reasonable efforts to timely notify you and assist in arranging alternate services.
2.6 You must coordinate each shipment with the exporter of record (‘ EOR ’) and IOR. You must timely notify us of the Origin and Destination and your desired door-to-door packing, pickup and delivery times. You will timely provide us with any other delivery information we reasonably request.
3 Special Cargo and Dangerous Goods
3.1 Except as provided in Section 3.3, you must not, and will ensure that EOR does not, use Amazon Global Logistics Freight to transport Special Cargo or Dangerous Goods unless we provide written approval of a Dangerous Goods shipment in advance.
3.2 To request approval to ship Special Cargo or Dangerous Goods, you must provide a written request through Seller Central or other means specified by us that conspicuously and accurately describes the labelling, packaging, nature, quantity and size of the goods, the preventive measures you employ to minimise associated risks, and any special requirements for loading, unloading, handling and shipping.
3.3 We may accept the following types of Dangerous Goods if you provide all the documents we reasonably required for the applicable type of Dangerous Goods:
UN3481, PI966, Section 2: lithium-ion batteries packed with equipment;
UN3481, PI967, Section 2: lithium-ion batteries in equipment;
UN3091, PI969, Section 2: lithium metal batteries packed with equipment; and
UN3091, PI970, Section 2: lithium metal batteries in equipment.
4 Export and Import Documents
4.1 You will ensure the EOR delivers a full and complete set of clean customs declaration materials to us to facilitate the export of your Cargo from the Origin and importation into the Destination, including contracts, invoices, commodity inspection and other relevant certificates, licences, settlement verification sheet, customs declaration form, packing lists, relevant approvals and other information requested by us or required for shipping.
4.2 You are responsible for the authenticity, lawfulness and completeness of the Booking Order and the declaration materials and other documentation or information provided to us. You will promptly update any information about Cargo consistent with our requirements and as necessary to ensure the information is and remains accurate and complete.
5 Tender and Inspection of Cargo
5.1 You will ensure the EOR packs your Cargo (unless you engage us to palletise your cargo) and either ships it to our designated collection point or makes it ready for pickup at the packing/pickup times specified in the accepted Booking Order.
5.2 Except otherwise agreed in writing, we will treat all Cargo as common goods requiring the lowest level of handling or service and no storage, stowage or handling restrictions.
5.3 We may, but are not required to, inspect the name, specifications, quantity and packaging of any tendered Cargo. We are not liable for any consequences resulting from discrepancies between the information you provide in the Booking Order or applicable customs documentation and the actual tendered Cargo, regardless of whether we inspect the Cargo.
5.4 You will ensure the EOR packs all Cargo in accordance with the applicable Law and any of our requirements or the requirements of our carriers. If we discover any inadequacy or breakage in your packaging, or that the Cargo or packaging contradict the written materials provided by you, we will record the situation and notify you promptly.
5.5 We may reject any tendered Cargo if we discover that the external packaging does not appear to be intact, unless, upon special request from you, we agree in writing to ship Cargo with broken or inadequate external packaging. In such a case, we will not be liable for any loss of or damage to the Cargo.
6 Shipping Cargo
6.1 We will arrange shipping equipment, personnel and other facilities for your Cargo with a carrier or subcontractor.
6.2 If your Cargo is refused entry or impounded by an authority during the transit or at the Destination, or the IOR fails to take delivery on time or abandons the Cargo, you will pay all resulting fees and expenses (including but not limited to, shipping fee demurrage fee, custody fee, warehousing and storage fee, cost of re-export or return to the Origin, disposition fee in auction, sell-off or disposal) and bear all the related risks and liabilities.
6.3 We may re-direct or change the Destination of a shipment without your written approval for any reasonable cause, including inclement weather.
7 Customs Clearance
7.1 To facilitate customs clearance, you must provide us with a full and complete set of the clean Bill of Lading or other required documents issued for a shipment by the carrier to the EOR. Upon our receipt of such documents, we will engage a broker to clear your Cargo through customs at the Destination.
7.2 You may designate yourself or any party (other than Amazon or its Affiliates) as the EOR and/or IOR for each of your shipments. The EOR is the actual exporter of your Cargo in the Origin. The IOR is the actual importer of your Cargo in the Destination. The EOR and IOR retain sole responsibility for importing and exporting your Cargo. If you fail to designate any EOR or IOR, you will be listed as the EOR or IOR.
7.3 Amazon and its Affiliates will not act as (a) the EOR for your Cargo or (b) the IOR for your Cargo. If you list Amazon or any of its Affiliates on any import documents, we may refuse to accept the Cargo covered by the import documents and collect any costs incurred by or assessed against Amazon or any of its Affiliates from your Seller Account or recover such costs by other means at our election.
7.4 You will ensure that the EOR and IOR execute and deliver, upon our request, a Power of Attorney and each other document or instrument required for us or our designated customs broker to proceed with customs clearance and related activities on the goods.
7.5 You must keep a copy of all shipping materials provided to the EOR for the period specified in the Programme Policies and pay all fees, costs, taxes and charges related to customs clearance and similar formalities, including any storage or related costs pending clearance or other disposition.
7.6 You will promptly assist us in resolving any problems with a shipment attributable to you, Your Personnel, the EOR or the IOR. You will promptly advise us of any ‘hold’ order, including, but not limited to, inspection, detention or seizure, issued by any customs officials and provide all details about such ‘hold’ order.
In addition to the insurance specified in Section 9 of the General Terms of the Agreement, if you participate in the AGL Freight Programme, you must maintain insurance coverage for the risks that may be associated with the Amazon Global Logistics Freight, including (a) all marine risk, air cargo risk and property insurance for Cargo covering the entire loss, and (b) third party liability insurance and public liability insurance.
9 Compensation for Amazon Global Logistics Freight
9.1 Shipping Fees. The fees and other costs for Amazon Global Logistics Freight are as set forth in the Programme Policies and Tariffs. You will pay all fees and costs for your shipments at the Destination, regardless of whether you are the IOR.
9.2 Service Fee Estimate. We will provide an estimate of the end-to-end freight fee, customs clearance fee and, if elected, palletisation and loading fee, for a shipment based on the information provided in the Booking Order (the ‘Preliminary Estimate’). If you elect to have your Cargo picked up, we will contact you within 48 hours of accepting a Booking Order to provide an estimate of our fee to pick up your Cargo (the ‘Collection Fee Estimate’). Neither the Preliminary Estimate nor the Collection Fee estimate include export and import duties and taxes, accessorial charges and any fees for other services, such as FBA. The actual charge may differ from the estimate if the weight, size or dimensions of your Cargo, as determined by us or our carrier, differs from what is reported in the Booking Order.
9.3 Accessorial Charges. You must pay any accessorial charges specified in a Bill of Lading, the Programme Policies or any Tariffs (‘Accessorial Charges’) if any of the circumstances triggering such accessorial charges occur during a shipment. In addition to Accessorial Charges, you must pay any additional costs or expenses reasonably incurred for the benefit of your Cargo, protecting any other property from your Cargo, or arising due to any force majeure event or otherwise arising under any Bill of Lading.
9.4 Taxes. You are responsible for any value added tax or similar taxes (if any) arising out of AGL Freight Programme. All fees and charges payable by you in the AGL Freight Programme are exclusive of taxes and duties, including, without limitation, VAT, excise taxes, sales and transaction taxes and gross receipts taxes (‘ Indirect Taxes’ ). You will inform us as reasonably required to determine whether we must collect Indirect Taxes from you. We will not collect, and you will not pay, any such Indirect Tax or duty for which you furnish to us a properly completed exemption certificate or a direct payment permit certificate or for which we may claim an available exemption from Indirect Tax. All payments made by you to us through the AGL Freight Programme will be made free and clear of any withholding or deduction for taxes. If any such taxes (for example, international withholding taxes) must be withheld on any payment, you will pay such additional amounts as are necessary so the net amount received by us is equal to the amount then due under these AGL Freight Terms. We will provide you with such tax forms as are reasonably requested to reduce or eliminate any withholding or deduction for taxes regarding payments made under these AGL Freight Terms.
9.5 Proceeds. We may keep all proceeds of any Cargo we dispose of or to which title transfers, including returned, damaged or abandoned Cargo. You will have no security interest, lien or another claim to the proceeds we receive in the sale, fulfilment and/or shipment of such Cargo.
