GENERAL TERMS AND CONDITIONS FOR ICD MOVEMENT

 

The General Terms and Conditions shall apply to all Customers availing Services from

Continental Warehousing Corporation (Nhava Seva) Ltd.

 

DEFINITIONS AND PRINCIPLES OF INTERPRETATION

 

1.1  Definitions

For the purpose of General Terms and Conditions unless repugnant to the

meaning or context thereof, the following expressions shall have the

following meanings

 

1.1.1.Continental Warehousing Corporation (Nhava Seva) Ltd or ‘CWCNSL’means a company

incorporated under the Companies Act, 1956 and governed by the laws of India,

having its Registered Office at Opp Nirma Factory, Near Jakhwada Railway Station, Village Sachana, Ta. Viramgam Dist:- Ahmedabad 382150 (which expression unless contrary to the context of meaning hereof shall include its successors, administrators, representatives and assigns).

 

1.1.2. ‘Cargo’            means goods not prohibited under any loaded and sealed in

container and the Owner or the Owner’s Representative having lawful

ownership and possession

 

1.1.3. ‘ICD’    means the Inland Container Depot including the land, premises and/or

facility belonging or used by Service Provider and/or its Owners where,

amongst other things, containers are parked, stacked, stuffed, de-stuffed,

repaired, stored, etc and Cargoes are packed and cleared

 

1.1.4. ‘Charges’ means the charges contemplated under Article 7.

 

1.1.5. ‘Container’        means any 20’, 40’, HC, Reefer & includes any closed container &

transportable on flat bed trailer and/or rake or any similar article used to

consolidate Goods and any equipment associated or attached thereto.

 

1.1.6. ‘Container Seal’ means the seal put by the Owner after stuffing the container

with cargo

 

1.1.7. ‘Door to Door’ means the First Mile Connectivity and Last Mile Connectivity.

 

1.1.8. ‘First Mile Connectivity’ means the movement of sealed container/Truck/Tipper

from point of origin to ICD only in case the movement of the sealed container/Truck/Tipper from the Owners place or any other place as specified by the Owner or the Owner’s Representative is on account of Service Provider.

 

1.1.9. ‘Fee’ means the fee contemplated under Article 7.

 

1.1.10. ‘Force Majeure Event’ means any event or circumstance or combination of

events whenever occurring which is directly caused by or results from in Clause

9.3 of these Terms for so long as such event or the inability to perform continues,

and:

(i) is outside the control of the party affected by the Force Majeure Event;

(ii)could not be avoided, prevented or overcome with reasonable foresight,

Prudence and diligence or otherwise by taking action according to

good industry practices; and

(iii) materially prevents, hinders or delays performance of all or a material

part of the obligations of the party affected by the Force Majeure Event;

 

1.1.11. ‘General Tariff’ is the tariff published by the Service Provider on website

[www.cwcnsl.com] from time to time.

 

1.1.12. ‘Intimation’ means communication by person authorized by the Owner.

 

1.1.13. ‘Invoice’ means the invoice issued by the Service Provider to the Owner or the

Owner’s representative for the movement of the Cargo

 

1.1.14 ‘Last Mile Connectivity’ means the movement of container/Truck/ from

ICD to Point of Customer Destination or any other place as specified by the

Owner or the Owner’s Representative is on account of Service Provider

 

1.1.15. ‘Owner or Customer’ means the person having the lawful ownership and

possession of the cargo and it’s Representative.

 

1.1.16. ‘Party’ means either the Customer or the Service Provider and includes that

Party’s successors and permitted assigns and        “Parties” shall be

construed accordingly.

 

1.1.17. ‘Person’ means any natural person, company, firm, body corporate of

unincorporated association or body, including any Government or governmental

or statutory instrumentality or port authority.

 

1.1.18. ‘Point of Acceptance’ (Service Provider) means acceptance of sealed container

by Service Provider’s representative at the Point of Origin.

 

 

 

 

 

 

 

 

 

 

1.1.19. ‘Point of Acceptance’ (Owner) means acceptance of sealed container by

Owner’s representative at the Point of Destination.

