1. Preamble

These General Terms and Conditions shall govern (unless otherwise expressly agreed in writing between the Parties) the obligations arising from the contractual relationships entered into by our freight forwarding company (C.I.S. S.p.A.) and from acts or omissions committed by our employees, agents and representatives. These General Terms and Conditions also define, to the extent and in the manner provided herein, the liability of C.I.S. S.p.A. Via delle Cateratte n.66 -57122 Livorno, Italy (the “Freight Forwarder”).

These Terms and Conditions are published in digital format on the website cis-spedizioni.com.

2. Scope of Application

These General Terms and Conditions of Freight Forwarding (hereinafter referred to as the “GTC” or “Terms & Conditions” – “T&C”) shall exclusively govern and regulate – unless otherwise agreed in writing between the Parties – all Freight Forwarding Services (“Services”) rendered by Centro Internazionale Spedizioni S.p.A. (abbreviated as “C.I.S.”), Tax Code/VAT No. 00618280499 (the “Freight Forwarder”), for the benefit of and pursuant to the instructions of the Customer (the “Customer” or the “Principal”).

The Customer expressly acknowledges and agrees that these General Terms and Conditions shall fully and unconditionally apply to all existing and future contractual relationships with the Freight Forwarder, as well as to any actions and claims, including those of a non-contractual nature, that may be brought against the latter.

Unless otherwise specifically agreed between the Parties, any general terms and conditions prepared by the Customer shall not apply to contractual relationships concerning the Freight Forwarding Services entrusted by the Customer to the Freight Forwarder. Furthermore, any amendment to these General Terms and Conditions shall be valid and effective only if expressly agreed in writing between the Parties.

3. Definitions

In addition to the terms and expressions otherwise defined herein, the terms and expressions indicated with an initial capital letter shall have the meanings set out below. Terms defined in the plural shall also include the singular and vice versa.

a) FREIGHT FORWARDER: means C.I.S., namely the party to whom the Principal grants the freight forwarding mandate, with or without representation. C.I.S. expressly specifies that it shall act exclusively in its capacity as a pure freight forwarder pursuant to Article 1737 of the Italian Civil Code. Nothing contained in these General Terms and Conditions and/or in any other document forming part of the Freight Forwarding Contract shall be construed as an assumption by C.I.S. of the role of freight forwarder-carriage contractor, nor of the obligation to perform the transport itself.

b) PRINCIPAL / CUSTOMER: means the party granting the Freight Forwarder the freight forwarding mandate, with or without representation, pursuant to Article 1737 of the Italian Civil Code.

c) FREIGHT FORWARDING MANDATE OR SHIPPING ORDER: means the order and/or request by which the Customer instructs the Freight Forwarder to enter into one or more contracts of carriage with one or more Carriers, either in its own name but on behalf of the Customer, or, where the Freight Forwarder acts in the name of the Principal (for example, by indicating the latter as the Shipper in the transport document), in the name and on behalf of the Customer, concerning one or more unimodal, multimodal or intermodal contracts of carriage of Goods by sea, air, road, rail, inland waterways and/or for the performance of one or more ancillary services relating to such Goods. Unless otherwise specified in writing by the Customer, the Mandate shall be deemed granted without representation (i.e. the Freight Forwarder acts in its own name and on behalf of the Customer).

d) ANCILLARY SERVICES: means activities other than the transport of Goods which are functionally connected to the freight forwarding activity, including, by way of example only, customs import/export activities, temporary storage of Goods in transit or before commencement or after completion of transport (so-called “Technical Stop”), arranging cargo insurance coverage on behalf of the Customer, packaging, securing, lashing and stowing operations, administrative activities, fumigation services or container weighing services pursuant to the SOLAS VGM regulations, etc.

e) CARRIER: means the party which physically performs or undertakes to perform the transport and which, as issuer or signatory of a transport document, is party to a contract of carriage of goods.

f) SHIPPER: means the party indicated as shipper and/or loader of the Goods in the transport document.

g) CONSIGNEE: means the party indicated as consignee of the Goods in the transport document.

h) RECIPIENT: means the party who, although not indicated as Consignee in the transport document, is the final recipient of the Goods.