9.6 Payment. We will charge your Seller Central account for your shipment upon its delivery to Destination or as the fees, costs or expenses are incurred. You will receive a statement of fees and any additional costs or expenses incurred relating to but not limited to: the benefit of Cargo, protecting any other property from Cargo, force majeure event, customs inspection of animals and plants, hygiene inspection, commodity inspection or customs inspection of Cargo. We will debit these statement amounts, as updated, from your Seller Account automatically without additional notice, and you expressly consent to each debit we make from your Seller Account. You will receive a debit note reflecting the amounts we debit from your Seller Account. A debit note may contain additional or different terms and conditions applicable to your Seller Account, payment obligations, credit or other matters regarding your relationship with us; any additional or different terms provided by us in a debit note shall prevail over anything to the contrary.
9.7 Lien. If we cannot deduct the fees, charges, costs and taxes through your account due to invalid payment card or other reasons, we may immediately terminate these AGL Freight Terms and seize or assert or foreclose upon a lien or otherwise take action upon or against any goods provided by you, and/or withhold such documents and files, including but not limited to any Bill of Lading, other shipping documents or verification sheet, and charge you a late fee of 0.3% for each day of delay, until all of such fees and amounts and any other sums owed by you to us from prior transactions are paid off, and you will bear any liabilities, expenses and risks caused therefrom. Our rights are cumulative and not limited by any provision of the Agreement, Programme Policies or otherwise limited by any agreement, writing, publication, Tariff, document or interpretation of the foregoing. Any lien we assert regarding any goods secures payment of freight, charges, costs, taxes and other applicable sums on such goods plus any other sums due and owing regarding any prior shipments, contracts, goods, services or obligations.
In addition to your indemnification obligations under Section 6 of the General Terms of the Agreement, you also agree to indemnify, defend and hold harmless us, our Affiliates, and our and their respective officers, directors, employees, representatives and agents against any Claim that arises from or relates to (a) the Cargo (whether title has transferred to us or not), including any personal injury, death, or property damage or delay; or (b) any information about the Cargo that you, Your Personnel, the EOR, or the IOR provides or fails to provide, including inaccurate or omitted information in any Booking Order or customs declaration materials.
In addition to the release provided in Section F-11 of the FBA Service Terms, the Releasing Parties irrevocably acknowledge full and complete satisfaction of and unconditionally and irrevocably release and forever discharge the Released Parties from any Losses which the Releasing Parties now own or hold or have owned or held or may hold or own against the Released Parties, or any of them, arising out of, resulting from or related to any failure by you, Your Personnel, the EOR, the IOR or your Cargo to comply with the these AGL Freight Terms, including the Programme Policies, Tariffs and issued Bills of Lading.
IN ADDITION TO THE DISCLAIMER IN SECTION F-12 OF THE FBA SERVICE TERMS, WE MAKE NO REPRESENTATION OR WARRANTY AS TO THE SEAWORTHINESS, AIRWORTHINESS, ROADABILITY, SAFETY OR SUITABILITY OF ANY SUBCONTRACTOR’S VESSEL, CRAFT, VEHICLE OR EQUIPMENT OR OTHER CONVEYANCE OR WAREHOUSE OR OTHER FACILITY OR SPACE.
13 Effect of Termination
13.1 If we discontinue the AGL Freight Programme or terminate these AGL Freight Terms, we will, as directed by you, use reasonable effort to return or dispose of affected Cargo. If you fail to direct us to return or dispose of the affected Cargo within thirty (30) days after termination (or as otherwise specified in the Programme Policies), we may elect to return and/or dispose of the Cargo as we see fit.
13.2 Upon any termination of these AGL Freight Terms in a particular country, all rights and obligations of the parties under these AGL Freight Terms in such country will be extinguished, except that the following terms will survive: Sections 1 and 7 to 17, and any terms addressing the rights and obligations of the parties regarding (a) Cargo received or stored by us on the termination date, (b) any sums or refunds due and owing to us, and (c) interpretation and enforcement of these AGL Freight Terms.
13.3 No termination of these AGL Freight Terms will relieve a part of any liability or obligation that accrued prior to such termination or expiry.
14 Tax Matters
Section F-14 of the FBA Service Terms apply to shipments through the AGL Freight Programme.
15 Additional Representations
In addition to the release provided in Section F-15 of the FBA Service Terms, you represent and warrant to us that (a) you have all necessary rights to ship your Cargo from the Origin to the Destination; and (b) all Cargo and its packaging will comply with all marking, labelling, quality, security, environmental protection and other requirements of applicable Law, the Programme Policies and our carrier’s shipping requirements.
16 Bills of Lading
16.1 If we or the carrier issue a Bill of Lading to you or the EOR (the ‘ Shipper ’), then the Bill of Lading is made a part of these AGL Freight Terms. You must verify that each Bill of Lading lists you as the Shipper, consignee or Notify Party.
16.2 We are only responsible for the security and safety of Cargo that is identified on a Bill of Lading issued through the AGL Freight Programme, and always subject to the limitations and restrictions provided under these AGL Freight Terms.
16.3 We or our carrier may issue an electronic Bill of Lading. An electronic Bill of Lading is deemed accepted unless rejected within a specified period of time. Shipper consents to the use of electronic Bills of Lading, the use of electronic signatures, and acceptance of a Bill of Lading by failure to object within a specified period of time, and will not object to such documents and practices.
17 Limitation of Liability
17.1 With regard to any damage to, loss, delayed delivery or error in delivery of Cargo through the AGL Freight Programme, we will be held liable under the terms and conditions of the Bill of Lading and these AGL Freight Terms.
17.2 Shipper will pursue any claims regarding Amazon Global Logistics Freight or Cargo exclusively against the Amazon contracting party (not the carrier) and pursuant to the terms of these AGL Freight Terms. You are the only party that may enforce any rights under the Agreement or any Bill of Lading.
17.3 IF WE ACT AS AN OCEAN FREIGHT FORWARDER, OUR LIABILITY WILL NOT EXCEED THAT OF ANY CARRIER, SUBCONTRACTOR OR PROVIDER, OR ANY SUBCONTRACTOR AT ANY LEVEL OF ANY OF THE FOREGOING, AND WE WILL HAVE THE FULL BENEFIT OF EVERY LIMITATION OF LIABILITY SET FORTH IN THESE AGL FREIGHT TERMS AND APPLICABLE LAWS AND TREATIES.
17.4 YOU AUTHORISE US TO NEGOTIATE AND ENTER INTO ANY LIMITED LIABILITY TERMS AND CONDITIONS WITH ANY CARRIER, SUBCONTRACTOR, PROVIDER OR OTHER PARTY ASSISTING WITH OR PROVIDING ANY SERVICE PURSUANT TO THESE AGL FREIGHT TERMS. TO THE EXTENT THAT ANY SUCH CONTRACT, BILL OF LADING OR OTHER SHIPPING DOCUMENT PROVIDES FOR A LOWER LIABILITY THAN IS OTHERWISE AGREED UPON BETWEEN YOU AND US IN THESE AGL FREIGHT TERMS OR THE BILL OF LADING, WE WILL HAVE THE BENEFIT OF SUCH LOWER LIMITATION OF LIABILITY AS BETWEEN SHIPPER AND US AS IF SUCH LIMITATION WERE DIRECTLY NEGOTIATED BY SHIPPER FOR ITS OWN BENEFIT, EXCEPT IN INSTANCES IN WHICH YOU HAVE REQUESTED AND RECEIVED INCREASED CARGO LIABILITY COVERAGE IN ACCORDANCE WITH THE TERMS OF THESE AGL FREIGHT TERMS.
17.5 IF A SHIPPER SUSTAINS A LOSS, SHORTAGE, DAMAGE OR CONTAMINATION OF CARGO DURING SHIPPING DUE TO REASONS ATTRIBUTABLE TO US, YOU, ON YOUR OWN BEHALF OR ON BEHALF OF ANY SHIPPER SHALL SUBMIT A CLAIM TO US UNDER THE CLAIMS PROCESS IN THE PROGRAM POLICIES.
17.6 OUR MAXIMUM LIABILITY FOR ANY LOSS OR LIABILITY UNDER THESE AGL FREIGHT TERMS WILL NOT EXCEED THE AMOUNT DETERMINED BY APPLICATION OF THE APPLICABLE LAW, REGULATION OR INTERNATIONAL TREATY (I.E. THE CONVENTION ON THE CONTRACT FOR THE INTERNATIONAL CARRIAGE OF GOODS BY ROAD FOR OVER-THE-ROAD SHIPMENTS, THE MONTREAL CONVENTION OF 1999 FOR AIR SHIPMENTS, THE HAGUE VISBY RULES FOR OCEAN SHIPMENTS NOT STOPPING AT A PORT IN THE UNITED STATES, AND THE CARRIAGE OF GOODS BY SEA ACT FOR OCEAN SHIPMENTS STOPPING AT A PORT IN THE UNITED STATES), UNLESS A GREATER AMOUNT IS: (A) PROVIDED IN A BILL OF LADING PROVIDED BY US; (B) PROVIDED IN ONE OF OUR TARRIFS; (C) REQUIRED UNDER APPLICABLE LAW, REGULATIONS OR INTERNATIONAL TREATIES; OR (D) AGREED TO BY THE PARTIES IN WRITING AND MEETING THE REQUIREMENTS SET FORTH IN THESE AGL FREIGHT TERMS.
