Terms & Conditions
General Terms and Conditions (GTC)
for carriers and transport companies
sennder GmbH, Tauentzienstrasse 14, 10789 Berlin (hereinafter referred to as “sennder”) concludes one or more contracts with the carrier (hereinafter referred to as the “carrier”) on the basis of these General Terms and Conditions (GTC) for the provision of transport services (hereinafter “transport order”).
The current version of the General Terms and Conditions shall apply, which can be accessed on the Internet under the domain www.sennder.com/term-conditions. Any deviating conditions of the carrier shall not become part of the Contract. The transport contracts to be awarded by sennder are directed exclusively at entrepreneurs and legal entities (§ 14 BGB (German Civil Code)).
sennder shall be entitled to amend or supplement these GTC. sennder shall send amendments to the GTC by email to the email address provided by the carrier at least three weeks before the planned entry into force of the amended GTC with notification of the content of the respective amended provisions. The carrier’s consent to the amended GTC shall be deemed to have been given unless its validity is objected to in writing within three weeks of the amended GTC being sent. This is pointed out separately once again in the notification of change. If the carrier objects to the amendment of the GTC in due form and time, the contractual relationship shall be continued under the previously agreed conditions. sennder reserves the right in this case to terminate the contractual relationship at the next possible time.
- Basics of the transport order
The following regulations become the contractual basis for the contractual relationship with the contractor in the order shown and apply in the event of contradictions in the order:
- Transport order
- Framework agreement;
- General Terms and Conditions of sennder (GTC);
- ADSp 2017;
- Legal regulations.
- Subject of the transport order
- The carrier undertakes to transport the goods intended for transport by sennder in accordance with the transport order and these GTC for the agreed remuneration and to deliver them to the consignee designated by sennder in the transport order or according to individual instructions issued for the order.
- In addition, the carrier shall provide all ancillary services agreed in the respective transport order and these GTC, irrespective of any other legal grounds for ancillary services owed.
- Completion of the transport order
- An inquiry by sennder to the carrier for a transport order is not binding. If the carrier declares his willingness to execute the transport order, it shall only become effective upon confirmation by sennder. If the carrier refuses a requested transport order, his refusal must be notified within three (3) hours on working days from receipt of the request. If the willingness to accept an order is not declared within a time limit set by sennder, the request shall be deemed to have been rejected by the carrier after expiry of the time limit.
- After a transport order has been placed, sennder is entitled to transmit information about the carrier or his subcontractors to his customers for the purpose of carrying out the transport.
- The carrier cannot derive any claim to the conclusion of further transport orders from a transport order placed with him.
- If the place of collection or delivery changes after the order has been placed but before collection or delivery and the changed place is within a radius of ten (10) km of the originally agreed place, the carrier shall carry out the transport in accordance with the terms of the transport order. This applies accordingly to a change in the collection or delivery time after placing the order of no more than ninety (90) minutes.
- Loading and unloading regulations, transport
- Notwithstanding § 412 HGB, the carrier shall load and unload the goods and load them safely. The carrier must provide standard and appropriate materials for securing the load, e.g. tension belts, anti-slip mats and edge protectors. In addition, the carrier shall ensure that the goods being transported are adequately guarded. The adequacy of the guarding is determined by the type and scope of the agreed transport order.
- The carrier shall check the roadworthiness and completeness of the equipment of the transport vehicle used before the start of transport. Equipment which is compulsory or agreed in the transport order must be carried by the carrier until the end of transport.
- The loading and unloading dates agreed in the transport order are binding and must be adhered to by the carrier. If the carrier arrives outside these agreed times, the sender or recipient may refuse loading or unloading. The carrier is obliged to pay a lump sum of 35.00 euros for each hour of delay, but not more than 80% of the agreed freight charge. This applies exclusively to self-inflicted delays at all collection and delivery locations. The burden of proof that the delay was not the fault of the carrier shall be borne by the carrier (reversal of the burden of proof).
- The carrier shall transmit all proof of delivery to sennder immediately after the transport has been carried out by electronic means, but no later than two days after delivery.
- The carrier shall ensure that all electronic devices used by him for order processing are functional and that this remains so during the execution of the transport. The proper data backup is the responsibility of the carrier.
- The carrier uses only suitable storage areas, storage or transhipment buildings and equipment for the transport order. The carrier is responsible for compliance with legal or official requirements.
- Vehicles provided by the carrier
- The carrier shall maintain a sufficient number of manned vehicles with sufficient loading volume on the agreed dates to fulfil his obligations arising from the transport order and shall make these manned available for the respective transport. The carrier shall ensure that the driver(s) employed by him/her are able to make full use of the legally stipulated journey times for the transport so that delivery of the goods is guaranteed at the agreed time or within the agreed period.
