The present General Terms & Conditions establish the criteria that will regulate the contracting of the services described hereinafter between the customers and the mercantile societies Operinter Alicante, S.A., Operinter Andalucía, S.L., Operinter Barcelona, S.A., Operinter Canarias, S.A., Operinter Madrid, S.A., Operinter Valencia, S.L., Operinter Zaragoza, S.A., Operinter Castellón, Operinter Traimer, Opertraimer, Operinter CTGA Traimer, Operinter Traimer Galicia, Operinter Argentina, Operinter Peru, Operinter Portugal, Operaciones Internacionales, S.L. and Operaciones Internacionales Más Asociados, S.L. (OP+), hereinafter referred to as OPERINTER.
All logistic, haulage and storage services provided by OPERINTER in the fields of air and sea freight, as well as within the areas of national and international road transport, are subjected to these General Terms & Conditions. All carriage services will be subjected to international and national conventions included in the Maritime Navigation Law 14/2014 of July 24, the international agreements of the Warsaw Convention and the Montreal Protocol, La Hague- Visby Rules, and with regard to national and international road transportation, Law 15/2009 (Spanish law for Contracts for the Land Transport of Goods) and the convention for international carriage of goods by road (known as "CMR"), respectively and always in their most updated version. Any use of OPERINTER services implies acceptance by the customer of the present standard terms and conditions and the fees in force at the moment of the provision of the service. The application of any other general terms and conditions is expressly excluded.
2.1 Content and nature. OPERINTER ignores the content of the bundles and thus, declines any responsibility for the real content of the former. A declaration is attached to the goods, to be filled by the expeditor, and under its sole responsibility, about the nature of the merchandise. The expeditor will bear sole responsibility for any expenses, compensations or penalties resulting from the inaccuracy or deficiency of the data provided and they will all be passed to him by OPERINTER.
2.2 Unpackaged or non-stackable goods. OPERINTER must be informed previously about such goods and the company reserves the right of accepting or declining freight, as well as to fix the price to be applied. In all cases and, according to the conventions named in section 1, OPERINTER is exonerated of all responsibility in the cases of: a) unpackaged goods; b) insufficiently packaged goods; c) goods for which the packaging is insufficient or inappropriate to support the risks inherent to groupage or full load of air, sea or land transportation.
2.3 Dangerous goods. Generally, OPERINTER does not accept carriage of IMO/ IMDG/ ADR goods. Any exception must be expressly agreed between OPERINTER and the expeditor, provided all required documents are attached to the goods by the expeditor. The lack of declaration on the expeditors side exonerates OPERINTER of all responsibility, the former being transferred completely to the customer.
2.4. Goods of special characteristics, dimensions or weight. The expeditor must inform OPERINTER in writing and before loading, about any special characteristic, overweight or over dimension of the goods to be loaded. Lack of written declaration by the expeditor exonerates OPERINTER of all responsibility.
2.5. Excluded goods. In all cases, the following goods are excluded from OPERINTER haulage service and responsibility: live animals, fine glassware, precious metals, coins or banknotes, lottery tickets and alike, jewelry, precious stones, real pearls, value titles and documents, art works or objects with artistic value, collections, explosives, radioactive products, drugs (except for pharmaceutical ones), construction materials in loose or powdery form.
3.1. The freight and related services provided by OPERINTER under the protection of the present terms and conditions will be charged accordingly to the specific rates in force at the moment of their execution.
3.2. The prices shown in the rates do not include taxes that might be applicable.
3.3. Rates are always based on the following relations:
Airfreight: 1 m3 = 167 Kg
Sea freight: 1 m3 = 1000 Kg
Road freight: 1 m3 = 333 Kg
For airfreight rounding off is made Kg by Kg. For sea freight shipments are rounded up to the nearest m3, and in road carriage to the nearest hundred.
3.4. Rates are applicable to regular, non-urgent services. Prices for the latter will have to be agreed and confirmed in writing on a case-by-case basis.
4.1. General Regulations
4.1.1 All shipment will have to be accompanied by the required documentation, including, for non-communitary countries, the invoices necessary to execute the dispatches in origin/destination, even in the case of goods devoid of commercial value.
4.1.2 The name and address of the consignee, place of delivery and telephone must appear clearly in the expenditure instructions, the dispatch note and the rest of documents as well as in the labels of the bundles.