 

1.1.20. ‘Point of Origin’ means the Owner’s or ICD or any other place as specified by the

Owner from where the possession of the cargo is transferred to Service Provider

for movement up to the Point of Destination

 

1.1.21. ‘Point(s) of Destination’ means the Owner’s or ICD or any other place as specified

by the Owner where the possession of the cargo is delivered to Owner by the

Service Provider.

 

1.1.22. ‘Railways’ means the Railway Administration, Indian Railways and or any other

relevant authority specified by Indian Railways.

 

1.1.23. ‘Requirements’ means all laws applicable with respect to rendering Services.

 

1.1.24. ‘Service’ means Services provided by the Service Provider to the Owner as set

out in Article 3 hereto.

 

1.1.25. ‘Service Provider’ means Continental Warehousing Corporation (Nhava Seva) Ltd & its

Representative

 

1.1.26. ‘Service Commencement Time’ means when the acceptance of sealed

container by the Service Provider representative

 

1.1.27. ‘Terms’ means General Terms and Conditions as stated herein.

 

1.1.28. ‘Terminal’ means ICD or any other point where loading and unloading

activity of Container of Rakes in the premises.

 

1.1.29. ‘Version’ means the number assigned to these Terms and as mentioned on the

Invoice issued by the Service Provider.

 

 

 

 

1.1.30. ‘Validity’ means these General Terms and Conditions & supercedes all

previous terms and conditions entered with the Owner and shall remain valid till

new Version is introduced and mentioned on the Invoice

 

1.2  Principles of Interpretation

 

1.2.1 Headings are inserted for convenient reference only and shall not affect the

meaning or have any bearing on the interpretation of any provisions.

 

1.2.2 The words ‘include’, ‘includes’ and ‘including’ shall be deemed to be followed by

the phrase ‘without limitation’ and general words introduced by the word ‘other’

or any similar nature shall not be given restrictive meaning by reason of the fact

that they are preceded or followed by words indicating a particular class of acts,

matters or things.

 

1.2.3 References to statutory provisions, enactment shall include references to any

amendment, modification, extension, consolidation, replacement or re-enactment

of any such provision, enactment, to any previous enactment which

has been replaced or amended and to any regulation, instrument or order

or other subordinate legislation made under such provision, enactment,

except where expressly stated to the contrary.

 

1.2.1 References to ‘persons’ (or to a word importing a person) shall be construed so

as to include:

 

(i)                 individual, firm, partnership, trust, joint venture, company, corporation,

body corporate, unincorporated body, association, any government or State

or any agency of a government or State or any local or municipal authority

or other governmental body (whether or not in each            case having separate legal personality);

 

(ii)              References to a person’s representative shall be to its officers, employees, legal

or other professional advisers, sub-contractors, agents, attorneys and other duly authorized representatives

 

 

 

 

 

 


 

 

 

 

 

 

ARTICLE 2

TERMS, ACCEPTANCE OF TERMS AND EFFECTIVE DATE

 

2.1  Terms

 

2.1.1. The Service Provider shall render Services to the Owner in accordance with

these Terms

2.1.2.  Reference to the Terms set out below includes those incorporated herein all

reference or updated or modified by Service Provider from time to time by

introduction of new various and available on (www.cwcnsl.com). For the removal of doubts, it is clarified         that continued use of    the Service(s) shall constitute an acknowledgement and

acceptance by the Owner of the Terms as stated herein and the Amendments

made therein.

 

2.2 Acceptance of Terms

 

2.2.1   The Owner has accepted all the Terms contained herein. The Services shall be provided

            under these Terms and any operating rules or policies that maybe published

            on, (www.cwcnsl.com) which together with these Terms and any Amendments

            shall comprise the entire understanding between Service Provider and the Owner with

            respect to the Services and shall supersede all priorTerms entered between the parties.

