1. These terms (Terms) apply to any Services provided by the Company to the Customer.
2. By instructing the Company to provide Services (whether in writing or otherwise) the Customer agrees to be bound by these Terms.
3. The complete contract between the Company and the Customer comprises the Company’s quotation (or any other document issued by the Company to the Customer stating the terms upon which it is providing Services) and these Terms. If there is any inconsistency between the quotation (or other document) and these Terms, the quotation (or other document) takes precedence to the extent of that inconsistency.
4. These Terms prevail over any terms or conditions in any document issued by the Customer.
5. These Terms will also benefit, and be enforceable by any subcontractor, agent or representative of the Company, or any other person providing the Services (in whole or in part).
6. For the purposes of the contract:
“Charges” includes freight, deadfreight, demurrage, detention, bunker adjustment costs, cartage, Customs and import dues and fees, port dues / fees, the Company’s agency or booking or management fees, and any cost or expense incurred by the Company in the performance of the Services but excludes the cost of insurance.
“Company” means Hobbs Global Logistics Solutions Limited, and its employees, officers, agents, representatives, subsidiaries, and related companies.
“Customer” means any person to whom the Company provides Services and includes the shipper, consignee, receiver, owner or bailor of Goods and their agents or representatives.
“Dangerous Goods” includes goods which are corrosive, explosive, gaseous, hazardous, inflammable, noxious, poisonous, or radioactive, or goods harbouring pests, or which are or may become dangerous, or which may damage any person or property.
“Goods” means any cargo the subject of instructions issued by the Customer to the Company for Services, including any container, packaging or pallets supplied by or on behalf of the Customer.
“GST” means the goods and services tax imposed by or under the Goods and Services Tax Act 1985 or any similar or replacement legislation.
“Services” means any services provided by the Company to the Customer in respect of the Goods, including but not limited to arranging shipping (air and sea), uplift, storage, entry and release, filing of documentation and dealing with Government agencies on behalf of the Customer.
7. The Company acts as the agent of the Customer for the purpose of providing the Services, and unless expressly stated otherwise is not a carrier and will not accept liability as a carrier.
8. The Company reserves the right in its absolute discretion to refuse to provide Services to the Customer.
9. The Company may in its absolute discretion choose the means, route and procedure to be followed in the carriage, handling and storage of Goods.
10. The Company may subcontract the whole or part of the Services on any terms it considers appropriate. If the Company subcontracts Services, the Customer undertakes that no claim will be made against the subcontractor which attempts to impose any liability on the subcontractor in connection with the Services and upon written demand will indemnify and hold the Company harmless in this respect.
11. The Company will not effect insurance on the Goods except upon express written instructions by the Customer and receipt of the Customer’s written declaration as to the value of the goods. Any such insurance effected by the Company may be subject to such exceptions and conditions as may be required by the insurance company or underwriter accepting the risk. In the event of any dispute about liability under such insurance policy for any reason whatsoever the insured will have recourse against the insurer or underwriter only and the Company will have no liability or responsibility.
12. The Customer authorises the Company as agent to enter contracts for the carriage, handling and storage of Goods and for any other arrangements the Company considers necessary to perform the Services.
13. The Customer warrants that:
(a) It is either the owner or the authorised agent of the owner of the Goods and by entering the contract with the Company it accepts these Terms for itself as well as for all other parties on whose behalf it is acting.
(b) The Goods are properly and adequately packed to withstand the usual risks of carriage, handling and storage, having regard to their nature and destination.
(c) All information provided to the Company, including descriptions, values, weights, numbers, and particulars appearing on the Goods or on any containers, packing material or documents relating to the Goods, is correct and complete.
(d) It will comply with, and the Goods will comply with, all laws, regulations and rules relating to the nature, condition, packaging, carriage, handling, and storage of the Goods, and will provide the Company with all assistance, documents and information necessary to enable the Company to comply with such laws, regulations and rules.
(e) It will provide written delivery instructions to the Company to enable effective and efficient delivery of the Goods.
(f) Without prior notification to, and agreement from the Company, it will not tender any:
(i) Dangerous Goods;
(ii) Goods which are unlawful to carry or handle, or which can only be carried or handled with a licence or permit;
(iii) Goods which are perishable or which require special handling or packaging; or
(iv) valuables of any kind.
14. If, in the reasonable opinion of the Company, the Goods are or are likely to become dangerous, explosive, inflammable, volatile, or of a damaging nature, they may at any time be destroyed or disposed of with no liability to the Company.
15. Upon written demand the Customer will indemnify and hold the Company harmless for any liability and for all costs, damages, expenses, fines, penalties and losses the Company incurs as a result of or arising out of a breach by the Customer of the warranties in clause 13.
16. The Goods will be deemed to have been delivered when they are delivered to the address, port of discharge or place of delivery (as applicable) given to the Company by the Customer for that purpose.