- The carrier must ensure that he or the drivers employed by him can be reached at all times during transport by sennder, for example via a mobile phone.
- The carrier guarantees that he uses only carefully selected and supervised, reliable, professionally trained driving personnel with a valid driving licence, sufficient driving experience and the training certificates necessary for the transport.
- The carrier is particularly obliged, but not exclusively,
- to use only vehicles and trailers, lifting equipment, containers and other equipment, including belts and ropes, which are in perfect technical condition;
- to ensure that the vehicles used by him are suitable for the goods to be transported;
- to ensure that the vehicles used by him are properly equipped for the respective order, in particular to equip and secure the own or third-party vehicle used for transport with technical equipment against theft (e.g. immobiliser). He must oblige his drivers to activate the anti-theft device when leaving the vehicle;
- to secure all trailers, lifting equipment, containers and other equipment within his sphere of influence and responsibility and not owned by him against robbery or theft;
- all certificates required for the transport order (e.g. ISO certificate, TAPA, GDP certificate) must be submitted to sennder in the original upon request before the transport is carried out;
- he must ensure that the vehicles, trailers, lifting equipment and other items of equipment used by him and the drivers used by him to carry out the transport comply with all relevant legal norms (e.g. laws, regulations, official directives or orders, regulations issued by employers’ liability insurance associations), that they have all necessary permits and approvals and comply with all official requirements.
- If one of the carrier’s vehicles intended for the performance of the transport fails, the carrier shall provide an equivalent replacement vehicle, irrespective of whether the failure is the responsibility of the carrier. If he cannot do so or cannot do so in time to execute the transport order as agreed, sennder shall be entitled, after expiry of a reasonable period – provided that this period is not dispensable in accordance with § 323 para. 2 BGB – to provide a replacement vehicle for a fee to be paid by the carrier. If the carrier is responsible for the loss of the vehicle, sennder is entitled to offset the costs incurred by him for the replacement vehicle provided by him as well as the costs caused by the delay against the remuneration owed to the carrier.
- Employment of subcontractors
- The carrier may only appoint a subcontractor as accommodation carrier if sennder has previously agreed to this in text form. The carrier agrees contractually with the accommodation carrier that he is obliged to comply with the provisions of these GTC in the same way as the carrier.
- In such case, the selection of subcontractors is the responsibility of the carrier. He makes the selection with the care of a prudent businessman and must ensure that the subcontractor has all the insurance policies and certificates necessary for the execution of the transport order.
- Compliance with legal requirements
- The carrier, the drivers employed by him and any subcontractor he may employ shall be obliged in particular, but not exclusively, to comply with the following provisions:
- Minimum Wage Act (MILog);
- the German law to combat illegal employment in commercial road haulage (GüKBillBG);
- relevant national regulations and standards of all EU countries in the case of a cross-border transport order;
- the German Road Haulage Act (GüKG).
- In addition, the carrier, the drivers employed by him and any subcontractors employed by him shall be obliged to:
- Carry a journey report booklet according to Art. 5 of the CEMT guideline while driving;
- for foreign drivers from third countries (non-EU/EEA countries) and subcontractors from an EU/EEA country: carry a valid driving licence, a valid passport or identity card and, if necessary, an original work permit or negative tests and – if necessary – an officially certified translation;
- Carry bills of lading and loading documents with you at the start of transport and during the journey;
- the use of vehicles registered for the carriage of goods by road in the State in which the carrier is established and which comply with the relevant provisions, in particular from a technical point of view;
- Compliance with the legally prescribed driving and rest periods;
- Carry accident leaflets.
- The carrier shall ensure compliance with obligations under labour, customs, foreign trade, social and security law.
- The carrier, the drivers employed by him and any subcontractor he may employ shall be obliged in particular, but not exclusively, to comply with the following provisions:
- Transport and accompanying documents, receipts
- Transport and accompanying documents, in particular bills of lading, CMR bills of lading, commercial invoices, packing lists and customs documents may only be made available or handed over to third parties insofar as this is necessary for the execution of the transport order. Exceptions apply only in the case of legally prescribed controls by the Federal Office of Goods Transport (FOPH) or other legitimate state bodies.
- Unless instructed otherwise by sennder, the carrier may hand over the goods to be transported only against presentation of proof of delivery to the consignee. The carrier shall ensure that the consignee confirms receipt of the goods and the unloading time on the consignment note with a company stamp, a signature and the current date.
- Instructions by sennder, information by the carrier
- The carrier is obliged to follow order-related instructions of the consignor and sennder in particular with regard to loading and unloading dates and the execution of transport.
- The carrier shall inform sennder of obvious inaccuracies and infeasibilities in the instructions he has given.
