Standard Terms and Conditions
THESE GREEEN GLOBAL STANDARD TERMS AND CONDITIONS ARE HEREBY INCORPORATED INTO THAT CERTAIN CUSTOMER AGREEMENT (“Agreement”) by and between Green Global Transport Corp (“Green Global”) and the entity identified in the Agreement as the “Customer” (hereafter “Customer”) as if fully set forth herein. Terms not defined hereinshall have the meaning ascribed to them in the Agreement. Green Global and Customer areeach herein a “Party” and together are the “Parties” to this Agreement:
These terms and conditions govern all services provided by Green Global. (hereafter, the “GreenGlobal Terms and Conditions”). In particular, the Green Global Terms and Conditions apply to all shipments of commodities (hereafter, “Goods”) for which Green Global arranges transportationor provides related services.
The shipper, consignor, consignee, beneficial owner, or any other party requesting or usingservices of Green Global (hereafter, collectively “Customer”) agrees to be bound by the GreenGlobal Terms and Conditions and, pursuant to 49 U.S.C. § 14101(b)(1), waives any and all rights and remedies that it may have under 49 U.S.C. §§ 13101 through 14914 that are contrary to any of the Green Global Terms and Conditions.
UNDER NO CIRCUMSTANCES MAY THE TERMS OF THIS AGREEMENT BE MODIFIED BY SEPARATE INVOICES, ACCEPTANCE NOTICES OR QUOTATIONS FROM CUSTOMER OR ITS AGENTS. ALL TRANSPORTATION SERVICES FOR BROKER TO CUSTOMER SHALL BE SUBJECT TO THESE GREEN GLOBAL STANDARD TERMS AND CONDITIONS.
1. Services of Green Global as Broker
In accordance with the terms herein, Green Global agrees to select duly authorized and licensed Carriers to provide transportation and related services in respect of the Goods. Customer acknowledges that Green Global operates exclusively as, and is registered as, a transportationbroker in the United States with the Federal Motor Carrier Safety Administration (“FMCSA”) undernumber 997028 and that it is duly authorized and licensed as required by applicable law in Canada to operate as a transportation broker. Green Global is not a motor carrier or a freight forwarder as those terms are defined under 49 U.S.C. § 13102. Green Global is only responsible for arranging transportation and related services of Goods, and it is not responsible for the actual performance of the transportation of Goods. Green Global will select motor carriers (hereafter,“Carriers”) to pick-up, transport, and deliver Goods that are the subject of loads tendered by Customer to Green Global and accepted by Green Global. Customer acknowledges that theinsertion of Green Global’s name on shipping documents of any kind, does not represent or implythat Green Global is acting in the capacity of a motor carrier or freight forwarder. The terms and conditions of any freight documentation used by the Customer, Green Global, or any Carrier selected by Green Global, may not supplement, alter, or modify the terms of these Green Global Terms and Conditions. In the event of any conflict between the terms of any such other document and these Green Global Terms and Conditions, the latter shall govern to the extent of any inconsistency. Customer is subject to credit approval. The amount of credit, if any, granted to Customer is at the sole discretion of Green Global. Green Global reserves the right to withhold Services and to have Carriers hold Goods that are in transit to ensure payment of all invoices.
Payment for Services is due within thirty calendar days of date of invoice. Payment may be made by check, money order, electronic funds transfer, or if approved in advance, by credit card. Invoices not paid as agreed will bear interest at an annual rate of 2% per month (24% per annum) or the highest lawful rate, if less. If Green Global retains an attorney or collection agency to collect unpaid charges, Customer will be liable for all related costs and expenses, including attorneys’fees, costs, and collection agency fees. No charges due or allegedly due to Customer may be set off against charges due to Green Global.
3. Green Global’s Rate Quotations
Freight Rate Quotations issued by Green Global are based on information provided by Customer as to the circumstances concerning the shipment of Goods and as required to be provided by the Green Global Terms and Conditions. In accordance with the Green Global Terms and Conditions, final rates may vary from a Rate Quotation as based on Goods actually tendered to a Carrier for carriage at origin and as set forth below.
4. Green Global Cargo Claim Assistance
As stipulated above, Green Global is a transportation broker, and is not a motor carrier or a freight forwarder as those terms are defined under 49 U.S.C. § 13102. As a transportation broker, Green Global it is not liable for incidents taking place during transit such as loss of, damage to, or delay in the delivery of the Goods (“Cargo Claims”). Green Global is willing to facilitate the presentationof a Customer’s Cargo Claim against a Carrier. In this regard, it is very important that Customernote the items listed in paragraph 7 below, and that Customer immediately provide Green Global all details concerning a possible Cargo Claim so that Green Global can present the necessary notice of claim against the Carrier. Green Global will also follow up with the Carrier in question from time to time until the Carrier provides a position on the Cargo Claim. In providing the servicesdescribed above, Green Global acts as an agent only in terms of facilitating the Carrier’sconsideration of a Cargo Claim. In the event of the matter not being resolved amicably, the Cargo Claim will remain a matter to be dealt with directly between Customer and the Carrier(s). As a pre-condition to the filing of any Cargo Claim against a Carrier, any billing by Green Global to Customer in respect to the shipment concerned must be paid in full.