17.7 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE AGL FREIGHT TERMS, OUR CUMULATIVE LIABILITY FOR COMPENSATING SHIPPER FOR ANY LOSS OR LIABILITY IN ALL CIRCUMSTANCES WILL BE NO MORE THAN 80,000 USD IN ANY 12 MONTH PERIOD.
17.8 THE LIMITATION OF LIABILITY OF OCEAN BILLS OF LADING APPLIES BY FORCE OF CONTRACT FOR INLAND PORTIONS OF THROUGH BILL OF LADING MOVEMENTS OF GOODS BY WATER CARRIERS. WE ARE NOT LIABLE FOR ANY LOSSES OR DAMAGES WHICH ARE NOT EXPLICITLY PROVIDED UNDER THE AGREEMENT TO BE ASSUMED BY US. THE TITLE TO THE DAMAGED CARGO WILL VEST IN US UPON OUR PAYMENT OF COMPENSATION.
17.9 WE WILL NOT BE HELD LIABLE FOR DAMAGE TO, SHORTAGE, CONTAMINATION, DETERIORATION, DELAY OR LOSS OF CARGO CAUSED BY REASONS ATTRIBUTABLE TO THE INHERENT NATURE OR VICE OF THE CARGO, REASONABLE WEAR AND TEAR OF THE CARGO or ANY FAULT OF YOURS, YOUR PERSONNEL, THE EOR OR THE IOR.
17.10 YOU ACKNOWLEDGE THAT YOU KNOW AND UNDERSTAND ALL OF THE PROVISIONS OF THESE AGL FREIGHT TERMS, INCLUDING PROVISIONS ON OUR DISCLAIMER AND LIMITATION OF LIABILITY. YOU ACKNOWLEDGE THAT PRIOR TO ACCEPTING THESE AGL FREIGHT TERMS, WE HAVE SPECIFICALLY NOTIFIED YOU OF ALL SUCH DISCLAIMERS AND LIMITATIONS OF OUR LIABILITY ACCORDING TO THE REQUIREMENTS UNDER THE APPLICABLE LAW, AND HAVE RESPONDED TO ALL THE QUESTIONS RAISED BY YOU.
18 Governing Law and Dispute Resolution for European Customers
Only if you schedule a shipment from a location in Europe, the following applies to you: Notwithstanding anything to the contrary in the Agreement, the formation, validity, interpretation and performance of these AGL Freight Terms, and any dispute arising under the Agreement, will be governed by the laws of the Grand-Duchy of Luxembourg, without regard to its conflicts of laws principles. Each party irrevocably submits to the exclusive jurisdiction and venue of the Courts of the judicial District of Luxembourg City, with respect to any claim, action or proceeding arising out of or in connection with the Agreement or the transactions contemplated by these AGL Freight Terms. Each party hereby agrees not to commence or prosecute any such claim, action or proceeding other than in the aforementioned courts. The parties’ rights and obligations are not governed by the United Nations Convention on Contracts for the International Sale of Goods.
AGL Freight Programme Freight Definitions
‘Bill of Lading’ means a bill of lading, waybill, cargo receipt, warehouse receipt, another receipt or another shipping document, including but not limited to any Tariffs incorporated by or referenced in the foregoing.
‘Cargo’ means one or more units of Your Product you tender through the AGL Freight Programme. To avoid doubt, if you have successfully registered for or used both the Amazon Global Logistics Freight and FBA or Selling on Amazon Services, then the term ‘Cargo’ and the defined terms ‘Amazon Fulfilment Units’ in the Fulfilment by Amazon Service Terms and ‘Amazon Fulfilled Products’ in the Selling on Amazon Service Terms both refer to the same items.
‘ Dangerous Goods ’ means the substances or articles in the most-updated versions of these directories, or the substances or articles that comply with the conditions defined in the most-updated versions of these directories: the Dangerous Chemicals Directory, the Air Transportation Dangerous Goods Catalogue, the Directory of Toxic Chemicals Restricted from Import and Export, GB 12268 Dangerous Goods Name List, the national Production Safety Law, Postal Law, Civil Aviation Law, Maritime Law, Regulations on the Safety of Dangerous Chemicals, Regulations on Road Transportation of Dangerous Goods, Regulations on China Civil Aviation Transportation of Dangerous Goods, Supervision and Administration Regulations for Safety of Rail Transportation of Dangerous Goods, Supervision and Administration Regulations for Safety of Shipments Carrying Dangerous Goods, and Rules of Waterway Transportation of Dangerous Goods, IATA Dangerous Goods Regulations, International Maritime Dangerous Goods Code, the Hazardous Materials Table in the United States Code of Federal Regulations at 49 CFR 172.101 (only if you are in the United States), European Agreement concerning the International Carriage of Dangerous Goods by Road (only if you are in Europe), and all the other substances or articles defined as ‘dangerous chemicals’, ‘hazardous chemicals’, ‘dangerous cargoes’, ‘dangerous goods’, or ‘explosives for civil use’ in the Origin, Destination or other applicable laws, administrative regulations, ministerial regulations or announcements, or national standards that may cause danger to health, safety, property or the environment during logistics, storage or transportation, and any similar substance or article as defined by the laws of any country.
‘ Destination ’ means a delivery location in an Eligible Country.
‘ Eligible Country ’ means any country where we offer AGL Freight Programme.
‘Notify Party’ means the party identified in any Bill of Lading as the Notify Party (or Second or Additional Notify Party). If the Bill of Lading does not identify a Notify Party, then you are the Notify Party.
‘Origin’ means a pick-up location in an Eligible Country.
‘ Special Cargo ’ means high value goods, bullion, currency, precious metals or stones, fragile goods, chemical goods, pharmaceutical goods, bio or medical goods, fresh or frozen goods, biological substances or products or materials, live or perishable goods or plants or animals, refrigerated or temperature-sensitive goods, and other special goods.
‘ Tariff ’ means with Amazon, the tariffs identified in the Programme Policies, and with any carrier, the tariffs published by the carrier.
Programme Policy: Claims Process
(i) Notice of claims for loss or damage to lading must be filed in writing by you with us within nine (9) months from date of delivery, or scheduled date of delivery for lost lading, or absent a scheduled delivery date. The filing period will begin after a reasonable time has elapsed for delivery, and legal action will be commenced by you within two (2) years from the date us gives you written notice that us is disallowing the claim or any part of the claim. If you booked a shipment from the United States, claims will be filed and resolved under United States federal regulations codified at 49 C.F.R. Part 370, except as modified by this Agreement, regardless of the country in which the alleged loss or damage occurs or the mode of transportation in which it occurs.
(ii) If you do not pay the invoiced amounts, we must commence legal action to recover the amount within eighteen (18) months of delivery or tender of delivery of the shipments. Subject to subsection (iii) below, if we allege undercharges, or you allege overcharges, duplicate payment or overcollection, notice of such claims or unidentified payments must be given within 180 days of receipt of the invoice, and legal action must be filed within eighteen (18) months of delivery or tender of delivery of the shipments. If you booked a shipment from the United States, the processing, investigation and disposition of overcharge, unidentified payment, duplicate payment or overcollection claims will be governed by present federal regulations codified at 49 C.F.R. Part 378, except as modified by this policy, regardless of the country in which the alleged loss or damage occurs or the mode of transportation in which it occurs.
(iii) If your claim is fully or partially accepted by us or it is determined that we overcharged you, we may, at our sole discretion, elect to credit your account with an amount determined by us to be full satisfaction of the claim or overcharge. If the amount credited to your account is less than the amount demanded by you, we will furnish a written or electronic communication to you stating the reasons for our decision. You will have thirty (30) days to contest the amount credited to your account in writing from the date you receive our written or electronically communicated decision. Your failure to contest the amount credited to your account within this timeframe will constitute a waiver by you of any right to contest the payment of the Claim or overcharge and will constitute a complete settlement of the Claim or overcharge.