- The carrier is obliged to inform sennder immediately of all circumstances essential for the fulfilment of the transport order. This applies in particular to obstacles to carriage, delivery and transport occurring on the part of the carrier, to recognisable transport damage to the goods and loss of goods, to accidents, vehicle breakdowns or delays in transport. In such a case, the carrier shall immediately inform sennder and obtain instructions from sennder. The carrier must immediately report any theft or robbery in connection with the transport order to the police and inform sennder. In the event of an accident, the carrier shall in all cases inform the police and, after the accident has been recorded, request a written accident report or a similar document. This accident report must be sent to sennder in a clearly legible copy.
- The carrier is obliged to inform sennder immediately of any complaints made by the consignee regarding the quality and quantity of the goods and to ensure that the complaints are noted in writing on the proof of delivery.
- Freight charges
- The carrier and sennder agree on the freight charges in the respective transport order. If the tax conditions are met, sennder shall additionally pay the applicable value added tax to the carrier. All agreed services described in these General Terms and Conditions and to be provided by the carrier shall be compensated with the freight charges, unless the transport order or other contractual agreements provide otherwise. In particular, all carrier expenses (e.g. tolls, expenses in connection with loading and unloading, fuel, driving tariffs) shall be compensated.
- Any assumption of or participation in additional expenses for the transport goods, other additional costs (e.g. extra kilometres) or in a premium increase of the transport insurance for an increase in cover in connection with the value of the transport goods, which were not foreseeable at the time of conclusion of the Contract, shall in any case require prior consent from sennder for the cost approval. This consent must be obtained immediately as soon as the carrier becomes aware of the necessity of the corresponding expenses.
- Invoicing, due date, acceptance
- After the transport has actually been carried out, the carrier shall send all documents received from the consignee (in particular the consignment note and proof of delivery), including proofs in accordance with Clause 8.2. The receipt of the consignment note by sennder is a condition for the payment of freight.
- The carrier’s transport services are invoiced as follows.
- sennder shall not be obliged to pay any invoices of the carrier, unless the Parties have agreed otherwise in writing in individual cases. In this case, all amounts must be stated in the invoice in euros. sennder is not obliged to make payments on invoices issued in different currencies.
- Settlement by credit note creation takes place at the beginning and the middle of each calendar month. Payment shall be made within thirty (30) days of the credit note being sent to the carrier.
- The payment of freight charges or a credit note issued does not constitute acceptance of a transport service in accordance with § 640 BGB. The transport service shall be deemed to have been accepted by sennder upon expiry of two (2) weeks from the date of delivery of the transport goods to the consignee, unless sender expressly declares acceptance.
- Service disruptions
- In the event of disruptions to performance caused by the carrier, the following provisions shall apply:
- If the carrier does not pick up a load through his own fault at the agreed time (e.g. due to too small a truck, wrong or no loading aids), he must remedy the situation at his own expense within three (3) hours of the agreed collection time by taking another route to the pickup point. If the collection is delayed by more than three (3) hours compared to the agreed collection time, sennder can organise a replacement transport at the carrier’s expense and commission another carrier. Clause 4.3 remains unaffected.
- The carrier shall be liable for all damage caused to the sender, the consignee or sennder as a result of a delay in collection or delivery culpably caused by him. The carrier shall indemnify sennder upon first request against any claims of customers by sender arising from the culpably caused collection or delivery.
- In the event of disruptions to performance caused by the carrier, the following provisions shall apply:
- Liability of the carrier
- In national freight transport (including the provision of ancillary contractual services), the carrier shall be liable in accordance with ADSp 2017 (para. 22 et seq. ADSp 2017) and in international transport in accordance with the provisions of the Convention on the Contract for the International Carriage of Goods by Road (CMR).
- The carrier shall be liable for all material damage and personal injury culpably caused by him which he causes to the legal goods of sennder, the customer, the consignor, the consignee and his employees, bodies or other auxiliary persons as well as to the legal goods of other third parties in the provision of the agreed services.
- Liability by sennder
- sennder shall only be liable for damages, except in the event of breach of material contractual obligations (cardinal obligations), if he, his legal representatives or vicarious agents are guilty of intent or gross negligence.
- Unless sennder, its legal representatives or senior executives are guilty of intent or gross negligence, liability is limited to the damage typically foreseeable at the time the contract was concluded.
- The aforementioned limitations of liability shall also apply to any competing claims arising from tort, but not to claims for damages arising from injury to life, body or health, as well as those under the Product Liability Act or the mandatory provisions of the CMR and the German Commercial Code.
- The downtime is generally calculated from the agreed collection time or the agreed delivery time or actual arrival time, whichever is later. If no exact times have been agreed for collection or delivery, a claim for demurrage will be charged upon arrival of the vehicle at the place of loading and unloading in accordance with the following provisions. The carrier’s downtimes on collection or delivery (in accordance with ADSp 2017) shall be remunerated as follows, provided that they are not the fault of the carrier:
- Standstill times of two (2) hours are free of charge.