i) LOADER: means the party, which may differ from the Shipper, that delivers the Goods to the Carrier and is responsible for placing the Goods onto the vehicle designated for the performance of the transport.

j) GOODS: means the goods subject to transport, identified by quantity, quality, weight, type and other characteristics in the Mandate or Shipping Order, and accompanied by a transport document (for example AWB, B/L, RWB, CMR, delivery note, etc.).

k) TECHNICAL STOP: means the temporary storage of Goods in a warehouse, depot, terminal or other storage area for purposes connected with the execution or continuation of the forwarding or forwarding-transport operation (re-routing, cross-docking, groupage/degroupage, etc.) or in any event connected with the temporary custody of the Goods during transport or pending delivery either to the Carrier performing the transport service or to the final Recipient.

l) OFFER OR QUOTATION: means the proposal, whether detailed or lump-sum, issued by the Freight Forwarder to the Principal concerning its remuneration, reimbursement of expenses advanced and compensation for ancillary services performed.

m) DANGEROUS GOODS: means any category of goods regulated by special regulations such as IATA, IMO, ICAO, ADR, etc.

n) PLACE OF LOADING OR UNLOADING: means, respectively, the place where the Carrier collects the Goods and the place where the Goods are delivered, as identified in the transport document.

o) TRANSIT TIME: means the indicative period of transport duration, from the taking over of the Goods at origin until delivery to the Consignee or final Recipient.

p) PARTIES: means the Freight Forwarder and the Principal/Customer.

4. Acceptance of Instructions

Upon request of the Customer/Principal and based on the information provided by the latter regarding the place of departure and destination of the shipment, the type of transport required, the characteristics of the Goods to be shipped (such as, by way of example, weight, volume, dimensions, nature and quality, value, etc.), as well as any other specific instructions, the Freight Forwarder shall provide the Customer, including by e-mail, with a written Quotation containing a description of the freight forwarding service offered, including any Ancillary Services requested, the related remuneration and the validity period of such Quotation.

The Quotation shall be deemed accepted by the Customer/Principal upon execution thereof in writing, confirmation by e-mail, or by conclusive conduct consisting in the delivery of the Goods to the Freight Forwarder and/or to the Carrier appointed by the latter.

Based on the Freight Forwarding Mandate received from the Customer/Principal, the Freight Forwarder shall arrange, with one or more Carriers, one or more contracts of carriage and, where requested, perform the Ancillary Services, acting with ordinary professional diligence and in accordance with the specific instructions received from the Customer/Principal, which must necessarily be provided in writing.

Unless otherwise instructed by the Customer (e.g. request for FTL, FCL or dedicated loading unit), the Freight Forwarder may consolidate or group the Goods with other consignments.

The Goods must be delivered already suitably packed by the Loader in accordance with the characteristics of the Goods and the type of journey involved. The Freight Forwarder shall not be liable for inadequate or unsuitable packaging (see Article 1693 of the Italian Civil Code) and shall be entitled to seek recourse against the Customer for any damage caused to the means of transport.

Unless previously agreed in writing, the Freight Forwarder shall not accept freight forwarding and/or transport activities relating to Dangerous Goods capable of causing harm to persons, animals, other goods or property, or which are subject to deterioration, lack adequate packaging, or concern valuables, currency, precious items or works of art. By way of example and without limitation, Dangerous Goods include goods classified as dangerous under IATA, IMO, ICAO regulations or governed by ADR/RID provisions.

Should such Goods be entrusted to the Freight Forwarder without its prior consent, or should the Freight Forwarder accept the mandate on the basis of incorrect, incomplete or inaccurate information regarding the nature or value of the Goods, the Freight Forwarder shall be entitled to terminate the contract or, where circumstances so require, refuse, store or otherwise dispose of the Goods, including, in the event of danger, destroying them. In such cases, the Principal and/or the Shipper shall be liable for all resulting damages, costs and expenses of whatever nature.

The Freight Forwarder may refuse to accept shipments of Goods subject to restrictions and/or embargoes.

Where, in connection with international transport operations, the Freight Forwarder is entrusted with customs formalities and customs clearance activities, the Principal shall grant the Freight Forwarder or the specifically designated customs representative an appropriate power of attorney, whether for direct or indirect representation, with or without the power to appoint sub-agents.