 

2.3      Effective Date

2.3.1   These Terms shall come into full force and effect as on the date on which Service

Provider accepts the Container at the Point of Acceptance by the Service Provider rendering Services (directly or through his representative) and till the acceptance of Container at Point of Destination

 

 

ARTICLE 3

   SCOPE

 

3.1 Services

3.1.1 In consideration of the Owner making payment of Fee and Charges to Service Provider and subject

to and in accordance with Terms contained herein, Service Provider shall render all or any of the following services to the Owner, commencing from the Effective Date

 

 

 

 

i)                   First Mile Connectivity

ii)                 Rail Movement: Movement via Rail from ICD to different places in  India & Vice versa. This rail service is provided through an agreement with Container Corporation of India Limited (CONCOR) and is offered on a “best effort basis”.

iii)               Last Mile Connectivity

iv)               Cargo Handling Services : De-Stuffing / Stuffing of Cargo from/to Containers ;

Unloading/loading of Cargo from/to Road Transport Vehicles.

v)                  Warehousing facility

vi)               Ancillary Services : Lashing / Chocking / Fumigation / Container Repairs/

Weighment of Cargo / Containers/ Plugging etc.

 

 

                                              

ARTICLE 4

 

OBLIGATIONS OF SERVICE PROVIDER

 

4.1       Personnel

 Service Provider shall be responsible for engagement and maintenance of

its personnel, which shall include all payment obligations, whether statutory or otherwise, in respect of such personnel.

 

4.2       Insurance

Service Provider shall at its cost and expense provide insurance for the equipment owned by Service Provider.

 

 

         ARTICLE 5

 

    OBLIGATIONS OF THE OWNER

 

5.1       Communication

The Owner Representatives and Service Provider Representatives will develop a

code of communication for enabling effective implementation of these Terms.

The activity of Stuffing and de-stuffing will be undertaken by the Service Provider

at the specific request of the Owner and with the risk and liability solely on

account of the Owner. The activity may be supervised / guided by the Owner or

his representative. Charges are applicable as per tariff.

 

5.2       Sealing of Containers

The Owner shall be responsible for ensuring that the Containers are sealed prior to the delivery to the Service Provider for rendering the Services.

 

5.2.2    The Service Provider shall not be bound to undertake for movement of any

Container the seal of which is damaged on the face of it.

 

 

 

 

 

 

 

5.3       Compliance with Handling Over and Taking Over Procedures

The Owner shall  ensure      that suitably qualified personnel (including surveyor) are

available at the time of handling of sealed Container at the Point of Origin and to delivery

at the Point of Destination. In the event of failure of the Owner to take the possession

of the Cargo at Point of Destination, the Service Provider reserves the right to deal with

the Cargo as it thinks reasonable and prudent including the right to sell without

assigning any reasons thereof.

 

5.4       Facilities and Movement

The Owner will provide adequate facilities for loading of the sealed Container at

Point of Origin and Point of Destination.

 

5.5       Payments

            Owner shall make payment of Fees and Charges in accordance with Article 7.

 

5.6       Insurance

5.6.1   Owner shall, at its cost and expense, take and maintain a comprehensive insurance cover under the insurance policy for the Cargo and Containers during all the times starting from Point of Origin when the sealed Container is accepted by the Service Provider till the delivery at the Point of Destination by the Service Provider.

 

5.6.2   Owner's insurance policy shall include a waiver of subrogation clause as to any

insurer's action against Service Provider, its employees and representatives.

 

5.7       Documentation and Statutory Compliance

5.7.1    The Owner shall comply with all applicable laws, rules, regulations, formalities

and requirements of documentation procedures as laid down by the statutory organization and be guided as per the law of the land, whether or not instructed by Service Provider.

 

5.7.2    The Owner shall ensure that weight limits for all Container is strictly adhered to,

in case the same is not done by the Owner, the Service Provider cannot be held

responsible or liable for any loss to Container or Cargo during handling at ICD

during its movement at any point of time. Further any damage/loss to the

Service Provider as result of excess weight will be recovered from the Owner.