- The securing or unlocking of the load is not taken into account when calculating the service life.
- If the above mentioned period is exceeded, an additional charge per half hour or part thereof will be made as follows:
- 35.00 euros per hour for vehicles of at least twelve (12) tonnes, maximum 280.00 euros per 24 hours;
- 20.00 euros per hour for vehicles under twelve (12) tonnes, maximum 160.00 euros per 24 hours.
- Waiting times for border clearance are up to two hours free of demurrage, after which demurrage will be charged according to the rates listed above.
- The carrier must notify the stall fee incurred within 48 hours (on working days). If the carrier demands a stall fee upon presentation of suitable proof, sennder shall issue a corresponding credit note in accordance with clause 11.2. Clause 11.4 sentence 2 applies accordingly.
- The carrier is at liberty to set the shipper of the goods a reasonable period within which the goods are to be loaded or made available after expiry of the demurrage-free period. If no goods are loaded or made available by the deadline set by the carrier, the carrier may terminate the transport order concluded with sennder. His notice of termination given to sennder shall become effective one (1) hour after such notice is given to the sennder. Until such time, the carrier shall remain obliged to receive and implement instructions from sennder with regard to the goods to be transported.
- Termination of a transport order by sennder due to cancellation or dead freight, termination by the carrier
- If sennder terminates the transport order more than eight (8) hours before the agreed collection time, the carrier shall not be entitled to any remuneration.
- If sennder cancels the transport order within eight (8) hours prior to the agreed collection time, the carrier shall receive a remuneration
- in the amount of 30% of the agreed freight charge with a cancellation between four (4) and eight (8) hours prior to the agreed collection time;
- in the amount of 60% of the agreed freight charge with a cancellation between two (2) and four (4) hours prior to the agreed collection time;
- in the amount of 70% of the agreed freight charge with a cancellation of less than two (2) hours prior to the agreed collection time.
- In all scenarios, the remuneration in case of cancellation by sennder is limited to a maximum amount of EUR 600.00.
- Terms of 16.2. only apply for cases in which the carrier has received an order confirmation at least one (1) hour prior to cancellation. For all other cases of cancellation by sennder, remuneration is limited to the driving costs incurred since receipt of the order confirmation.
- The carrier is not entitled to any further claims based on the termination.
- If the carrier terminates the transport order confirmed by sennder before the time of collection, the carrier is obliged to compensate the resulting damage, in particular to compensate all additional expenses for a carrier commissioned by sennder as an alternative.
- For his liability under the contract of carriage, the carrier shall take out insurance for consequential damage to goods and goods and motor vehicle liability insurance with customary and appropriate sums insured and shall prove the conclusion and existence of such insurance upon request by presenting the respective insurance certificates. The carrier must carry the relevant documents during transport.
- Furthermore, the carrier shall take out business liability insurance with a sum insured in the usual and appropriate amount for personal injury, damage to property and pecuniary loss. Section 17.1 applies accordingly.
- Other carrier customers
The carrier is obliged not to act exclusively for sennder and to conclude contracts with other clients and to act on their behalf. Before accepting orders from third parties, the carrier shall check whether the interests of the sender pursuant to Clause 19 conflict with this.
- Customer protection and post-contractual non-competition clause
- The carrier undertakes to protect the customer (sennder). During the term of the Contract and for a period of twelve (12) months thereafter, sennder may neither directly nor indirectly provide or pass on to third parties any transport or forwarding services to customers of sennder without the prior consent of sennder. Spatially, this prohibition is limited to sennder’s area of activity.
- Customers referred to in Clause 19.1. shall mean any sender or consignee of goods of which the carrier has become aware within the last twelve (12) months in connection with a transport order placed with him by sennder or with whom sennder has entered into a business relationship for the transport of goods and with whom the carrier has carried out such transport. In case of doubt, the carrier must prove that the customer has become known to him outside of the business relationship with sennder (reversal of the burden of proof).
- If the carrier violates the above obligation pursuant to Clause 19.1., he shall be obliged to pay a contractual penalty amounting to 15% of the net turnover achieved by the carrier with the respective customer in violation of Clause 19.1. The carrier undertakes to disclose his invoices to the respective customer. sennder is entitled to claim additional damages from the carrier.
- For a period of twelve (12) months after the end of the contractual relationship, the carrier is also prohibited from competing with sennder in such a way that he performs his contractual services for a competitor by sennder (“post-contractual non-competition clause”). This post-contractual non-compete obligation relates to
- all areas in which sennder is active at the time when the contractual relationship ends, and
- the entire spatial area of activity by sennder at the time when the last transport order has ended.