Programme Policy: Additional Terms for Ocean Transportation
(i) You will submit the Booking Order to us at least ten (10) days prior to the anticipated loading of Cargo (if shipment by sea occurs).
(ii) During the peak seasons for shipment by sea (from June to October and one month prior to the Chinese New Year each year), you will submit the Booking Order to us at least fourteen (14) days before goods are loaded.
(iii) If you request to change or cancel any booked space (including to renegotiate the shipping price or any fees), then you must notify us in writing at least three (3) days before goods are loaded.
(iv) You are responsible for coordinating with the EOR and each shipper, and will timely notify us with the door-to-door packing, pickup or delivery time, and location determined by you based on the date of loading.
(v) You will ensure that you or your EOR or your shipper makes the goods ready for delivery to us at least seven (7) days prior to the loading date.
(vi) Our tariff and a copy of the form Bill of Lading, including the terms thereto, are available at www.dpiusa.com. A copy of the form Bill of Lading in effect as of the Effective Date, including the terms thereto, is also attached to this policy. The form Bill of Lading is subject to change. The tariffs are subject to change. You must review each Bill of Lading issued by us at the time of each shipment and to ensure you know of any changes to any Bill of Lading or tariff.
(viii) This clause (viii) applies to ocean services in the U.S. trade lanes: you represent and warrant that you are the owner of the Cargo, the person for whose account the ocean transportation is provided or the person to whom delivery is to be made. For recordkeeping and audit, a copy of this policy and relevant Bills of Lading, Booking Orders, statement records and debit notes, and amendments thereof will be maintained by Amazon Logistics, Inc. for five (5) years. This information may be retrieved by selecting ‘Help’ --- ‘Shipping/Customs Documents’ on Seller Central.
Schedule 1: Ocean Form Bill of Lading
This Bill of Lading is governed by the laws of the People’s Republic of China, and any action against the Carrier will be brought before the Shanghai Maritime Court or other maritime courts in the People’s Republic of China.
‘Carrier’ means the company stated on the front of this Bill of Lading as the Carrier and on whose behalf this Bill of Lading has been signed.
‘Cargo’ means one or more Packages you tender through the AGL Freight Programme.
‘Merchant’ includes the consignor, the shipper, the receiver, the consignee, the owner of the Cargo, the lawful holder or endorsee of this Bill of Lading, or any other person having any present or future interest in the Cargo or this Bill of Lading, or anyone authorised to act on behalf of the foregoing.
‘Vessel’, where the context so admits, includes the Vessel named in Box 6 of this Bill of Lading or any substitute therefor, and any feeder vessel, lighter or barge used by or on behalf of the Carrier in any seaborne leg of the carriage.
‘Sub-contractor’ includes owners and operators of vessels (other than the Carrier), stevedores, terminal, warehouse, depot and groupage operators, road and rail transport operators, and any independent contractor employed to perform the carriage and any sub-sub-contractor thereof. The expression
Sub-contractor will include direct and indirect Sub-contractors and their respective servants, agents or Sub-contractors.
‘Package’ means each Container stuffed and sealed by or on behalf of the Merchant, and not the items packed in such Container if the number of such items is not indicated on the front of this Bill of Lading or is indicated by the terms such as ‘Said to Contain‘ or similar expressions.
‘Shipping Unit’ means any physical unit of cargo not shipped in a package, including machinery, vehicles and boats, except goods shipped in bulk.
‘Container’ includes any Container, open top, trailer, transportable tank, flat rack, platform, pallet and any other equipment or device used for or in the transportation of the Cargo.
2. CARRIER’S TARIFF
The Carrier’s applicable Tariff and other requirements regarding charges are incorporated into this Bill of Lading. Particular attention is drawn to the terms contained, including, but not limited to, free storage time, Container and vehicle demurrage, etc. Copies of the provisions of the Tariff are obtainable from the Carrier or his agents upon request or from the Carrier’s website. If any inconsistency occurs between this Bill of Lading and the Tariff, this Bill of Lading will prevail.
3. SUB-CONTRACTING, INDEMNITY AND CERTAIN DEFENCES, EXEMPTIONS AND LIMITATIONS
(1) The Carrier will have the right at any time and on any terms to sub-contract the whole or any part of the carriage with any Sub-contractor and/or to substitute any other vessel or means of transport for the Vessel.
(2) The Merchant undertakes that no claim or legal action will be made or brought against any person by whom the carriage is performed or undertaken (including, but not limited to, the Carrier’s servants, agents or Sub-contractors), other than the Carrier, which imposes or attempts to impose upon any such person, or any vessel owned or operated by such person, any liability in the Cargo or the carriage thereof whether or not arising out of negligence by such person. Should any such claim or legal action nevertheless be made or brought, the Merchant undertakes to indemnify the Carrier against all consequences thereof including legal expenses on a full indemnity basis. Without prejudice to the foregoing, every such person or vessel, including, but not limited to, the Carrier’s servants, agents or Sub-contractors as defined in Clause 1 above, will have the benefit of every exemption, defence and limitation herein contained applicable to the Carrier, in contract or in tort, as if such provision were contracted for its benefit, and, in signing this contract, the Carrier, for such exemptions, defences and limitations, does so not only on its behalf but also as an agent and trustee for such person or vessel.
4. CARRIER’S RESPONSIBILITY
(1) Port to Port Shipment If boxes 6, 7 and 8 but not boxes 4,5 and 9 are filled in on the front of this Bill of Lading, this Bill of Lading is a Port-to-Port contract. The Carrier will be responsible for the Cargo as Carrier from the time when the Cargo is received by the Carrier at the Port of Loading until delivery thereof at the port of discharge to the Merchant or to the authority as required by local laws or regulations, whichever occurs earlier.
(2) Combined Transport If Box 4, Box 5 and/or Box 9 are filled in on the front of this Bill of Lading and the place(s) or port(s) indicated is/are place(s) or port(s) other than that stated in Box 7 and Box 8 and Freight is paid for combined transport, this Bill of Lading is a combined transport contract. The Carrier undertakes to arrange or procure the pre-carriage and/or on-carriage segments of the combined transport. All claims arising from the combined transport carriage must be filed with the Carrier within one year after the delivery of the Cargo or the date when the Cargo should have been delivered, failing which the Carrier will be discharged from all liabilities regarding the Cargo. If any payment is made by the Carrier to the Merchant regarding any claim arising from the combined transport carriage, the Carrier will be automatically subrogated to or given all rights of the Merchant against all others including pre-carrier or on-carrier or Sub-contractor because of such loss or damage. Nothing herein contained will be deemed a waiver of any rights that the Carrier may have against a pre-carrier or on-carrier or Sub-contractor for indemnity or otherwise.
5. NOTICE OF CLAIM AND TIME BAR
(1) Where the loss of or damage to the goods is not apparent, the preceding paragraph will apply if the consignee has not given the notice in writing within seven consecutive days from the next day of the delivery of the goods, or with containerised goods, within 15 days from the next day of the delivery thereof. The notice in writing regarding the loss or damage need not be given if the state of the goods has, at the time of delivery, been the subject of a joint survey or inspection by the Carrier and the merchant.
(2) The Carrier, its servants, agents and Sub-contractors will be discharged from all liabilities unless suit is brought within one year after the delivery of the Cargo or the date when the Cargo should have been delivered.
6. LOSS OR DAMAGE
(1) This Bill of Lading will govern all responsibilities of the Carrier in or that arise out of the carriage of the Cargo not only during the carriage but also during the period prior to and/or after the carriage. The exemptions from liability, defences and limitation of liability provided for herein or otherwise will apply in any action against the Carrier for loss or damage or delay, occurring and whether the action be founded in contract or in tort and even if the loss, damage or delay arose because of unseaworthiness, negligence or fundamental breach of contract. Save as is otherwise provided, the Carrier will in no circumstances and howsoever arising be liable for direct or indirect or consequential loss or damage or loss of profits.
(2) The Carrier does not undertake that the Cargo will be transported from or loaded at the place of receipt or loading or will arrive at the place of discharge, destination or transshipment aboard any particular vessel or other conveyance at any particular date or time or to meet any particular market or in time for any particular use. Scheduled or advertised departure and arrival times are only expected times and may be advanced or delayed. The Carrier will in no circumstances and howsoever arising be liable for direct, indirect or consequential loss or damage caused by the delay.
(3) If the stage of the combined transport during which loss or damage occurred can be determined, the liability of the Carrier will be governed by the national law(s) and/or international convention(s) applicable thereto. If the stage of the combined transport during which loss or damage occurred cannot be determined, the
Merchant and the Carrier agree that it will be deemed that the loss or damage occurred aboard the Carrier’s Vessel. In either case, clauses 5(2) and 7 will apply.