Furthermore, the Principal warrants that the documentation accompanying the Goods is genuine, complete and free from irregularities, and that the Goods strictly correspond to the description provided, comply with all applicable laws and regulations, bear the required markings, are freely exportable/importable and are not subject to restrictions or embargoes.

In all cases, the Principal shall provide, in due time, all information, data, customs codes, customs tariff classifications and all documents necessary for the completion of customs formalities.

The Principal undertakes, in the event of irregularities or deficiencies in the documentation, information, data or other elements referred to above, to indemnify and hold harmless the Freight Forwarder against any prejudice, liability, damage or expense whatsoever incurred, including any amounts paid by way of penalties, fines, sanctions or other measures imposed by the competent authorities, as well as any costs arising from civil or criminal proceedings.

5. Insurance

Should the Principal wish to insure the risk of loss of or damage to the Goods, it shall expressly instruct the Freight Forwarder to arrange insurance coverage on behalf of the party entitled thereto.

The costs of such insurance coverage shall be borne by the Principal. Under no circumstances shall the Freight Forwarder be deemed an insurer or co-insurer.

The Freight Forwarder shall have no obligation to pursue insurance claims, interrupt limitation periods or manage loss-adjustment procedures, unless specifically instructed to do so by the Principal against remuneration to be agreed separately.

Where the Principal independently arranges insurance coverage, the relevant insurance policy shall include a waiver of subrogation clause in favour of the Freight Forwarder.

Where the Goods have not been insured, the Principal shall have no right of recourse against the Freight Forwarder.

6. Delivery Terms

Any delivery dates or transit times indicated in Quotations and/or agreements are intended solely as estimates and shall not be binding.

Unless otherwise expressly agreed in writing, the Freight Forwarder does not guarantee compliance with departure or delivery schedules and shall under no circumstances be held liable for delays in the collection, transport and/or delivery of any shipment, irrespective of the cause of such delays, including where the Principal has unilaterally specified particular delivery terms in shipping documents.

Where the Parties have expressly agreed upon binding delivery deadlines for the Goods, compensation for any delay shall be determined in accordance with the applicable laws and international conventions or as otherwise agreed between the Parties.

7. Fees and Terms of Payment

The Principal undertakes to pay the Freight Forwarder the agreed remuneration for the performance of the Services upon issuance of the Freight Forwarding Mandate.

The Freight Forwarder’s Quotations and the agreed prices and conditions shall refer exclusively to the services expressly specified therein. Unless otherwise agreed, the Freight Forwarder’s Quotations shall be binding only in relation to Goods of ordinary volume, dimensions, weight and characteristics, consistent with the mode of transport envisaged by the Principal. Such Quotations shall not include, unless expressly agreed otherwise, any automatic adjustments applied by road carriers to freight charges based on fluctuations in diesel fuel prices, as determined monthly by the competent Ministry pursuant to Article 6(d) of Legislative Decree No. 286 of 21 November 2005 and Article 83-bis, paragraphs 4 and 10, of Law No. 133 of 6 August 2008.

The Shipper and/or the Principal shall also reimburse the Freight Forwarder for any additional costs incurred in connection with the performance of the Mandate, including, by way of example, costs relating to the waiting time of road transport vehicles, container rental charges, swap body rental charges and similar expenses, costs arising from the return of the Goods to the warehouse, storage charges and subsequent redelivery costs.

Where, pursuant to existing agreements, the Freight Forwarder advances freight charges, transport costs, container rental charges, customs duties, taxes, fees, expenses or any other additional costs of any nature whatsoever, the Principal and/or the Shipper shall reimburse such amounts and pay default interest (for example, pursuant to Italian Legislative Decree No. 231/2002) or statutory interest in the event of delayed payment.

In any event, the Principal and/or the Shipper shall indemnify and hold harmless the Freight Forwarder against any claims made by third parties relating to the payment of freight charges, customs duties, taxes, fines, penalties, general average contributions, charges, surcharges or any other amounts claimed against the Freight Forwarder.