Further any penalties / levies in form challan etc imposed by the Government

or any statutory authorities because of excess weight shall be exclusive

responsibility of the Owner.

 

 

5.7.3    The Owner guarantees that they will provide complete documentation which are

required by the law of the land, including and not limited to GST, customs etc

and to complete all paper works prior to the movement of sealed Container

at Point of Origin.Any delay in movement Cargo/Container due to inadequate

paper work shall be Customer responsibility. Further all fines, penalties, levies

and charges imposed and charged by the Government or it's agencies in such cases

shall be the liability of Customer and will be recovered from them.

 

5.7.4   The Owner shall be exclusively responsible for any illegal transhipment and the

Customer shall be responsible to make the good the loss suffered by the Service

Provider as result of such transhipment. Further the Owner shall not

consign any contraband, illegally procured or dangerous articles or goods

and/or give false description and quantity of the article or goods consigned

to the Service Provider. In such case the Owner shall be responsible to make

good the loss suffered by the Service Provider.

5.7.5   ICD would be responsible for the cargo received and stuffed into the container as

a Custodian. If there is a discrepancy in the quantities mentioned in the S.Bill /

BOE than what has actually been received the same needs to be informed to the

Customs.

 

5.8       Registration Obligations

5.8.1    In consideration of availing services it is represented that the Owner is of legal

age to enter into a binding contract and are not a person barred from receiving

the Services under the laws of India or other applicable law(s).

 

5.8.2    The Owner hereby understands that the Service may include certain

communications from Service Provider or such as service announcements

and administrative messages. The Owner understands and agrees that the

Service is provided on a "AS IS" basis and that neither Service Provider nor

any of its affiliate or group companies assume any responsibility for the same.

 

5.8.3    The Owner also agree to: (i) provide true, accurate and complete information

about itself and authorized beneficiaries and if the Owner provide any

information that is untrue, inaccurate, not current or incomplete or Service

Provider has reasonable grounds to suspect that such information is untrue,

inaccurate, not current or incomplete, Service Provider has the right to suspend

or terminate these Terms and refuse any and all current or future use of

any Service and recover the necessary expenditure incurred and damages.

 

5.9       Electronic Communications

When the Owner visit(www.cwcnsl.com) or sends emails to the Service Provider,

it is agreed and understood that the Owner is communicating with the Service Provider electronically and consents to receive communications from the Service Provider electronically. The Service Provider shall communicate with the Owner through email or by posting notices on (www.cwcnsl.com). The Owner agree           that all terms, notices, disclosures and other Communications that the Service Provider provides to the Owner

Provider and the Owner as to the subject matter thereof.

 

 

 

 

 

 

 

5.10    In respect of the Services, the Owner shall promptly pay all invoices issued

in accordance with these Terms, promptly perform each task as required by

these Terms and observe and perform any relevant obligation under any

and      all Applicable Laws, statutes and regulations in relation to the use of

Services.

ARTICLE 6

LIEN AND LIMITATION OF LIABILITY

6.1       Lien

           The Service Provider shall have lien (general/specific) over the consignment/Cargo

entrusted  by the Owner for transportation in respect of  any amount due to it towards any Service rendered or proposed to be rendered by the Service Provider

 

6.2      Limitation of Liability

6.2.1    The Service Provider shall have no liability towards the Owner once the intact

Sealed Container is delivered at Point of Destination.

 

6.2.2    The Service Provider liability shall be not exceeding the value of service

provided against the affected container by the Service Provider in case seal is

found damaged at the Point of Destination and there is a loss of cargo and

it is established that the seal was broken or damaged due to the negligence of

the Service Provider.

 

6.2.3    The Service Provider’s liability shall be limited to the value settled by the Rail

Carrier ie., CONCOR, in case there is any damage to the Cargo during the Rail

Movement.

 

6.2.4   The Service Provider is only acting as a facilitator for the First Mile and Last Mile

Connectivity; hence Service Provider incurs no liability towards any damage to

Cargo/Container during the same. It will be in the interest of the Owner to insure

the cargo while the same is moving on Road.