4.1.3 OPERINTER will not be accountable for the damages resulting for wrong information, documentation or labeling.
4.2. Collect on delivery (COD). In the case of shipments where the delivery to the consignee is conditioned to the handling, on their side of a check, installment agreement, proof of transfer or alike in favor of the customer, this must be indicated previously and in writing to OPERINTER and be consigned expressly in the expenditure instructions, clearly specifying the conditions. OPERINTER reserves the right to accept or reject such shipments. By way of the management of this process, OPERINTER will charge the customer an agreed percentage on the weight/value of the merchandise. In the case of shipments of COD importation goods, the merchandise will be retained until in possession of the required proof of payment. In all cases, OPERINTER will be released of all responsibility related to lack of authenticity or goodness of the eligible documents, except for situations of evident bad faith or inexcusable negligence.
Transit and delivery times are purely informative, orientative and extendable if administrative or customs processing occurs or if required documents for shipping are missing.
In all cases, the responsibility of OPERINTER will conform to the conditions and extent of international conventions. More precisely and for international airfreight, it will respect the Warsaw Convention and the Montreal Convention; for international sea freight, the International Convention of the Maritime Navigation Law 14/2014 of July 24; and, for international Land Transport, the CMR convention, and for national carriage and storage, law 15/2009, all of them in their most updated version. For all matters not covered by the regulations abovementioned, the Commercial Code, the Civil Code and the complementary Norms will be applied.
OPERINTER will not take responsibility for all the cases in which shipping or air companies cannot deliver on time special and normal equipment that have been duly requested by OPERINTER. OPERINTER will not be accountable for transport delays due to congestions in ports and airports, diversions and changes of the itinerary of the ships or planes, delays due to acts of war, terrorism and rest of events of major force. In addition, the cost of maximal responsibility of OPERINTER for delivery delay, as long as its direct responsibility is proved, will not surpass the cost of the goods object of the contract. Also, in no case will OPERINTER be accountable for loss of profits and consequent property damages, such as loss of commands, D+ I or studies costs, travel expenses, stops of the production chain, etc.
Goods travel at the expeditor's risk and OPERINTER will insure them, stating it expressly in the offer of the service, unless previous instructions stating the opposite are given in writing by the customer. OPERINTER reserves the right to refuse insuring the goods in the cases where the nature of the risk, the origin and destination countries, the geopolitical or other circumstances exclude the possibility of contracting a proper coverage in the insurance industry. In the cases where the customer expressly refuses the insurance of the goods offered by OPERINTER it will have to comply, nonetheless, with the indications of section number 8 and understand that any claim will be subjected by the responsibility limitations established within the different applicable conventions according to the main type of transport.
Reserves for damages and/or absence of goods, if apparent, have to be consigned as thoroughly as possible in the dispatch note of the shipment and notified immediately via fax or email to OPERINTER. Remarks such as "damaged bundles", "in conformity prior to examination", "received, lack of review"...have no legal validity. The reserves due to non-apparent damages and/or absences must follow the directions with regard to delays and forms stated by the Law and the applicable conventions in their most updated versions. OPERINTER refuses all responsibility with regard to sinister or claims failing to be communicated in due time and form to OPERINTER who will be entitled to demand the relevant probatory documents, including the corresponding expert report. Each service provided will be charged independently; no compensation of accounts or remainders resulting from liability claims against OPERINTER or any other concept will be admitted, until these claims or concepts are well-founded on an enforceable title.
The carried goods will be subjected to the responsibility of payment of the price of transport, storage and the rest of expenses incurred during its haulage. Thus, OPERINTER will be allowed to delay the delivery until payment has taken place.
The issue date of the invoice determines when it is due and the beginning of the obligation of the customer to proceed with its payment. It is generally provisioned and, unless stated otherwise, that this delay will be of 30 days since the date of issue. According to Law 15/2010, which established the new measures against morosity in commercial transactions, the maximal period for companies pay invoices to their creditors is 60 days. The only means of payments accepted by OPERINTER are direct debit order, promissory note and bank transfer. According to article 7 of the Law Ley 7/2012, 29th October, no cash payments will be admitted (nor in cash, check notes, etc.) in transactions done by entrepreneurs or professionals for an amount of 2,500 euros or more. The contracting part is obliged to deliver all required personal and bank details.
The delay of the agreed payment will determine the obligation of satisfying the delay interests 5% p.a. of the unpaid amount, in terms of damages. In case the customer incurs in arrear, the former will be forced to compensate OPERINTER for all the encashment costs he might have incurred in as a consequence of the arrear of the user. The default of payment on any kind will entitle OPERINTER to cancel all established agreements and demand the payment of all owed amounts, due or not, as well as to deliver new shipments only against provision of funds.
In the event of discrepancies that might arise in the interpretation of contracts and deals passed according to the present Terms and Conditions, the contracting parties, expressing waive any other jurisdiction that might apply in their own land, if there were, and accept subjection to the Jurisdiction of the courts and tribunals of Valencia. Those contracts and deals will be governed by Spanish law.