With reference to sea and air shipments, any additional costs exceeding the agreed freight rate shall always be borne by the Shipper, including, by way of example only, additional charges or extra costs imposed by the Carrier and/or its agents, subcontractors and/or third parties in connection with the shipment due to failure to load resulting from the unavailability of the Goods and/or acts or omissions attributable to the Principal and/or Loader and/or Shipper, as well as charges relating to the labelling, securing, lashing and stowage of the Goods, including containerised cargo, container demurrage, detention and port storage charges, handling charges, transhipment costs, customs inspections and similar expenses at ports of departure and/or destination.

Likewise, any surcharges imposed by shipping lines or airlines shall be borne by the Shipper, including, by way of example only, BAF, CAF, OTHC, DTHC, EBS, ODF, DDF, Suez emergency fees, Panama Canal Transit Fees and any other additional charges or surcharges subject to periodic variation.

It should be noted that certain destinations, such as Australia, New Zealand and the United States, may require fumigation costs and/or specific wood treatment procedures and/or container sanitisation measures concerning the container itself, loading supports (pallets) and the Goods. In this regard, the consequences arising from non-compliance by the supplier/fumigator and/or from deficiencies in the fumigation process may be particularly burdensome in terms of damages, including costs associated with the return or unloading of the container in another country, penalties imposed by destination authorities and additional sanitisation expenses.

SOLAS – Verified Gross Mass (VGM)

Pursuant to the International Convention for the Safety of Life at Sea (SOLAS 1974), as amended by IMO Resolution MSC.380(94) of 21 November 2014, concerning the requirement to obtain the Verified Gross Mass (“VGM”) of a packed container prior to loading (Rule VI/2), the obligation to determine and declare the VGM rests with the Shipper.

Accordingly, the Principal and/or the Shipper shall communicate the VGM information to the Freight Forwarder no later than the deadlines specified in the relevant Booking Confirmation.

Should such communication not be made within the prescribed time limits, the container may not be accepted by the Terminal or loaded on board the vessel, and any resulting costs shall be borne by the Principal.

Where the Principal wishes to instruct the Freight Forwarder to arrange the weighing procedure and obtain the VGM data, a specific mandate shall be granted for such purpose, and the corresponding service shall be quoted separately upon request.

Right of Retention

In the event of non-performance or delayed performance by the Principal, the Freight Forwarder shall be entitled to suspend the execution of subsequent shipments relating to outstanding receivables and, where a shipment has already commenced, to immediately suspend its own services.

The Freight Forwarder shall have, vis-à-vis the Principal, the Shipper and any other contracting party, a lien and right of retention over the Goods and any other property in its possession in relation to claims that are due or becoming due. Such right may also be asserted against the consignee and/or owner of the Goods.

Furthermore, pursuant to Articles 2761 and 2756, paragraphs 2 and 3, of the Italian Civil Code, the Freight Forwarder shall enjoy a special statutory lien and the related right of retention over all Goods and transport documents relating to subsequent shipments connected with outstanding receivables.

In the event of refusal by, or inability to locate, the consignee, the Freight Forwarder, provided that it has been promptly informed of the situation and is authorised to intervene, may adopt all necessary or appropriate measures for the custody of the Goods and their return, acting in the name and on behalf of the Principal and/or the Shipper.

In such circumstances, all detention, demurrage, port storage and warehousing costs relating to the Goods and containers, together with the risks associated with loss, damage or theft, shall remain entirely at the expense and risk of the Principal and/or the Shipper.

8. Obligations of the Parties and Related Liabilities

Obligations and Liability of the Principal and/or the Shipper

The Principal and the Shipper warrant that:

• the essential particulars of the Shipment (including, by way of example, the identity of the shipper and consignee, container numbers and seals, the addresses of the places of departure and destination, etc.) have been accurately and correctly stated in all transport documents;
• the nature of the Goods, the number, quantity, quality and contents of the packages, the gross weight (including the weight and dimensions of packaging and pallets), the dimensions and any other information provided are true, accurate and complete;
• the packaging and labelling used, as well as any lashing, securing and stowage operations carried out directly by the Principal and/or the Shipper and/or the Loader, are suitable and appropriate having regard to the nature of the Goods and the mode of transport involved;
• the export or import of the Goods subject to the Shipment, including in relation to the parties involved as recipients thereof, is not subject to restrictions and/or embargoes imposed at an international level (including, without limitation, by the European Union, the United Nations, the United States and the United Kingdom) or under applicable national laws;
• no Goods or items have been included in the Shipment which the Freight Forwarder has declared to be unacceptable for transport.