5. Cargo Claims and Time Limits
Customer is reminded that there are time deadlines to file a Cargo Claim against a Carrier. Where Goods are lost, damaged, or delayed in transit, Customer must ensure that the consignee makes a detailed note of same on any bill of lading or other transit document produced by the Carrier at destination. If Customer does not provide Green Global with timely notice and the details of a possible Cargo Claim pursuant to these terms and conditions, Customer is responsible for presenting any Cargo Claim to the Carrier. In order to provide an indication on what time limits are involved in the provision of a notice of a Cargo Claim to a Carrier, Customer should note that motor carriers governed by Canadian law require the presentation of a Cargo Claim within 60 days of the Cargo Claim arising and that motor carriers governed by United States law require the presentation of a Cargo Claim within 9 months of the Cargo Claim arising. Customer should also note that there are certain deadlines for commencing any legal action against any Carrier considered responsible for a Cargo Claim. In the event that a Cargo Claim dispute remains unresolved, Customer should always timely seek legal advice as to its options and the protection of its interests with respect to the Cargo Claim against the Carrier.
Customer acknowledges that Carriers are only required to maintain cargo loss insurance in theamount of $100,000.00 per shipment and Carrier’s liability is limited to $100,000.00 per shipment. Green Global carries $100,000 in cargo liability per shipment.
7. Representations and Warranties of Customer:
Customer represents and warranties and certifies under penalty of perjury that
(a) They have authority to enter into the Customer Agreement, that they have fully and completely reviewed the terms of this Agreement;
(b) All information furnished by Carrier is true and accurate;
(c) Carrier is financially solvent, not currently in bankruptcy proceedings, not in the process of liquidating or under receivership and is able to pay its obligations.
8. Consequential Damages
(A) Under no circumstances will Green Global or any Carrier be liable to Customer or any other person for consequential or indirect damages (including but not limited to, any and all liquidated damages, penalties, late fines, lost profits, loss of use of Goods, business interruption, or loss of business of any kind), incidental damages, or punitive damages related in any way to a Cargo Claim or the services provided by Green Global or any Carrier.
(B) Neither Green Global or any Carrier will be liable for any late fines, penalties or consequential charges related to late shipments or missed appointments unless expressively agreed to in writing before the date and time scheduled for shipment pick up.
9. Customer’s Duties
(A) Customer is responsible for ensuring that Goods are transit-worthy for the route intended and, where Customer is involved in the loading or securement of the Goods on a carriage conveyance, that they are properly and safely loaded, supported, blocked, braced, and secured.
(B) Customer must provide necessary shipping instructions and properly identify all Goods in the bill of lading or other shipping instructions. Customer will not tender any restricted commodities including, but not limited to hazardous materials and waste, oversize or overweight shipments, coiled or rolled products, or commodities requiring protection from heat or cold, without properly identifying such shipments and making necessary prior arrangements for transportation.
(C) Unless Customer and Green Global agree in writing in advance of dispatch that Carrier will count the number of pieces per pallet of the Goods at pick-up, Carrier is not responsible for“piece count” and Carrier will be responsible for pallet counts only. Customer or their shipper is responsible for affixing a seal on truckload shipments.
(D) If Customer requests that Green Global arrange for equipment to be dropped at a locationfor Customer’s convenience and left unattended by Carrier, Customer and its consignors or consignees will not lose, damage, or misuse the equipment, and Customer will pay for loss or damage to the equipment occurring during or as a result of such custody, control, possession, or use of the equipment.
Green Global and Customer agree that the following insurance policies are in place and will be
maintained throughout the relationship between the parties:
(A) Green Global understands that Customer will have in effect at least the following insurance coverage, for the amount where stated:
(1) Workers Compensation Insurance
(2) Employer’s Liability Insurance
(3) Commercial General Liability Insurance ($1 million CAD)
Green Global will endeavor to ensure that the Carriers maintain the insurance specified below for the minimum amount required by law:
(1) Worker’s compensation insurance;
(2) Occurrence based commercial General Liability Insurance with limits no less than
required by law;
(3) Occurrence based Truckers Policy or Automobile Liability Insurance and Hazardous Materials coverage (if hauling Hazardous Materials) with limits no less than required by law, and
(4) Occurrence based cargo insurance^
(C) Green Global’s sole obligation is to obtain a certificate of insurance from the Carrier’sinsurers reflecting the foregoing types and amounts of insurance. Green Global makes no representations or warranties regarding coverage or what exclusions or limitations any particular insurance policy may have.
11. Choice of Law, Venue, and Jurisdiction.
(A) All rights or obligations of Customer and Green Global, shall be governed by and construed in accordance with the laws of the State of Florida, to the extent not inconsistent with applicable federal laws, without regard to any conflict of laws principles. Any court proceeding brought by either Customer or Green Global must be brought in Orange County, Florida and all parties agree to avail themselves to the jurisdiction of this Court. Each party agrees to personal and subject matter jurisdiction in Orange County
The Customer agrees to defend, indemnify, and hold Green Global harmless from any claims and or liability arising from the transportation of the Goods or the conduct of the Customer, which violates any Federal, or State, laws, and further agrees to defend, indemnify, and hold Green Global harmless against any and all liability, loss, damages, costs, claims, or expenses, includingbut not limited to reasonable attorney’s fees and costs, which Green Global may hereafter incur,suffer, or be required to pay by reason of such claims.
Customer and Green Global agree that the terms and provisions contained herein, in addition to any and all other information concerning the business operations of Customer or Green Global, are confidential, and that they will not reveal any of its contents or any information concerning the services performed within this contract without the written permission of any party involved or as may be required by law.