 

6.2.5  No claim of any description shall be filed against the Service Provider after

3 weeks from the date of availing the Services.

 

6.2.6   Service Provider's liability for loss of and/or damage to all Containers in the

custody of Service Provider (during Rail/within its ICD Transit and Storage) where such loss

and/or damage was caused by the gross negligence or wilful default of Service Provider, its agent, servants or Sub-Contractors and the maximum liability of Service Provider to the Customer/Owner in relation to each incident for each Container shall be the lesser of either the depreciated value of the Container of the actual cost of the repair PROVIDED ALWAYS that under no circumstances shall the claim exceed the following amounts:

a)      Depreciated value of the Container or Rs.25000/- (Rupees Twenty

Five Thousand Only) in the case of any 20', 20'HC Container whichever is lower;

 

b)      Depreciated value of the Container or Rs.45000/- (Rupees Forty Five

Thousand Only) in the case of any Container or more than 40', 40 HC Container whichever is lower;

 

c)      Any other container not specified herein the Depreciated value of the Container

or Rs.75000/- (Seventy Five Thousand Only) whichever is lower. For the

avoidance of doubt, in the absence of gross negligence or willful default,

Service Provider shall have no liability for such loss and/or damage to the

container/cargo.

 

6.2.7 Service Provider shall not be responsible for or liable to the Customer/Owner for:

 

a)      any consequential or indirect loss or damage; or

b)      loss of profit, revenue, savings or contracts; injury to goodwill or reputation,

delay howsoever caused, including breach by Service Provider of its obligations

under the Terms or its breach of duty, negligence or gross negligence.

 

6.2.8    Where Service Provider’s claim relates to a claim by any third party against the

Owner, at the request of Service Provider and at Service Provider's cost,

the Owner shall cooperate with Service Provider or its insurers, in the

defence, settlement and/or counter claim.

 

6.2.9    Save as provided in these Terms, Service Provider shall not beunder any liability to the Owner whether in contract, tort or otherwise in respect of the use of ICD Usage and any logistics for any death, personal injury, damage or loss resulting from availing such services from the Service Provider.

 

6.2.10  Service Provider shall not be liable for any claims which are time barred as per

prevalent limitation legislation in India.

 

6.2.11 The Service Provider shall not be liable for any loss or damage to a Container or

Cargo, death or personal injury to the extent that such loss, damage, death

or injury is caused by or contributed to by defective protection or packing, latent

or natural wastage or contamination of Cargo, misdeclared Cargo information.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ARTICLE 7

PAYMENT AND TAXES

 

7.1       Fee and Charges

7.1.1    In consideration of the Service Provider rendering Services to the Owner ,the Owner shall be liable to pay to the Service Provider, the following Fee.

 

a)       As separately agreed between the Owner and the Service Provider;

b)      In case no rate is agreed between the Parties, the General Tariff as applicable;

c)      Further in case no rate is agreed and there is no General Tariff , the rate as may

be decided by the Service Provider.

 

7.1.2  Charges:

The Owner shall be liable to pay;

(i)                 All taxes, charges and levies, except income tax with respect to receivables by the

Service Provider.

(ii)              The Trailer Detention charges (in case of Door to Door Delivery)

to the Service Provider by Owner of Rs. 2000 per day.. (only applicable in case

the Owner avails First Mile and Last Mile Connectivity)

 

(iii)            Free Time at the ICD: The same will be governed by the General Tariff

published by Service Provider from time to time.

 

(iv)             Handling Charges:

a)       As separately agreed between the Owner and the Service Provider

b)      In case no rate is agreed between the Parties, the General Tariff is applicable.

c)      Further in case no rate is agreed and there is no General Tariff, the rate as may be

decided by the Service Provider.

          

7.1.3  In case any special activity is being carried by the Service Provider

Then published General Tariff will be applicable. The Service Provider will

recover extra for any services rendered for connecting Cargo as per the

applicable tariff.