The Principal and the Shipper shall be liable towards the Freight Forwarder for any damages, claims or expenses arising from any breach of the warranties set out above and, in particular, from the absence, inadequacy or unsuitability of packaging, labelling, lashing, securing or stowage, or from the failure to indicate on the Goods and packages the precautions necessary for their handling, movement and lifting (for example, “Do Not Stack”, “Fragile”, “Keep Upright”, etc.).

In the event of refusal by, or inability to locate, the Consignee, the Freight Forwarder, provided that it has been promptly informed of the storage situation and is entitled to intervene, may adopt such measures as may be necessary or appropriate for the safekeeping of the Goods and their return, acting in the name and on behalf of the Principal and/or the Shipper. In such circumstances, the risk of any loss, damage or misappropriation of the Goods shall remain entirely with the Principal and/or the Shipper.

The Principal undertakes to provide the Freight Forwarder with any further documentation that may be useful or necessary. By way of example, where the sale of the Goods entrusted for shipment is secured by documentary credit arrangements or letters of credit, the Principal shall transmit to the Freight Forwarder, in advance and in a timely manner, a copy of the letter of credit opening documentation, pro forma invoices and/or the relevant purchase order, in order to enable verification of the applicable terms and conditions. In the absence of such transmission, no liability whatsoever may be attributed to the Freight Forwarder.

Obligations of the Freight Forwarder

In the performance of the Mandate, the Freight Forwarder undertakes to comply with the instructions of the Principal, provided that such instructions are given clearly and in writing.

With regard to domestic road transport operations, the Freight Forwarder undertakes to enter into the relevant contracts, preferably in writing, exclusively with Carriers duly registered with the Italian National Register of Road Hauliers for Hire or Reward (Albo Nazionale degli Autotrasportatori per Conto Terzi), or otherwise holding all licences, authorisations and qualifications required by law, and equipped with vehicles suitable for the proper execution of the services requested.

Liability of the Freight Forwarder

The Freight Forwarder performs the Services governed by these General Terms and Conditions exclusively in its capacity as a pure freight forwarder and shall therefore not be responsible for the execution of the transport itself, but solely for the proper performance of the mandate entrusted to it and of any ancillary obligations undertaken.

Accordingly, the Freight Forwarder shall not be liable for any loss of or damage to the Goods and/or for any delay in their delivery.

The Freight Forwarder shall not be liable for any indirect, consequential, exemplary, special, incidental, legal or punitive damages arising out of or in connection with the performance of the freight forwarding mandates, including, without limitation, loss of goodwill, loss of business opportunities, loss of reputation, business interruption, labour costs, penalties or similar losses.

By way of example, events that may fall within circumstances beyond the Freight Forwarder’s control include:

(a) acts of God;

(b) storms, floods, fires, earthquakes, adverse weather conditions or explosions;

(c) war, invasion, hostilities (whether war be declared or not), threats or acts of terrorism, piracy, armed robbery or other civil disturbances;

(d) governmental orders or legislation;

(e) actions, embargoes or blockades in force from the date of the relevant agreement;

(f) acts of any governmental authority;

(g) national or regional emergencies;

(h) emergency situations, epidemics and pandemics;

(i) strikes, lockouts, work stoppages, slowdowns or other industrial disputes.

Furthermore, in addition to the foregoing force majeure events, the Parties acknowledge that other circumstances beyond the Freight Forwarder’s reasonable control may constitute grounds for exemption from liability. These include, by way of example, unilateral decisions adopted by shipowners, shipping companies, airlines, masters or commanders, such as blank sailings, port omissions, short shipments, delayed departures, delayed arrivals and similar operational events.

Transport of Dangerous Goods / ADR

C.I.S. operates exclusively in its capacity as a freight forwarder pursuant to Article 1737 of the Italian Civil Code, acting under a mandate granted without representation by the producer or holder of the Goods.