7. LIMITATION OF LIABILITY
(1) Except as provided for in Clause 7(2), this Bill of Lading will be subject to the Maritime Code of the People’s Republic of China as provided for in Clause 26(1). Neither the Carrier, its servants, agents, Sub-contractors nor the Vessel will be liable for any loss of or damage to the Cargo in any amount exceeding the limits per package or unit prescribed by that Code, unless the nature and value of the Cargo have been declared by the Merchant before shipment and inserted in this Bill of Lading (Box 10) and the Merchant has paid additional Freight on such declared value.
(2) Where carriage includes carriage to or from or through a port or place in the United States of America, this Bill of Lading will be subject to the United States Carriage of Cargo by Sea Act, 1936 (U.S. COGSA) and any amendments thereto, as provided for in Clause 26(2). Neither the Carriers nor its servants, agents, Sub-contractors and/or the Vessel will be liable for any loss of or damage to the Cargo exceeding the limits per package or unit prescribed by US COGSA, unless the nature and value of the Cargo have been declared by the Merchant before shipment and inserted in this Bill of Lading (Box 10) and the Merchant has paid additional Freight on such declared value.
(3) If a legal regime other than the Maritime Code of the People’s Republic of China or U.S. COGSA is compulsorily applied to this Bill of Lading, the liability of the Carrier will not exceed the limits per Package or Shipping Unit prescribed, unless the nature and value of the Cargo have been declared by the Merchant and inserted in this Bill of Lading (Box 10) and the Merchant has paid additional Freight on such declared value.
(4) For this Clause 7, the declared value will be the basis for calculating the Carrier’s liability provided that such declared value will not be conclusive on the Carrier, and provided that such declared value does not exceed the true value of the Cargo at the destination. Any partial loss or damage will be adjusted pro-rata based on such declared value.
The Carrier will not be liable for any loss of or damage to the Cargo at any time, including that before loading or after discharge for any fire unless such fire is proved to be caused by the actual fault of the Carrier.
9. CARRIER’S CONTAINERS
(1) Cargo received in break bulk will be stuffed in Containers and the Carrier may carry any Containers, whether or not stuffed by the Carrier, on the deck or below deck. All such Cargo will participate in General Average.
(2) If the Carrier’s Containers and equipment are used by the Merchant for pre-carriage or on-carriage or unpacked at the Merchant’s premises, the Merchant must return the empty Containers, with interiors brushed, clean and free of smell to the point or place designated by the Carrier, its servants or agents, within the time prescribed in the Tariff and/or required by the Carrier. Should a Container not be returned within the designated time, the Merchant will be liable for any detention, demurrage, loss or expenses which may arise from such non-return.
(3) The Merchant will be liable for any loss of or damage to the Carrier’s Containers and other equipment while in the custody of the Merchant or anyone acting on the Merchant’s behalf. The Merchant will also be liable during such period for any loss of or damage to the property of others or for any injuries or death and the Merchant will indemnify and hold the Carrier harmless against all damages, including legal expenses, incurred from any such claims arising during such periods.
10. MERCHANT-STUFFED CONTAINER
(1) If a Container has not been stuffed by or on behalf of the Carrier, the Carrier will not be liable for loss of or damage to the Cargo and the Merchant will indemnify the Carrier against any loss, damage, liability or expense incurred by the Carrier if such loss, damage, liability or expense has been caused by:
(a) the manner in which the Container has been filled, packed, loaded or stuffed, or
(b) the unsuitability of the Cargo for carriage in the Container, or
(c) the unsuitability or defective condition of the Container, provided that, had the Container been supplied by or on behalf of the Carrier, this unsuitability or defective condition could have been apparent upon inspection by the Merchant at or before the Container was filled, packed, loaded or stuffed.
(2) If a Merchant-stuffed Container is delivered by the Carrier with its seal intact, such delivery will constitute the full and complete performance of the Carrier’s obligations under this Bill of Lading, and the Carrier will not be liable for any loss or shortage of the Cargo ascertained at delivery.
(3) the Merchant will inspect Containers before stuffing them and using a Container will be prima facie evidence of its being suitable and without defect.
11. MERCHANT’S DESCRIPTION
(1) The Merchant’s description of the Cargo stuffed in a sealed Container by the Merchant, or on his behalf, will not bind the Carrier, and the description declared by the Merchant on the front of this Bill of Lading is information provided by the Merchant solely for its own use including but not limited to using its freight forwarder. It is understood by the Merchant that the Carrier has not verified the contents, weight or measurement of a sealed container, and the Carrier makes no representation on the contents of a sealed Container, van, crate or box, nor its weight or measurement, nor the value, quantity, quality, description, condition,
marks or number of the contents thereof. The Carrier will be under no responsibility regarding such description or particulars.
(2) If any particulars of any letter of credit and/or import licence and/or sales contract and/or invoice or order number and/or details of any contract to which the Carrier is not a party are shown on the front of this Bill of Lading, such particulars are included solely at the request of the Merchant for its convenience. The Merchant agrees that including such particulars will not be a declaration of value and will in no way affect the Carrier’s liability under this Bill of Lading. The Merchant acknowledges that, except as provided for in Clause 7, the value of the Cargo is unknown to the Carrier.
12. MERCHANT’S RESPONSIBILITY
(1) The parties defined as ‘Merchant’ in clause 1 will, where applicable, be jointly and severally liable to the Carrier for the due fulfilment of all obligations undertaken by any of them under this Bill of Lading.
(2) The Merchant warrants to the Carrier that the particulars relating to the Cargo as set forth on the front of this Bill of Lading have been checked by the Merchant on receipt of this Bill of Lading and that such particulars, and any particulars furnished by or on behalf of the Merchant, are adequate and correct. The Merchant also warrants that the Cargo is lawful Cargo and are not contraband.
(3) The Merchant will indemnify the Carrier against all liabilities, costs, losses, damages, fines, penalties, expenses or other monetary sanctions arising or resulting from any breach of the warranties in Clause 12(2) or from any other cause in the Cargo for which the Carrier is not responsible.
(4) The Merchant will comply with all regulations or requirements of customs, port and other Authorities, and will bear and pay all duties, taxes, fines, imposts, expenses or losses (including the full return Freight for the Cargo if returned, or if on-carried, the full Freight from the Port of Discharge or the Place of Delivery nominated to the amended Port of Discharge or the amended Place of Delivery) incurred and/or sustained for any failure to so comply, or for any illegal, incorrect or insufficient marking, numbering or addressing of the Cargo, and will indemnify the Carrier in respect thereof.
13. FREIGHT AND CHARGES
(1) All Freight will be deemed fully, finally and unconditionally earned on receipt of the Cargo by the Carrier and will be paid and non-returnable.
(2) All Freight and charges will be paid with no set-off, counter-claim, deduction or stay of execution before delivery of the Cargo.
(3) The Merchant’s attention is drawn to the stipulations about currency in which the Freight is to be paid, the rate of exchange, devaluation and other contingencies about the Freight in the Tariff or as agreed otherwise.
(4) If the Merchant’s description of the Cargo in this Bill of Lading or in any document or certificate furnished to the Carrier by or on behalf of the Merchant will prove to have been inaccurate, incorrect or misleading, the Merchant will pay for the actual damage suffered by the Carrier.
(5) Payment of Freight and charges to any freight forwarder or broker, or anyone other than the Carrier or its authorised agent, will constitute payment to the Carrier and will be made at the Merchant’s sole risk.
(6) The parties defined as Merchants in clause 1 will, where applicable, be jointly and severally liable to the Carrier for payment of all Freight, demurrage, General Average and charges, including, but not limited to, court costs, expenses and reasonable attorney’s fees incurred in collecting sums due to the Carrier. Failing is considered a default by the Merchant in the payment of Freight and charges.
14. INSPECTION OF THE GOODS
The Carrier and/or any person to whom the Carrier has sub-contracted the carriage or any person authorised by the Carrier will be entitled, but under no obligation, to open any Container or Package at any time and to inspect the Cargo. If by order of the Authorities at any place a container must be opened for inspection, the Carrier will not be liable for any loss or damage incurred because of Carrier opens, unpacks, inspects or repacks the container. The Carrier may recover the costs associated with opening, unpacking, inspecting and repacking the container from the Merchant.