17. In all circumstances responsibility and liability for the Goods will cease when they are delivered in accordance with clause 16.
18. Any dates or times specified for departure or arrival of the Goods are estimates only and will not bind the Company.
19. All quotations or offers to provide Servies to the Customer lapse within seven (7) calendar days of the quote or offer, unless otherwise extended by the Company in writing.
20. All quotations are based on:
(a) Information provided by the Customer.
(b) The costs applicable at the date of the quotation in respect of Charges, including quotations from third parties.
Any increase in Charges after the date of the quotation due to variations in costs of third parties are for the Customer’s account.
21. The Company is not responsible in contract, tort, bailment or otherwise for any costs, damage, expenses, fines, penalties or losses the Customer incurs as a result of or arising out of or in connection with any quotation, advice, information, representation or statement made by the Company to the Customer as to liability for or the amount of customs and/or excise duty or any other duty, tax or rate charged in respect of the Goods.
22. Charges are deemed earned upon acceptance of the Goods by the Company to perform the Services.
23. The Customer agrees to pay the Charges, and any other costs and expenses reasonably incurred by the Company in performing the Services:
(a) in accordance with the Company’s invoice; and
(b) in full, on the due date stated in the invoice, without set-off, counterclaim or deduction, whether the Goods are damaged, or not delivered, Goods or vessel lost or not lost.
24. Instructions to collect on delivery (C.O.D) in cash or otherwise must be agreed in writing and is subject to these Terms.
25. The Company is under no obligation to incur or pay any costs or expenses in relation to the Services unless the Customer has provided it with sufficient funds to pay them.
26. All amounts are expressed in New Zealand Dollars and will be exclusive of GST. The Company is entitled to charge a currency conversion premium when converting prices into New Zealand Dollars.
27. The Company is entitled to retain and be paid all brokerages, commissions, allowances and other remuneration customarily retained by or paid to shipping and forwarding agents and insurance brokers.
28. The Customer undertakes to reimburse to the Company any expenses incurred directly or indirectly arising out of or in connection with entry of a customs officer or authorised person on the premises of the Company for the purpose of searching the premises and/or inspecting, examining, making complete copies of or taking extracts from documents and/or goods found on the premises.
29. The Company will have a particular and general lien on any Goods of the Customer and any documents relating to the Goods in possession of the Company for all amounts due to the Company by the Customer under any contract with the Company.
30. If any amount due to the Company is not paid within fourteen (14) calendar days after the Company gives notice in writing to the Customer that a lien is being exercised under clause 29, the Company will have the right to sell any Goods by public auction or private treaty without further notice to the Customer and at the Customer’s expense
31. Without limiting anything else in these terms, the Customer acknowledges that:
(a) the Terms create, in favour of the Company, a security interest in all Goods (present and later acquired) and documents relating to Goods, to secure the payment by the Customer to the Company of any amounts due to the Company by the Customer under any contract with the Company (Amount Owing); and
(b) the Terms apply notwithstanding anything, express or implied, to the contrary contained in any document of the Customer; and
(c) The security interest will continue until the Company gives the Customer a final release.
32. The Customer undertakes to:
(a) Promptly do all things, sign any further documents and / or provide any information which the Company may reasonably require to:
(i) enable the Company to perfect and maintain the perfection of its security interest (including by registration of a financing statement); and
(ii) enforce its security interest.
(b) Give the Company (addressed to the accountant or equivalent) not less than fourteen (14) days prior written notice of any proposed change in the Customer’s name and / or any other change in the Customer’s details (including, but not limited to, changes in the Customer’s address, email address, trading name or business practice).
33. The Customer waives its right to receive a verification statement in respect of any financing statement or financing change statement relating to the security interest, in accordance with section 148 of the PPSA.
34. To the extent permitted by law:
(a) the Customer and the Company contract out of the Customer’s rights referred to in sections 107(2))c), (d), (h) and (i), and sections 114(1)(a), 133 and 134 of the PPSA; and
(b) the Customer waives its rights under sections 116, 120(2), 121, 125, 126, 127, 129, and 131 of the PPSA.
35. The Customer agrees that the security interest has the same priority in relation to all amounts forming part of the amount owing, including future advances.
36. If full payment for any amounts due to the Company is not made by the due date then without prejudice to any other remedies available to the Company, it may do any or all of the following:
(a) Suspend or terminate the Services.
(b) Exercise its rights of lien over Goods under clauses 29 and 30.
(c) Enforce its security interest pursuant to clauses 31 – 35.
(d) Charge interest on the overdue amount at a rate of 7.5 percentage points above the Company’s bank overdraft rate calculated daily from the due date until payment is made in full.
37. The Customer will be responsible for all costs incurred by the Company in recovering any amounts due, including but not limited to any solicitors’ costs and collection costs.