The legal status of C.I.S. is neither that of a freight forwarder-carriage contractor, nor that of a carrier, nor that of a consignor for the purposes of ADR regulations, but solely that of an entity organising the transport and appointing a professionally qualified third-party carrier.

Accordingly, C.I.S. assumes no responsibility whatsoever in relation to:

• the classification of the Goods pursuant to ADR regulations;
• the correct determination of the relevant hazard class;
• the suitability of the packaging used;
• the labelling and marking of packages and big bags;
• the placarding and signage of vehicles;
• the correct implementation of all requirements imposed by ADR regulations during the execution of the transport.

All such obligations and liabilities shall remain exclusively vested in the producer or holder of the Goods and in the Carrier, each within the scope of their respective responsibilities.

C.I.S. shall be responsible solely for transmitting to the Carrier all documentation relating to the Dangerous Goods received from the producer or holder thereof, including, by way of example and without limitation, Safety Data Sheets (SDS), written instructions (Tremcards), multimodal forms, delivery notes and any other accompanying documentation.

Such transmission activity is of a purely organisational nature and shall in no event imply any assumption by C.I.S. of responsibility regarding the completeness, accuracy, updating or compliance of the documentation concerned, which shall remain the exclusive responsibility of the party having prepared such documentation and of the Carrier using it for the execution of the transport.

The Carrier must possess all legal requirements necessary for the execution of transport operations, including suitable vehicles, appropriately trained and qualified personnel, as well as all licences, authorisations and insurance coverages required under applicable legislation. The Carrier shall bear sole responsibility arising from the physical execution of the transport and from compliance with ADR provisions.

C.I.S. shall be indemnified and held harmless against any civil, administrative or criminal liability, as well as against any penalties, damages, costs or third-party claims arising from breaches of ADR regulations, incorrect or incomplete classification of the Goods, defects in packaging, labelling or marking, irregularities in vehicle placarding or, more generally, circumstances attributable to the execution of the transport.

Notwithstanding the foregoing, C.I.S. remains under an obligation to exercise ordinary professional diligence and shall retain responsibility for the reasonable selection of professionally reliable Carriers.

C.I.S. may be held liable only in cases of proven culpa in eligendo, namely where the transport has been entrusted to parties manifestly lacking the legal requirements or clearly unsuitable for the execution of the services requested.

In any event, C.I.S. shall not be liable for acts attributable to the material performance of the transport or for any consequences arising from non-compliance with ADR regulations.

Force Majeure

Neither Party shall be held liable for any failure to perform its obligations arising from the execution of the Services where such failure, whether total or partial, is caused by a Force Majeure Event, defined as the occurrence of an event or circumstance (“Force Majeure Event”) preventing one or both Parties from performing, in whole or in part, one or more of their contractual obligations under these General Terms and Conditions and/or the Freight Forwarding Mandate, provided that, and to the extent that, the Party affected by the impediment (the “Affected Party”) demonstrates that:

1. a) such impediment is beyond its reasonable control;
2. b) such impediment could not reasonably have been foreseen at the time of the conclusion of the contract; and
3. c) the effects of such impediment could not reasonably have been avoided or overcome by the Affected Party.

By way of example, Force Majeure Events may include:

(a) acts of God;

(b) storms, floods, fires, earthquakes, adverse weather conditions or explosions;

(c) war, invasion, hostilities (whether war is declared or not), threats or acts of terrorism, piracy, armed robbery or other civil disturbances;

(d) governmental orders or legislation;

(e) actions, embargoes or blockades in force after the date of the relevant agreement;

(f) acts of any governmental authority;

(g) national or regional emergencies;

(h) emergency situations, epidemics and pandemics;

(i) strikes, lockouts, work stoppages, slowdowns or other industrial disturbances.

In addition to the foregoing Force Majeure Events, circumstances beyond the Freight Forwarder’s control shall also constitute grounds for exemption from liability, including, by way of example, unilateral decisions adopted by shipowners, shipping companies, airlines or vessel masters/aircraft commanders, such as blank sailings, port omissions, short shipments, delayed departures, delayed arrivals, and similar operational events.