 

 

 

 

 

 

7.2       Time of making payments

The Customer undertakes to pay all dues as per invoices raised by the

Service Provider within the time period as agreed between the Service

Provider and Owner. All payments are to be made by A/c Payee cheque

drawn in favour of ‘Continental Warehousing Corporation (Nhava Seva) Ltd’ or direct

credit to ‘Continental Warehousing Corporation (Nhava Seva) Ltd ’ account through RTGS

or NEFT.

 

Bank Details:

          COMPANY NAME         :       Continental Warehousing Corporation (Nhava Seva) Limited

BANK                               :       IDFC Bank

ACCOUNT NO                 :       10016754424”

IFSC CODE                      :       IDFB0040101”

BRANCH                         :       BKC, Nariman Branch, Naman Chambers, C-32, Mumbai – 400051

                                                 

7.3       Interest on Delayed Payments

            In the event of failure to make payments by the Owner as specified in Clause 7.2

in accordance with the terms contained herein, the Owner shall be liable to pay

interest at the rate of 18% per annum on delayed payments, calculated from the

date of invoice till the actual date of payment thereof.

 

7.4       Revision of Rates

The rates for the activity to be undertaken in accordance with have been

finalized and agreed upon between the Service Provider and the Owner.

Any upward revision in the rail freight as announced by the Concor. Authorities

shall be applicable with immediate effect.

 

7.5       Penalties

In the event the Owner provides the wrong weight of Container to the

Service Provider, the following penalties will applicable:

 

(1) Wrong declaration of weight at the time of audit – Difference in freight

of actual weight and wrongly declared weight + Goods and service tax;

 

(2) Wrong declaration of weight at the time of weighment of rakes - Difference in

freight of actual weight and wrongly declared weight + Goods and service

tax plus Railway imposed

 

The penalty applicable would be as per CTO’s discretion.

 

 

 

 

 

 

 

 

 

 

 

 

 

ARTICLE 8

REPRESENTATIONS AND WARRANTIES

 

8.1       Representations and Warranties of the Service Provider

8.1.1    The Service Provider hereby represents and warrants to the Owner as follows:

 

(i)                 Service Provider is competent to undertake the activities as specified in these

terms and perform the terms hereof. The execution, delivery and performance

of this Terms does not conflict with or violate or is in breach of any law, rule,

regulation, judgment, order or agreement by which the Service Provider is

bound; and

 

(ii)              These Terms have been duly informed by the Service Provider before

undertaking any activity there under and constitutes a legal, valid and binding

obligation enforceable against it in accordance with the terms.

 

8.2       Representations and Warranties of the Owner

 

8.2.1    The Owner hereby represents and warrants to the Service Provider as follows:

 

(i)                 The Owner is competent to execute and perform the Terms hereof;

 

(ii)              The Terms stated have been duly read and agreed by the Owner and the Services

are availed only after reading and understanding and agreed to them in

the manner they are expressed;

 

(iii)            The Terms will constitute, valid and legally binding rights and obligations of the

Owner in accordance with its terms;

 

(iv)             The performance of the Terms is within its powers and has been duly authorised

by all requisite corporate and other action and will not contravene

any provisions of or constitute a default under, any other agreement or

instrument to which it is a party or by which it may be bound;

 

(v)               The Owner shall comply fully with the Terms;

 

(vi)             The Owner shall pay the Fees and Charges in accordance with the Terms.

 

 

ARTICLE 9

FORCE MAJEURE EVENT

 

9.1       A party shall not be liable for any delay in the performance of, or any failure to

perform, its obligations under these Terms caused by Force Majeure Event for

so long as the inability to perform continues provided it  gives prompt notification to the other party of (i) the event of Force Majeure Event and its likely duration (ii) the obligation(s) which are affected, and how affected, and provided that it takes all reasonable steps to mitigate the effects of Force Majeure Event.

 

9.2      During the occurrence of a Force Majeure Event, if CWCNSL continues to perform

services, the Customer shall be liable to pay for the services at the agreed rates,

as if no Force Majeure Event had occurred.