15. CARRIAGE AFFECTED BY CONDITION OF THE GOODS
If it appears at any time that the Cargo cannot safely or properly be carried or carried further, either at all or incurring no additional expense or taking any measure(s) in relation to the Cargo or the Container, the Carrier may without notice to the Merchant (but as its agent only) take any measure(s) and/or incur any additional expense to carry or to continue the carriage thereof, and/or dispose of the Cargo, and/or abandon the carriage and/or store them ashore or afloat, under cover or in the open, at any place, whichever the Carrier in his absolute discretion considers most appropriate, which abandonment, storage or disposal thereof will be deemed to constitute due delivery under this Bill of Lading. The Merchant will indemnify the Carrier against any additional expense so incurred.
The Carrier will have a lien on the Cargo and any documents relating thereto for Freight, dead Freight, demurrage, detention and for any expenses incurred by the Carrier for recoopering, repacking, remarking, fumigation or required disposal of faulty Cargo, for General Average contributions to whomsoever due, for fines, dues, tolls, land Freight or commissions paid or advanced by the Carrier on behalf of the Cargo, for any sums including salvage payable to the Carrier under this Bill of Lading and for legal expenses incurred because of any attachment or other legal proceedings brought against the Cargo by governmental Authorities or any person claiming an interest in the Cargo. The Carrier’s lien will survive discharge or delivery of the Cargo, and the Carrier may enforce such lien by public auction or private sale at its discretion. Should the proceeds of sale fail to cover the amount due, including expenses incurred, the Carrier may recover the balance from the Merchant. Should such proceeds exceed the amount due, the balance will be returned to the Merchant.
17. DECK CARGO, ANIMALS AND PLANTS
Cargo (other than Cargo stuffed in Containers) that are stated on the front of this Bill of Lading as contracted to be stowed ‘on deck’ and are so carried, and all live animals, including fish and birds, or plants shipped, will be carried solely at the risk of the Merchant, and the Carrier will not be liable for any loss or damage of any nature arising during carriage by sea whether or not arising out of negligence by the Carrier. The Merchant will indemnify the Carrier against all or any extra costs for any reason in the carriage of such live animals or plants.
18. METHODS AND ROUTES OF CARRIAGE
The Carrier may, during the carriage
(1) Use any means of transport or storage;
(2) Transfer the Cargo from one conveyance to another including transshipment or carrying the same on another Vessel other than the Vessel named on the front of this Bill of Lading or by any other means of transport.
Any action the Carrier takes under this Clause or any delay arising therefrom will be deemed within the carriage and will not be a deviation.
19. MATTERS AFFECTING PERFORMANCE
If at any time the carriage is or is likely in the judgement of the Master to be affected by any hindrance, risk, delay, difficulty or disadvantage of any kind, other than the inability of the Cargo to be safely or properly carried or carried further, and arising (even though the circumstances causing such matters as stated above existed when this contract was entered into or the Cargo were received for shipment), the Carrier (whether the carriage is commenced) may, at his sole discretion and without prior notice to the Merchant:
(1) Carry the Cargo to the contracted Port of Discharge or Place of Delivery, whichever applies, by an alternative route from that stated in this Bill of Lading or from that which is customary for Cargo consigned to that Port of Discharge or Place of Delivery. If the Carrier elects to invoke this sub-Clause, then, notwithstanding Clause 18, the Carrier may charge such additional Freight as the Carrier may determine, or
(2) Suspend the carriage of the Cargo and store it ashore or afloat upon this Bill of Lading and endeavour to forward it as soon as possible, but the Carrier makes no representation on the maximum period of suspension. If the Carrier elects to invoke this sub-Clause, then the Carrier may have the payment of such additional Freight as the Carrier may determine, or
(3) Abandon the carriage of the Cargo and place the Cargo at the Merchant’s disposal at any port or place where the Carrier may deem safe and convenient, whereupon the responsibility of the Carrier regarding such Cargo will entirely cease. The Carrier nevertheless may charge full Freight on the Cargo received for shipment, and the Merchant will pay any additional costs of the carriage to such port or place, and delivery and storage at such port or place.
Where the Carrier elects to use an alternative route under Clause 19(1) or to suspend the carriage under Clause 19(2), same will not prejudice its right subsequently to abandon the carriage.
20. DANGEROUS GOODS
At the time of shipment of Dangerous Cargo, the Merchant will, in compliance with the regulations governing the carriage of such Cargo, have the same properly packed, distinctly marked and labelled and notify the Carrier in writing of its proper description, nature and the precautions to be taken. If the Merchant fails to or inaccurately notifies the Carrier, the Carrier may have such Cargo landed, destroyed or rendered innocuous when and where circumstances so require, without compensation. The Merchant will be liable to the Carrier for any loss, damage or expense resulting from such shipment.
Notwithstanding the Carrier’s knowledge of the Dangerous Cargo and its consent to carry, the Carrier may still have such Cargo landed, destroyed or rendered innocuous, without compensation, when they become an actual danger to the Vessel, the crew and other persons on board or to other goods. However, what mentioned in this Clause will not prejudice the contribution in General Average, if any.
21. SPECIAL, REFRIGERATED OR HEATED CONTAINERS
(1) Unless the Merchant and the Carrier agree in writing before shipment that specially ventilated, refrigerated or heated Containers will be used to ship the Cargo and such agreement is noted on the front of this Bill of Lading, and the Merchant gives proper written notice to the Carrier of the Cargo and of the particular temperature range to be maintained and/or special attention required and the Merchant pays the extra Freight charged under the Carrier’s Tariff or as agreed, the Cargo will be carried in ordinary unventilated Containers.
(2) If a refrigerated Container is stuffed by or on behalf of the Merchant, the Merchant undertakes that its thermostatic, ventilating or any other controls have been correctly set by the Merchant and that the temperature of the Cargo and the refrigerated Container has been brought to the required temperature level before
stuffing and that the Cargo have been properly stowed in the Container before the receipt thereof by the Carrier. If these requirements are not met, the Carrier will not be liable for any loss of or damage to the Cargo howsoever arising.
(3) The Merchant will be responsible for the operation and maintenance of the Carrier’s Container while it is in the Merchant’s custody or the custody of anyone acting on the Merchant’s behalf.
(4) If a suggested temperature is noted on the front of this Bill of Lading, the Merchant will deliver the Cargo to the Carrier at the noted temperature plus or minus 2℃ permitted, and the Carrier will exercise due diligence to maintain such temperature plus or minus 2℃ while the Cargo is in its actual possession.
(5) The Carrier does not warrant that the Container be properly ventilated, refrigerated or heated throughout the carriage, nor will the Carrier be liable for any loss of or damage to the Cargo arising from any latent defects, any total or partial failure or breakdown, or stoppage of the refrigerating machinery, plant, insulation and/or any apparatus of the Container, Vessel, conveyance and any other facilities, provided that the Carrier will before or at the beginning of the carriage exercise due diligence to maintain the refrigerated Container in an efficient state.
(6) if the Merchant’s own Container is used, a set of emergency kit and an operation manual will be supplied by the Merchant.
22. NOTIFICATION AND DELIVERY
(1) Any mention herein of parties to be notified of the arrival of the Cargo is solely for the information of the Carrier, and failure to give such notification will not cause any liability by the Carrier or relieve the Merchant of any obligation.
(2) The Merchant will take delivery of the Cargo within the time provided for in the Carrier’s applicable Tariff or as required by the Carrier.
(3) If the Merchant fails to take delivery of the Cargo during a reasonable time or whenever in the opinion of the Carrier the Cargo is likely to deteriorate, decay, become worthless or incur charges whether for storage or otherwise over its value, the Carrier may, at its discretion, without prejudice to any rights which he may have against the Merchant, without notice and with no responsibility attaching to him, un-stuff, sell, destroy or dispose of the Cargo at the sole risk and expense of the Merchant, and apply any proceeds of sale in reduction of the sums due to the Carrier from the Merchant. The un-stuffing will constitute proper delivery and thereupon all liability of the Carrier regarding the Cargo thereof will cease.
(4) Where the Carrier must hand over the Cargo so carried into the custody of the port, customs or any other Authorities at the Port of Discharge or Place of Delivery and the Cargo is delivered by the same to the Merchant without necessity of production of this Bill of Lading by the Merchant as required by the local law, regulation and/or practice, such handover will constitute due delivery to the Merchant under this Bill of Lading and thereupon the liability of the Carrier regarding the Cargo will entirely cease.
(5) Refusal by the Merchant to take delivery of the Cargo under this Clause, notwithstanding its having been notified of the availability of the Cargo for delivery, will constitute an irrevocable waiver by the Merchant to the Carrier of all and any claims relating to the Cargo or the Carriage. The Merchant will be liable for any losses, damages, expenses and liabilities incurred and sustained by the Carrier arising from such refusal, including but not limited to the return of the Cargo to its place of origin.