- Substantive and territorial scope are collectively referred to as a “business segment”.
- The post-contractual non-competition clause covers all competitive activities pursuant to Section 19.4 in the business segment by sennder, whether directly or indirectly, independently, as a freelancer, as an employee, through advisory activities or in any other way.
- If the carrier culpably violates the post-contractual non-competition clause, he shall be obliged to pay a contractual penalty in accordance with clause 19.3, whereby the net turnover of the carrier with the respective competitor shall be decisive.
- Confidentiality clause, confidentiality
- The Parties shall maintain silence about all internal company information, business and trade secrets as well as confidential procedures, in particular with regard to the respective customer base and the goods transported, which have become known to them in the course of their cooperation.
- The Parties’ obligation to maintain confidentiality shall continue for a period of two years after termination of their business relationship.
- Final provisions
- Unless otherwise specified or agreed, the Parties are not entitled to assign or transfer all or individual rights arising from their contractual relationship in text form without the prior consent of the other party.
- German law, excluding the UN Sales Convention, shall apply to all legal relationships between the Contractual Parties.
- The customer has no right to offsets or retention unless its counter claims are undisputed or legally binding by court order.
- For all legal disputes arising from or in connection with the Contract between the carrier and sennder, the exclusive place of jurisdiction for all Parties involved at sennder’s registered office in Berlin, unless mandatory statutory provisions to the contrary apply. The place of fulfilment is Berlin.
- Gaps in the regulations are to be closed on the basis of the applicable law by regulations that correspond as far as possible to the sense and purpose of the provision to be replaced. The invalidity of individual provisions does not lead to an overall invalidity of these conditions. Should individual provisions of these GTC be ineffective, the remaining provisions shall remain effective. The invalid provision shall be replaced by a provision to be determined according to the will of the Parties that comes closest to the economic purpose of the invalid provision. If the Parties subsequently determine that an agreement in connection with these GTC or its components is incomplete, they shall close these gaps in text form taking into account the purpose of the contract and the mutual economic interests.
General Terms and Conditions (GTC)
These General Terms and Conditions (hereinafter referred to as GTC) apply to all contracts (hereinafter referred to as “forwarding orders” or “individual orders”) concluded between the client (hereinafter referred to as “client”) and sennder GmbH, Tauentzien-strasse 14, 10789 Berlin (hereinafter referred to as “sennder”) for the performance of national and international transport services. The current version of the GTC at the time of conclusion of the contract shall apply. Deviating conditions of the client do not apply.sennder’s offer is directed exclusively at entrepreneurs (§ 14 BGB) or legal entities under public law.
sennder shall be entitled to amend or supplement these GTC. sennder shall send amendments to the GTC by email to the email address provided by the client at least three weeks before the planned entry into force of the amended GTC with notification of the content of the respective amended provisions. The client’s consent to the amended General Terms and Conditions shall be deemed to have been given unless its validity is objected to in writing within three weeks of the amended General Terms and Conditions being sent. This is pointed out separately once again in the notification of change. If the client objects to the amendment of the GTC in due form and time, the contractual relationship shall be continued under the previously agreed conditions. sennder reserves the right in this case to terminate the contractual relationship as soon as possible.
- Basics of the forwarding order
The following regulations become the basis for the contractual relationship with the client in the order shown and apply in the event of contradictions in the order:
- the forwarding order;
- the framework agreement (if concluded);
- GTC of sennder;
- the German Freight Forwarders’ Standard Terms and Conditions (ADSp 2017);
- legal regulations.
- Performance specification
- For the client, sennder shall arrange for the dispatch of the goods specifically designated in the forwarding order between one or more pick-up and delivery addresses specified by the client.
- sennder is free to carry out the transport itself or to have it carried out by third parties in accordance with statutory provisions. sennder shall, upon request, inform the client of the name and address of the third party.
- sennder is free in the choice of means of transport and in the possible conclusion of implementation contracts.
- sennder shall take out goods insurance with an insurance company for the client if the client places a corresponding order in text form before handing over the goods to sennder.
- Conclusion of contract
The client and sennder agree on the essential contractual contents of the services to be commissioned, at least in text form. The client may transmit requests for the completion of an individual order to sennder via an appropriate interface into the software system used by sennder, provided that sennder has expressly given the client this option at least in text form; otherwise, the request must be transmitted by e-mail to the e-mail address provided to the client within the initiation of the contract. The transport order comes about with the content which sennder has confirmed to the client in text form.
- Execution and handling of the transport
The client shall hand over the goods to sennder or to a third party commissioned by sennder to carry out the transport at the address and time stated in the forwarding order.