9. Claims

Any claim relating to loss, misdelivery, shortage, damage or deterioration of the Goods shall be made in writing and submitted to the Freight Forwarder by certified electronic mail (PEC) or registered mail, strictly within the time limits prescribed by the applicable national legislation and international conventions.

For guidance purposes only, and without prejudice to any shorter time limits established by applicable laws or international conventions, claims shall be submitted as follows:

(i) in the case of apparent loss or damage ascertainable upon delivery, within seven (7) days from the redelivery of the Goods;

(ii) in the case of non-apparent (concealed) loss or damage, within fourteen (14) days from the redelivery of the Goods;

(iii) in the case of total or partial loss, within the time limits prescribed by the legislation and/or international convention applicable from time to time to the relevant contract of carriage.

A written notice of reservation made at the time of delivery shall constitute an essential condition for the validity of any claim relating to apparent loss or damage. In the absence of such written reservation upon delivery, the Goods shall be deemed to have been received in good order and condition.

Claims shall be submitted to the following certified electronic mail address (PEC): cis@pec.cislivorno.it

10. Governing Law

Without prejudice to the provisions governing the liability of the Freight Forwarder, the validity, interpretation and performance of these General Terms and Conditions of Freight Forwarding Services, as well as the various freight forwarding contracts entered into between the Principal and the Freight Forwarder and/or the related Shipping Orders, shall be governed exclusively by Italian law.

11. Jurisdiction

Any dispute arising out of or in connection with these General Terms and Conditions of Freight Forwarding Services, the individual freight forwarding contracts and/or the Freight Forwarding Mandates shall be subject to the exclusive jurisdiction of the Court of Livorno, to the exclusion of any other alternative or concurrent forum, including by way of derogation from Articles 18, 19 and 20 of the Italian Code of Civil Procedure.

12. Limitation of Liability

Without prejudice to the provisions of the applicable international transport conventions and except in cases of wilful misconduct or gross negligence on the part of the Freight Forwarder, the total amount of compensation payable by the Freight Forwarder to the Principal shall in no event exceed the net remuneration invoiced by C.I.S. in respect of the individual shipment giving rise to the dispute.

In all cases, compensation shall exclude indirect or consequential losses, loss of profit, loss of business opportunities, damage to reputation or goodwill, and any other consequential or incidental damages, as already provided for under Article 8 of these General Terms and Conditions.

The Principal is therefore strongly advised to arrange adequate insurance coverage for the Goods, in accordance with Article 5 hereof.

13. Amendments to the General Terms and Conditions

C.I.S. reserves the right to amend these General Terms and Conditions at any time.

Any amendments shall be communicated to the Customer with at least thirty (30) days’ prior notice, either by publication on the website cis-spedizioni.com and/or by written communication.

Upon expiry of the above notice period, unless the Customer has communicated its withdrawal in writing, such amendments shall be deemed accepted and shall become effective in respect of all new Mandates granted after the date on which the amendments enter into force.

Contractual relationships already existing on the effective date of the amendments shall continue to be governed by the previous version of the General Terms and Conditions, unless otherwise agreed in writing between the Parties.

14. Assignment of the Contract

The Customer may not assign or transfer to any third party, in whole or in part, the freight forwarding contract or any rights and obligations arising therefrom without the prior written consent of C.I.S.

Any assignment made in breach of this provision shall be deemed null and void and shall have no effect vis-à-vis the Freight Forwarder.

C.I.S., on the other hand, reserves the right to engage agents, correspondents, subcontracting carriers or other auxiliaries for the performance of its services, in accordance with these General Terms and Conditions.

15. Processing of Personal Data (Privacy)

The personal data provided by the Customer within the framework of the contractual relationship shall be processed by C.I.S. S.p.A., in its capacity as Data Controller, in compliance with Regulation (EU) 2016/679 (General Data Protection Regulation – GDPR) and the applicable national legislation, for purposes connected with the performance of the freight forwarding contract, compliance with legal obligations and, where required and subject to the Customer’s prior consent, for marketing purposes.

The complete privacy notice regarding the processing of personal data is available on the website cis-spedizioni.com and shall be provided to the Customer upon execution of the contract.

The provision of personal data necessary for the performance of the Services is mandatory. Any refusal to provide such data shall render the execution of the Services impossible.