23. GENERAL AVERAGE AND SALVAGE
(1) General Average will be adjusted at any port or place at the Carrier’s option according to the York-Antwerp Rules 1974, as amended in 1990, and any other amendments thereto. The Merchant will give such cash deposit or other security as the Carrier may deem sufficient to cover the estimated General Average contribution of the Cargo before delivery.
(2) In the event the Master determines that salvage services are needed, the Merchant agrees that the Master will act on its behalf to procure such services to Cargo and that the Carrier may act on its behalf to settle salvage remuneration. The Merchant will timely and fully provide a cash deposit or other security to the salvor without affecting the schedule of the Vessel after the salvage, failing which the Merchant will be liable for any losses arising therefrom and sustained by the Carrier.
24. BOTH-TO-BLAME COLLISION
The Both-to-blame Collision Clause currently published by the Baltic and International Maritime Conference is deemed incorporated into this Bill of Lading.
25. NON-VESSEL-OPERATING COMMON CARRIERS
If this Bill of Lading is accepted by a Merchant acting as a non-vessel-operating common carrier (NVOCC), who has concluded other contracts of carriage with third parties, the NVOCC warrants that the contracts concluded by him regarding the Cargo subject to this Bill of Lading will incorporate the terms of this Bill of Lading. The NVOCC further warrants to indemnify the Carrier, its servants, agents and Sub-contractors against all consequences of his failure to do so.
26. LAW AND JURISDICTION
(1) This Bill of Lading is governed by the laws of the People’s Republic of China. All disputes arising under or in this Bill of Lading will be determined by the laws of the People’s Republic of China, and any action against the Carrier will be brought before the Shanghai Maritime Court or other maritime courts in the People’s Republic of China.
(2) Notwithstanding the provision of Clause 26(1), where carriage includes carriage to or from or through a port or place in the United States of America, this Bill of Lading will be subject to the U.S. COGSA, which will be deemed to have been incorporated herein and nothing herein contained will be deemed a surrender by the Carrier of any of its rights, immunities, exceptions or limitations or an increase of any of its liabilities under U.S. COGSA. The provision cited in the COGSA (except as may be otherwise specifically provided) will also govern before loading and after discharge if the goods remain in the Carrier’s custody of control.
27. VARIATION OF THE CONTRACT
No servant, agent or Sub-contractor of the Carrier will have the power to waive or vary any terms of this Bill of lading unless such waiver or variation is in writing and is specifically authorised or approved in writing by the Carrier.
28. NEW JASON CLAUSE
If accident occurs, danger, damage or disaster before or after the commencement of the voyage resulting from any cause, whether due to negligence or not, for which, or for the consequences of which, the Carrier is not responsible by statute, contract or otherwise, the Cargo and the Merchant jointly and severally will contribute with the Carrier in General Average to the payment of any sacrifices, losses or expenses of a General Average nature that may be made or incurred and will pay salvage and special charges in respect of the Cargo. If a salving ship is owned or operated by the Carrier, salvage will be paid for as fully as if the salving ship belonged to strangers.
These clauses are applicable only when document used as a Sea Waybill
29. APPLICABILITY TO ACTION IN TORT
These conditions apply to all claims against the carrier relating to performing the contract evidenced by this B/L, whether the claim is found in contract or in tort.
30. Delivery will be made to the consignee or his authorised representative upon presentation of a delivery receipt or other evidence of identity and authorisation satisfactory to the Carrier in his sole and absolute discretion without the need of producing or surrendering a copy of his Sea Waybill.
31. Except as provided in this Sea Waybill, the contract of carriage evidenced by this Sea Waybill is subject to the terms of the Carrier’s Bill of Lading, a copy of which may be obtained from the Carrier and its agent. The Shipper accepts all said terms, including but not limited to the per package and other limitations of liability contained, on behalf of the Consignee and the Owner of the Cargo and warrants he has authority to do so.
32. The consignee or another receiver of the Cargo, by presenting this Sea Waybill and/or requesting delivery of the Cargo, undertakes all liabilities of the Shipper under this Sea Waybill and the Carrier’s Bill of Lading, such undertaking being additional and without prejudice to the Shipper’s own liability.
33. The shipper agrees and observes the CMI Uniform Rules for Sea Waybill to use the Carrier’s Sea Waybill in cargo transportation.
34. Upon written request of the Shipper prior to arrival of the carrying vessel at the Port of Discharge or Place of Delivery, whichever applicable, the Carrier will use its best efforts to change the Sea Waybill to the Carrier’s Bill of Lading, provided that the Carrier will never be liable for failure to timely effect such changes.
35. The goods are subject to the Carrier’s normal credit practices regarding release of particular Cargo, as specified in the Carrier’s Tariff and Bill of Lading, including but not limited to the Carrier’s right to a lien against any shipment as security for any unpaid charges due and owing to the carrier by any party to this Sea Waybill, whether related to the Cargo described in this sea Waybill or not.
36. Except as otherwise provided for by the laws, the Carrier will, subject to the terms, process cargo claims with the Consignee or shipper at the Carrier’s discretion. Claims settlement with the consignee will be a complete discharge of Carrier’s liabilities to the Shipper, and vice versa.
Programme Policies: Additional Terms for Air Transportation
(i) You will submit the Booking Order to us at least three (3) days prior to the flight departure (if shipment by air occurs).
(ii) During the peak seasons for shipment by air (from September to November each year), you will submit the Booking Order to us at least seven (7) days prior to the flight departure.
(iii) If you request to change or cancel any booked space (including to renegotiate the shipping price or any fees), then you must notify us in writing at least two (2) days prior to the scheduled flight departure.
(iv) You must coordinate with the EOR and will timely notify us with the door-to-door packing, pickup or delivery time, and location determined by you under the date of the scheduled flight.
(v) You will ensure that you or the EOR makes the goods ready for delivery to us at least three (3) days prior to the scheduled flight departure.
Programme Policies: Additional Terms for Services Provided in the United States
(1) For Services provided in the United States, except for U.S. inbound through move services for which another us is responsible, ‘we’, ‘us’ or ‘our’ means Amazon Logistics, Inc. For such U.S. inbound through Services, ‘we’, ‘us’ or ‘our’ means the carrier identified on the Bill of Lading or receipt.
(2) For Federal Motor Carrier Safety Administration (‘FMCSA’) regulated activities and U.S. domestic carriage by water, including inland and noncontiguous trades, the terms of this policy apply to contract carriage and will not be construed as or deemed common carriage. Both parties agree that they expressly waive any rights and remedies under the ICC Termination Act and Interstate Commerce Act as amended (both laws of the United States), and regulations promulgated, including Part B of Subtitle IV Interstate Transportation, 49 U.S.C. § 13101, et seq, that contradict this policy.
(3) Regarding transportation governed by a Bill of Lading from an origin to a destination in the United States of America, our monetary liability will be limited to 500 USD per shipment and subject to the cumulative liability limit in the International Shipment Services Terms. If you assert that the value of a particular shipment will exceed this amount and wish to increase the liability coverage provided by us, then you must advise us at or before the time of submitting the Booking Order. We will provide you with an increased freight rate to reflect such additional coverage. Only if both parties agree in writing to the increased cargo liability and increased freight rate prior to any damage to the shipment will us’s cargo liability be increased. A higher declared value in the Bill of Lading will be without effect unless these terms are met. Regardless of the liability level selected by you, you must prove that our negligence (or that of our contractor or the carrier actually performing the transportation Service) caused damage to the Cargo to recover for such damage. A copy of the form U.S. Domestic Bill of Lading terms and conditions in effect as of the Effective Date is attached to this policy. The form Bill of Lading is subject to change. You must review each Bill of Lading issued by us at the time of each shipment and to ensure you know of any changes to any Bill of Lading.
(4) If the consignee refuses the goods tendered by us or if we cannot deliver the goods because of fault or mistake of you or the consignee, or if you advise and instruct us to stop movement of the goods and to hold it in transit, then, and in each case, our liability thereafter immediately will be that of a warehouseman. The procedures which us agrees to and will take as a warehouseman involve the use of ordinary care to keep the goods in a safe or suitable place or to store the goods properly. We will (a) attempt to give you prompt notice if the foregoing occurs, (b) place the goods in public storage or maintain the goods in our own storage or other facility, and (c) if disposition instructions are not given by you within ten (10) days of us’s initial notification to you, then we may offer the goods for public sale without further notice. With perishable goods, us may dispose of the goods at a time and in a manner us deems appropriate. You will be responsible for storage costs and reasonable costs us incurs in acting as a warehouseman. To the extent any sale or disposal revenues exceed the storage costs and the costs we incur as a warehouseman, we will remit the balance to you. If you give us timely disposition instructions, we will use any commercially reasonable steps to abide by such instructions. You will pay our costs and any additional transportation costs us incurs in doing so.