- Loading and guarding
The client must load, transport and secure the goods in transit (load) and ensure the unloading. sennder or the third party commissioned to carry out the transport, must carry out reliable surveillance during transport. The adequacy of the surveillance is determined by the type and scope of the individual order.
- Goods exempt from shipment
unless expressly agreed otherwise, sennder does not transport
- goods for which the possession or dispatch is prohibited;
- goods that pose a risk to health, life or property;
- perishable goods (especially fresh food);
- animals or plants;
- dangerous goods;
- motor vehicles;
- moving goods;
- heavy cargo and excessively large loads;
- towed or recovered goods;
- goods at risk of theft or robbery, in particular valuables, spirits, tobacco, IT or optical equipment; with the exception of consumer electronics and telecommunications equipment.
Transported machinery must be free of fuel, oil and grease.
- Goods to be transported
In the request for the conclusion of the forwarding order, the client shall inform sennder of the quality specifications and special features of the transport goods necessary for the contractual and legal execution. This includes information on the weight, type, number of items, extent and weight of individual goods, packaging, palletisation and whether the goods are in accordance with Section 5.3.
- Consolidated shipment
sennder or the third party commissioned with the transport execution is entitled to carry out the dispatch in a group load (§ 460 HGB), to reload these and if necessary to temporarily store them.
- Client’s right to give instructions
The client shall have the right to issue instructions to sennder in order to specify the performance. If the client does not issue instructions or issues instructions that are not sufficiently understandable or if instructions cannot actually be executed, sennder shall act at its own discretion. sennder or the third party commissioned to carry out the transport shall draw the client’s attention to an obvious incorrectness or unfeasibility of the instructions issued by them. If, contrary to the information given to them, the client insists on the execution of the instructions given by them, the client must bear the resulting damage.
- Hazard- and obstacle-free access and departure possibilities
The client shall ensure that all access routes to the respective loading and unloading points are free of danger points and obstacles so that loading and unloading can take place at the agreed times. If access to the loading or unloading point without danger or obstruction is not possible, sennder is entitled to terminate the forwarding order without notice. If termination is effected by sennder before loading, the client shall pay sennder one third (33%) of the agreed remuneration. If notice of termination is given prior to unloading, the client shall pay sennder the full agreed remuneration. In such a case, unless otherwise agreed, sennder is entitled to store the goods at the expense of the client. The client shall also bear the costs of transport to the storage location as well as any other additional costs incurred, in particular waiting times as specified under 8.3 and 8.4.
- Securing loads
The client shall provide sender with functional load securing equipment and loading aids such as tension belts or anti-slip mats free of charge, insofar as these are necessary or reasonable. sennder shall not return or exchange load securing or loading aids to the client. The client must ensure that the load securing and loading aids are returned to the client themselves, unless a separate charge is agreed for sennder to return them to the client. With regard to any claims of a shipper against the shipper, the client shall indemnify the shipper upon first request for payment of costs for load securing and loading aids.
The client must ensure the proper securing of the load themselves. If the client does not stow the cargo in a roadworthy manner, sennder reserves the right to cancel the individual order. In this case, the client shall pay sennder one third of the agreed remuneration (agreed remuneration without VAT for the part of the transport not performed).
- Pallet exchange
Unless otherwise agreed in the forwarding order or in any other way, sennder or third parties commissioned by sennder to carry out the transport are not obliged to exchange pallets and accordingly bear no exchange risk.
- Taxes and import duties
The client must ensure that they pay or has paid all taxes and import duties relating to the cargo. sennder is not obliged in this respect.
- Deviations from order confirmation and order execution
If during the execution of the order by sennder or a third party a significant deviation between the originally agreed and the actual delivery routes, packages, weights, cargo properties or other factors determining the remuneration becomes apparent, sennder is entitled to charge the agreed remuneration on the basis of the price calculation (price list) in accordance with § 315 ff. of the BGB (German Civil Code) accordingly.
- Cancellation of a forwarding order by the client
- The client may cancel (terminate) a forwarding order at any time without stating any reasons. A notification to sennder in text form is sufficient for a cancellation. If the client cancels a forwarding order within 24 hours to 8 hours before the agreed loading time, the client will be charged a flat rate of 75% of the agreed remuneration. If the client cancels a forwarding order more than 24 hours before the loading time, the client shall be charged a flat rate of one third (33%) of the agreed remuneration. If the client cancels a forwarding order within 8 hours before the agreed loading time or if loading does not take place at the collection address, the client will be charged 100 % of the agreed freight as loss.
- The right to termination due to extraordinary causes remains unaffected. In the event of justified termination by the client for good cause, remuneration pursuant to Section 6.1 shall not be due.