 

9.3       A Force Majeure Event shall include, but not be limited to, the following

categories or circumstances of a natural or general nature, including:

 

(i)                 acts of God;

(ii)              explosions including nuclear explosion, radioactive, biological or chemical

contamination;

(iii)            landslides, earthquakes and tsunamis;

(iv)             epidemic, plague or quarantine;

(v)               war (whether declared or not), civil war, invasion, embargo, military coup,

revolution or armed conflict on a national scale;

(vi)             riot, civil commotion, insurrection on a massive or national scale;

(vii)          adverse weather conditions;

(viii)        any order / communication from any government/ quasi government

authorities, restraining the Operator/Customer from carrying on business;

(ix)             any law, order, proclamation, regulation, ordinance, demand or

requirement having legal effect, of any government authority.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ARTICLE 10

OTHER PROVISIONS

 

10.1     Period and Termination

 

10.1.1  Period: These Terms shall come into force and effect as on the Effective Date and

continue to remain valid till the delivery of Containers at Point of Destination.

                                                  

10.2     Termination and Effect of Termination

 

10.2.1  The Service Provider reserves the right to terminate the Terms immediately

without assigning any reason thereof on the failure of the Owner to comply with

any of the terms and conditions stated herein.

 

10.2.2  Rights and obligations accrued prior to termination shall survive the termination

of the Terms.

 

10.2.3  Termination of these Terms shall not affect provisions which are intended

to survive termination of the Term, including provisions of Dispute Resolution

and Governing Law and Jurisdiction.

 

10.3    Amendment: CWCNSL reserves the right to amend the Terms. It is understood and

agreed that the Terms as on the date that the Customer shall avail the Services

shall apply and govern the relationship between CWCNSL and the Customer.

 

10.4     Notices:

10.4.1 A Party notifying or giving notice under these General Conditions must

notify the other Party:

 

(a)   in writing;

(b)    in English;

(c)   at the address of the recipient specified below or as varied by notice given in

accordance with this clause; and

(d)   the notice is left at or sent by registered post, e-mail or facsimile to

that address.

 

A. to CWCNSL at: Continental Warehousing Corporation (Nhava Seva) Ltd

Registered office: Opp Nirma Factory, Near Jakhwada Railway Station, Village Sachana, Ta. Viramgam Dist:- Ahmedabad 382150

B. to the Customer: at the address intimated to CWCNSL

10.4.2  Receipt

 

A notice given in accordance with this clause will be taken to have been received:

 

   (a) if delivered by hand to the recipient's address, on the date of delivery, as long

as delivery is acknowledged in writing by the recipient;

(b) if sent by registered post, 5 days after posting; and

(c)  if sent by facsimile or e-mail, on the first working day at the recipient's

address, after transmission.

 

10.5 Governing Law and Jurisdiction: These Terms shall be governed by and

construed in accordance with the laws of India. For any disputes, issues arising

hereunder shall be determined by the Court at Mumbai .

 

10.6     Dispute Resolution:

 

a. Any and all disputes/differences or claims arising under the Terms or out of or

in connection with the execution, interpretation, performance, or non-

performance of the Terms or any or all of the foregoing shall be solely and finally

settled by arbitration under the Arbitration and Conciliation Act, 1996 or any other

statutory modification or re-enactment thereof for the time being in force. All

arbitration proceedings shall be conducted in English language by an arbitral

tribunal comprising of 3 arbitrators. The parties agree that one arbitrator shall be

appointed by each party, and the third presiding arbitrator shall be appointed by

agreement of the two party-appointed arbitrators..

 

b. Either Party shall be entitled to apply to the appropriate competent court only

and exclusively in Mumbai for interim or interlocutory relief in respect of such

arbitration.

 

c. The award of the Arbitral Tribunal shall be final and binding on the Parties.

 

d. The arbitration proceedings shall be held in Mumbai.