(5) When our liability is that of a warehouseman or if performing transloading, cross-docking, consolidation, deconsolidation, storage or other similar services (individually or collectively, ‘Transloading’), our liability will be limited to $0.25 per pound, unless greater liability is agreed to per subsection (3) above, in which case the liability limit agreed to will also apply to the services described in this subsection (5). The form forwarder’s cargo receipt is subject to change. You must review each forwarder’s cargo receipt issued by us at the time of each shipment and to ensure you know of any changes to any forwarder’s cargo receipt.
(6) Unless otherwise agreed by both parties in writing, Cargo destined for an Amazon fulfilment centre may be placed in an Amazon fulfilment centre and may be moved between fulfilment centres. Where an Amazon fulfilment centre is listed on a Bill of Lading, the Cargo may nevertheless be diverted or rerouted to any other Amazon fulfilment centre. The election of a destination for the Cargo will be at our sole discretion, and any transportation of the Cargo, regardless of destination, diversion, rerouting or additional movements, will be at your risk and expense.
Schedule 1: U.S. Form Bill of Lading
BILL OF LADING CONTRACT TERMS AND CONDITIONS
1. (a) The carrier or party in possession of the property herein described will be liable as at common law for any loss thereof or damage thereto, except as provided.
(b) No carrier or party in possession of any of the property herein described will be liable for any loss thereof or damage thereto or delay caused by an act of God, the public enemy, the authority of law, the act or default of the shipper or owner, for natural shrinkage, riots or strikes, or any related causes. Except if negligence of the carrier occurs or party in possession (and the burden to prove freedom from such negligence will be on the shipper), the carrier will not be liable for loss, damage or delay occurring while the property is stopped and held in transit upon the request of the shipper, or from faulty or impassable highway, or by lack of capacity of a highway, bridge or ferry, or resulting from a defect or vice in the property.
2. (a) No carrier is bound to transport said property in any particular time other than with reasonable dispatch. Every carrier will have the right in case of physical necessity to forward said property by any carrier or route between the point of shipment and the point of destination.
(b) In all cases not prohibited by law, where a value lower than actual value has been represented in writing by the shipper or has been agreed upon in writing as the released value of the property as determined by the classification or tariffs upon which the rate is based, such lower value plus freight charges, if received by carrier, will be the maximum amount to be recovered, whether or not such loss or damage occurs from negligence.
3. (a) As a condition precedent to recovery, claims must be filed in writing with a participating carrier within nine months after delivery of the property or with failure to make delivery within nine months of the date on the bill of lading.
(b) Suits will be instituted against any carrier only within two years and one day from the day when notice in writing is given by the carrier to the claimant that the carrier has disallowed the claim or any part or parts thereof specified in the notice. Where claims are not filed or suits are not instituted thereon under the foregoing provisions, no carrier will be liable and such claims will not be paid.
(c) Any carrier or party liable because of loss of or damage to any of the property will have the full benefit of any insurance that may have been effected upon or because of said property, so long as this does not avoid the policies or contracts of insurance and provided that the carrier reimburses the claimant for the premium paid thereon.
4. (a) Property not accepted by the consignee, after notice of the arrival of the property at destination has been duly sent or given, may be kept subject to the tariff charge for storage and to the carrier’s responsibility as warehouseman, only, or at the option of the carrier, may be stored in a public or licensed warehouse at the cost of the owner, and there held without liability by the carrier, and subject to a lien for all freight and other lawful charges, including a reasonable charge for storage.
(b) Where nonperishable property is refused at destination by the consignee or where the consignee fails to receive it within fifteen days after notice of arrival has been duly sent or given to consignee or shipper, the carrier may sell the property at public auction to the highest bidder, at such place as designated by the carrier.
(c) Where perishable property is transported to the destination and the consignee or party entitled to receive it has failed to receive it promptly, the carrier may, to prevent deterioration, sell the same to the best advantage at a private or public sale.
(d) Besides or in lieu of the procedure provided for in the two previous paragraphs, when the consignee fails to receive perishable or non-perishable property, the carrier at its option may sell the property under such circumstances and in such manner as authorised by law.
(e) The proceeds of any sale made under this section will be applied by the carrier to the payment of freight, demurrage, storage and any other lawful charges and the cost and expense of notice, advertisement, sale, and other cost and expense of caring for and maintaining the property, and should there be a balance it will be paid to the owner of the property sold.
(f) When a carrier is directed by consignee or shipper to unload or deliver property at a destination where shipper, consignee or the
agent of either is not usually located, after unloading or delivery the risk of loss or damage is not that of the carrier but is assumed by the shipper or consignee.
5. No carrier will carry or be liable for any documents, specie or for any articles of extraordinary value not specifically rated in the published classifications or tariffs unless a special agreement to do so and a stipulated value of the articles are endorsed.
6. Every party, whether principal or agent, shipping explosives or dangerous goods, without previous full written disclosure to the carrier of their nature and agreement by the carrier that it will carry such explosives or dangerous goods, will be liable for and indemnify the carrier against all loss or damage caused by such goods, and such goods may be warehoused at the owner’s risk and expense or destroyed without compensation.
7. (a) The shipper and consignee (and the party to be billed if a different party than the shipper or consignee) will be jointly and severally liable for the freight and all other lawful charges accruing on the property shipped under this bill of lading.
(b) Consignee becomes liable for freight charges upon receipt unless the consignee is an agent only and has no beneficial title in the property, and prior to delivery has notified the delivering carrier of these facts.
(c) Nothing herein will limit the right of the carrier to require at the time of shipment the prepayment or guarantee of the charges. If upon inspection it is ascertained that the articles shipped are not those described in this bill of lading, the freight charges must be paid upon the articles actually shipped.
8. If this bill of lading is issued on the order of the shipper, or his agent, in exchange or in substitution for another bill of lading, the shipper’s signature to the prior bill of lading on the statement of value or otherwise, or election of common law or bill of lading liability, in or in such prior bill of lading, will be a part of this bill of lading as fully as if the same were written or made in or in this bill of lading.
9. (a) All surface transportation provided under this bill will be subject to federal statute and common law otherwise applicable to regulate interstate shipments. U.S. statutes and regulations will apply unless otherwise waived by signed written agreement.
(b) If all or any part of the property is carried by water and the loss is carried by water, and loss, damage or injury to said property occurs while it is in the custody of the carrier by water, the liability of such carrier will be determined by the bill of lading and under laws and regulations applicable to transportation by water, including but not limited to the Carriage of Cargo by Sea Act.
Programme Policy: Additional Terms for China Origin, Domestic and Outbound Services
Beijing Century Joyo Courier Co., Limited, a Chinese company (‘BCJ’), has authority to act for and on behalf of Amazon Logistics, Inc., as its agent.
(1) For China origin, domestic and international outbound Services, us will mean BCJ.
(2) For international ocean carriage originating in China, us will mean BCJ.
Programme Policies: Country – All Countries Additional Terms
(i) Sealed Shipments:
(1) If you load and seal Cargo in or on a container, package, trailer or other means of transportation or handling (for this policy, a ‘Sealed Shipment’), and we cannot count or weigh the shipment being loaded and the seal is intact upon delivery, then we will be absolved from any liability for shortages or any damage to the shipment unless proximately caused by our independent action. Such absolution of liability will also occur if (i) the seal is broken at the direction and under the supervision of an agent of a governmental body, or (ii) Sealed Shipments are preloaded and the adequacy of loading or count of such Sealed Shipments is not practical by our representative.
(2) We agree that if a seal is broken and an inspection made by an agent of a governmental body, then our operator or another representative will try to secure the count, safety and integrity of the goods.
(3) We may break the seal on a Sealed Shipment if, upon our determination or that of our operator or another representative, it becomes reasonably necessary to do so to inspect, reposition or protect the shipment or our equipment or to comply with supranational, international, federal, state, municipal or provincial laws, rules or regulations.
(4) Neither you nor any Bill of Lading nor any other bill of lading party nor any other recipient may refuse delivery of goods solely because the seal on a Sealed Shipment is broken, illegible or inconsistent with any shipping documentation or records.
* This programme was formerly called the Global Shipping Services freight programme.