- Termination of a forwarding order by sennder
- sennder is entitled to terminate a forwarding order in text form if there is an important reason. An extraordinary cause particularly applies, if
- there are justified doubts as to the solvency of the client;
- the client has made materially false statements to sennder, in particular regarding the condition or composition of the goods to be loaded;
- facts become known which give rise to considerable doubts as to the existence of the client, the sender or the recipient;
- facts become known which suggest fraudulent action on the part of the client or one of their vicarious agents;
- the client communicates new information and requirements which would make it considerably more difficult or slow down the execution of the agreed transport by sennder (in particular new intermediate stops, desired pallet exchange, etc.);
- access to the loading or unloading point without danger or obstruction is not possible, subclause 5.7.
- sennder or a third party commissioned by sennder is to carry out the transport, it is up to the client to set a reasonable deadline within which the goods are to be loaded or made available, if this has not been done at the agreed loading time. If no goods are loaded or made available by the expiry of the deadline set, or if it is obvious that no goods are loaded or made available within this deadline, sennder may cancel the transport order.
- If the vehicle has already been partially loaded, sennder is entitled, after a reasonable waiting period has elapsed, to proceed with (continuation of) loading by the client, also partially loaded. sennder’s claim to the agreed remuneration remains unaffected.
- In the event of termination by sennder, sennder shall be entitled to demand flat-rate damages from the client in the amount of one third (33 %) of the agreed remuneration, unless otherwise provided for in these General Terms and Conditions. sennder shall be at liberty to claim further damages.
- Any additional costs incurred by sennder shall remain unaffected from 7.1 to 7.4 and shall be borne by the client.
- Other contractual or legal rights of sennder to cancel a forwarding order remain unaffected.
- Remuneration and reimbursement of expenses
- For the organisation and execution of the transport and the possible provision of ancillary services, sennder shall receive from the client the remuneration agreed in the forwarding order.
- sennder may demand reimbursement from the client for expenses incurred on the goods to be transported which were not foreseeable but necessary at the time the contract was concluded. sennder shall contact the client prior to the incurrence of such expenses and obtain instructions from them in this regard, unless this is unreasonable or otherwise unreasonable for sennder due to special circumstances, for example due to existing urgency.
- The client shall reimburse sennder for all additional costs which are based on incorrect information transmitted to sennder on the execution of the transport (in particular incorrect date, time or address details).
- Delays by sennder or a third party commissioned by them during loading and unloading, for which neither sennder nor the third party is responsible, shall be remunerated as follows:
The delay is calculated from the agreed loading time and the agreed unloading time. If no fixed time has been agreed for loading and unloading, the delay will be calculated on arrival of the vehicle at the loading and unloading location. In the case of vehicles with a total weight of at least 12.00 tonnes, a delay of two hours for loading and unloading and a delay of thirty minutes for vehicles with a total weight of less than 12.00 tonnes is free of charge. Securing or unlocking the load is part of the loading and unloading time. In the case of partial loads, the free loading and unloading time is reduced accordingly and is charged proportionally to the total loading volume by sennder. If the period without demurrage is exceeded, an additional charge of 75.00 euros per hour or part thereof will be made. An upper limit is not agreed. Any delays for border clearance are free of demurrage for up to two hours, after which demurrage will be charged according to the above rates.
- If sennder makes use of its right to dispatch in groupage (§ 460 HGB), the parties shall regard the agreed remuneration as appropriate remuneration.
- All remuneration and other payments regulated in these GTC are subject to the addition of any value-added tax.
- Payment, prices and invoicing
- sennder will send the client an invoice by e-mail after the transport has been carried out. sennder will also issue and send the client an invoice in paper form on request. sennder will charge the client a fee of 3.50 Euro for each invoice issued in paper form.
- Invoices from sennder are due for payment 14 days after the invoice has been issued (invoice date). sennder does not grant any price reductions (discounts or rebates) on the invoice amount, unless the parties have agreed otherwise in writing.
- Liability of sennder
- In the event that the ADSp 2017 do not apply in whole or in part to the provision of services by sennder, sennder shall be liable as freight forwarder in accordance with the following sections, deviating from the provisions of § 431 HGB:
Clause 23 ADSp 2017, Limitation of liability
Clause 23.1 The liability of the freight forwarder for damage to goods in their care in accordance with § 431 para. 1, 2 and 4 HGB is limited as follows, with the exception of damage from sea transport and storage orders:
Clause 23.1.1 to 8.33 Special Drawing Rights (SDR) for each kilogram (kg), if the freight forwarder
– Carrier within the meaning of § 407 HGB;
– Freight forwarder in the sense of §§ 458 to 460 of the HGB; or
– Care freight forwarder in the sense of § 461 para. 1 HGB
Clause 23.1.2 to 2.00 instead of 8.33, special drawing rights
per kilogram if the client has concluded a contract of carriage with the freight forwarder for carriage by various modes of transport, including sea transport, and the place of damage is unknown. If the place of loss is known, liability shall be determined in accordance with § 452a HGB, taking into account the exclusions and limitations of liability of ADSp.