38. The Company will not be liable for any failure or delay in performing the Services if the failure or delay arises from a cause beyond its reasonable control (“force majeure event”).
39. If a force majeure event continues for a period exceeding sixty (60) calendar days, the Company will be entitled to terminate the contract, without any liability to the Customer.
40. This contract can be terminated:
(a) Immediately by the Company giving notice in writing to the Customer:
(i) If the Customer is made bankrupt or placed into liquidation, or if in the reasonable opinion of the Company the Customer has stopped trading or cannot pay its debts as the fall due; or
(ii) Pursuant to clauses 36 or 39.
(b) By either party giving to the other one months’ notice in writing.
42. Except as provided by the Contract and Commercial Law Act 2017, the Maritime Transport Act 1994 and any other legislation compulsorily applicable by New Zealand law to the carriage of goods, or compulsorily applicable international convention, the Goods are at the risk of the Customer and not of the Company.
43. If the Company is deemed to be the carrier of the Goods under a contract compulsory subject to any applicable national legislation or international convention governing the carriage of the Goods, it will be entitled to all rights, exceptions and limitations conferred on the carrier.
44. If the Services are compulsorily subject to the Contract and Commercial Law Act 2017, carriage will be performed at limited carrier’s risk as defined in that Act. Sections 274 - 281 will not apply to the contract.
45. The Company will not, except as compulsorily required by statute or international convention as noted above, be responsible in tort, contract. bailment or otherwise for any, and the consequences of any, loss of or damage to or deterioration of the Goods, misdelivery or failure to deliver or delay in delivery of the Goods, or failure to provide or delay in providing the Services for any reason whatsoever including without limit due to the negligence or breach of contract of the Company or its subcontractors.
46. If the liability of the Company cannot be excluded or limited, whether by these Terms, by statute or by international convention or otherwise, the liability of the Company whatsoever and howsoever arising is limited to:
(a) NZ$2,000 or the value of the Goods the subject of the contract at the time the Goods were received by the Company, whichever is the lesser; or
(b) in the case of a proven breach of a guarantee implied by the Consumer Guarantees Act 1993 if applicable, the remedies available to the consumer under that statute.
47. In no circumstance whatsoever will the Company be liable for any indirect, consequential, exemplary or special loss or damage or cost or expense, including but not limited to loss of market, loss of profit, loss of revenue, or loss of use.
48. Any claim must be notified in writing to the Company within seven (7) days of delivery of the Goods or of the date upon which the Goods should have been delivered.
49. In any event the Company will be discharged from all liability whatsoever in connection with the provision of the Services and/or the Goods unless court proceedings are commenced and served within nine (9) months of the provision of the Services or delivery of the Goods or when the Services should have been provided or the Goods should have been delivered (whichever is the later).
50. Subject to the Privacy Act 2020 (where it applies), the Customer authorises the Customer to:
(a) Collect, retain and use any information about the Customer for the purpose of checking or maintaining records as to creditworthiness or of supply of products or Services to the Customer or of marketing (including by email) to the Customer about Services that can be provided; and
(b) Disclose any information about the Customer to any other credit agency for purposes of debt collection, credit reference or notification of a default by the Customer.
51. The Customer has the right to request a copy of any information held about the Customer and to correct any incorrect information about the Customer held by the Company.
52. If the Customer is a company, the Company requires the Customer’s obligations to be guaranteed by a shareholder or such other person acceptable to the Company, on terms acceptable to the Company.
53. Where the Services are both provided and acquired “in trade” for the purposes of the New Zealand Consumer Guarantees Act 1993 (CGA) and Fair Trading Act 1986 (FTA), the Customer agrees:
(a) that all warranties, conditions and other terms implied by the CGA or sections 9, 12A, 13 and 14(1) of the FTA are excluded from these Terms to the fullest extent permitted by law; and
(b) the exclusions contained in this clause are fair and reasonable.
54. This contract between the Company and Customer will be governed by New Zealand law and any disputes are subject to the exclusive jurisdiction of New Zealand Courts.
55. No waiver of any breach of these Terms will be deemed to be a waiver of any other or any subsequent breach. The failure of either party to enforce any provision in the terms and conditions of service at any time will not be interpreted as a waiver of the provision.
56. If any provision of these Terms is unenforceable, such unenforceability will not affect any other part of such provision or any other provision.
57. The contract can only be varied by an agreement in writing signed by an authorised signatory of the Company and the Customer.
58. The Company may amend and update these Terms from time to time by giving notice in writing to the Customer. Any amendments will take effect thirty (30) calendar days after such notice and will not apply to contracts already formed prior to the date of the notice.
59. Any notice given pursuant to these Terms:
(a) From the Company to the Customer may be given to the Customer either in person sent by email to the Customer’s last known email address (or where the Customer is a company, to any of its directors).
(b) From the Customer to the Company must be sent by email to info@hobbsglobal.co.nz.