 

e.    The costs and expenses of the arbitration, including, without limitation, the

fees of the arbitration, and including, without limitation, the fees of the

Arbitral Tribunal, shall be borne as may be determined by the Arbitral

tribunal.

 

f.   When any dispute is under arbitration, except for the matters under dispute,

the Parties shall continue to exercise their remaining respective rights and

fulfil their remaining respective obligations under this Terms of Business

during the pendency of the arbitration proceedings

 

 

 

 

 

 

 

 

 

 

10.7    Relationship: It is expressly agreed and understood that the performance of

Services by CWCNSL does not constitute any partnership or agency between

CWCNSL and the Customer. The Customer shall not be entitled to commit or bind

CWCNSL in any manner.

 

10.8  Assignment: The Customer shall not be entitled to assign encumber, sub-lease or

transfer any benefit or transfer any obligation arising under the Terms

without the prior express written permission of CWCNSL.

 

10.9    Sub-contract: CWCNSL expressly reserves the right to engage the service of sub-

contractors for the performance of the Services or any service ancillary or

incidental to the performance of the Services.

 

10.10   Severability: If any provision or part of a provision of these Terms is, or is

found, by any authority or court of competent jurisdiction to be, invalid or

unenforceable, such invalidity or unenforceability shall not affect the other

provisions or parts of such provisions of these Terms, all of which shall remain in

full force and effect.

 

10.11  Waiver: All waivers under these Terms shall be in writing, and failure at

any time by CWCNSL to require the Customer’s performance of any obligation

under these Terms shall not affect the right of CWCNSL subsequently to

require performance of that obligation.

 

10.12  Service Agreement (“SA”):In cases where a SA has been signed by the

Customer with CWCNSL the terms of the SA shall apply and for matters not covered

under the SA the terms set out in the Terms shall apply. In the event of conflict

between the Terms and the SA, the SA shall prevail.

 

10.13  Compliance With Laws: The Customer shall ensure that in relation to the

provision of the Services contemplated under Terms, it shall comply with

all relevant laws, rules, regulations and statutes, including all labour and

employee related laws. The   Customer     shall     obtain     and     maintainall

necessary consents, permits, licences and approvals for the provision of the

Services provided by CWCNSL.

 

 

 

10.14   Confidentiality: The Parties shall, both during the Term and thereafter, treat as

confidential    and                privileged, any information coming to any of   them

regarding the business of each other       and    shall     use     such     information

solely for the purposes of performing its obligations under the Terms. For

the            purposes     of this Clause, “information” shall include, without limitation,

software, practices, techniques, trade secrets, technology, processes and know

how. Further, neither Party shall knowingly use or permit the use of any

Confidential Information obtained during their relationship to the disadvantage

of the other Party or for the profit of its own or any third party's interest.

 

10.15   Survival:

10.15.1  Clause 1 (Definitions and Interpretation), Clause 10.14 (Confidentiality), Clause

  10.5 (Governing Law), Clause 10.6 (Dispute Resolution), and Clause 10.4

  (Notices) shall survive termination of these General Conditions.

 

10.15.2   Any terms, covenants, provisions or conditions of the General Conditions which

  expressly or by their nature survive the termination of the General Conditions

  shall continue in full force and effect subsequent to and notwithstanding such

  termination, and shall not be cease to operate upon the termination, until such

  terms, covenants, provisions and conditions are satisfied or by their nature expire.

 

 10.16  Compliance with DP World Policies:

 

The Customer shall make themselves aware of DP World Anti-Bribery and

Corruption Policy and thereby agree to abide by the same. The Customer shall

further agree to take necessary steps to adopt a similar policy within their

organization and monitor its effective implementation to stop any bribery and

corruption activities between the parties and the concerned stakeholders.

 

The Customer shall ensure compliance with all national and international rules

and regulations relating to human and labour rights including applicable laws

prohibiting slavery and human trafficking.

 

The Customer undertakes to abide by the objectives as set in the Safety and

Security policy of the Company and assure to communicate the requirement to all

their respective employees when working in the terminal premises or on the

vessel at berth in the terminal.