Clause 23.1.3 In addition, if the liability of the freight forwarder under section 23.1.1 exceeds EUR 1.25 million per claim, their liability for each claim is limited to a maximum of EUR 1.25 million or 2.00 special drawing rights per kg, whichever is the greater.
Clause 23.2 The liability of the freight forwarder for damage caused in their care in the case of a contract of carriage by sea and international carriage is limited to the maximum amount prescribed by law for such carriage. Clause 25 will remain unaffected.
Clause 23.3 In cases not covered by clauses 23.1 and 23.2 (such as § 461 para. 2 HGB, §§ 280 ff BGB), the liability of the freight forwarder for damage to goods according to § 431 para. 1, 2 and 4 HGB are limited in amount.
Clause 23.3.1 in the case of a contract of carriage by sea or by different means of transport, including sea transport, to 2.00 special drawing rights per kilogram,
Clause 23.3.2 for all other transport contracts to 8.33 special drawing rights per kilogram.
Clause 23.3.3 Furthermore, the liability of the freight forwarder arising out of any claim is limited to a maximum amount of EUR 1.25 million.
Clause 23.4 The liability of the freight forwarder for damage other than to goods, excepting warehousing upon instruction, personal injury and damage to goods that are not subject of the contract of transportation, is limited to three times the amount payable for loss of the goods in accordance with sections 23.3.1 and 23.3.2. Furthermore, the liability of the freight forwarder arising from any claim is limited to a maximum amount of EUR 125 thousand.
Clause 23.4.1. The §§ 413 para. 2, 418 para. 6, 422 para. 3, 431 para. 3, 433, 445 para. 3, 446 para.2, 487 para. 2, 491 para. 5, 520 para. 2, 521 para. 4, 523 HGB as well as corresponding liability provisions in international agreements, which may not be deviated from by way of pre-formulated contractual conditions, remain unaffected.
Clause 23.4.2. Clause 23.4 does not apply to legal provisions such as Art. 25 MÜ, Art. 5 CIM or Art. 20 CMNI, which extend or allow the liability of the freight forwarder to extend it.
Clause 23.5. If the freight forwarder’s liability according to Articles 23.1, 23.3 and 23.4 exceeds the amount of EUR 2.5 million per damage event, then the freight forwarder’s liability is, irrespective of how many claims arise from a single damage event, further limited to a maximum amount of EUR 2.5 million per damage event or to 2.00 SDR per kg for lost or damaged goods, whichever amount is the higher. When there is more than one claimant, the freight forwarder’s liability shall be proportionate to individual claims.
- If the provisions of the ADSp 2017 are not applicable, sennder shall be liable in accordance with the following provisions.
- sennder is liable without limitation in the event of intent or gross negligence, for injury to life, limb or health in accordance with the provisions of the Product Liability Act and to the extent of a guarantee assumed by sennder.
- If sennder negligently violates an obligation which is essential for achieving the purpose of the contract (cardinal obligation), sennder’s liability shall be limited to the damage typically foreseeable at the time the contract was concluded, and in the event of slightly negligent breach of duty the amount shall be limited as follows:
- in the event of a claim for damages due to misdirection of goods in transit, up to 50% of the value of the goods, however, not exceeding EUR 2,500.00 per damage event
- in the event of salvage, destruction or removal of a damaged goods with regard to the costs incurred due to statutory or official obligations up to an amount of EUR 10,000.00 per damage event.
- Any further liability of sennder is hereby excluded.
- The above limitations of liability apply equally to the personal liability of employees, representatives and bodies of sennder.
- sennder has taken out liability insurance and will send the client a corresponding confirmation of the insurance by e-mail on request.
- sennder is entitled, but not obliged, to procure the insurance of the transported goods.
- The client can instruct sender by means of a separate agreement to take out transport insurance for a transport.
- Final provisions
- German law, excluding the UN Sales Convention, shall apply to all legal relationships between the contractual parties.
- The client has no right to offsets or retention unless their counterclaims are undisputed or legally binding by court order.
- For all legal disputes arising from or in connection with the contract between the freight forwarder and the client, the exclusive place of jurisdiction for all parties involved shall be the headquarters of sennder in Berlin, unless mandatory statutory provisions to the contrary apply. The place of fulfilment is Berlin.
- If text form has been agreed, any stricter form (e.g. written form) is sufficient.
- Gaps in the regulations are to be closed on the basis of the applicable law by regulations that correspond as far as possible to the sense and purpose of the provision to be replaced.
- The invalidity of individual provisions does not lead to an overall invalidity of these conditions.