Trading Conditions

SIFFA

Trading Conditions


The Customer’s attention is drawn to the Clauses hereof which exclude or limit the Company’s liability and these which require the Customer to indemnify the Company in certain circumstances.

DEFINITIONS AND APPLICATION


  • In these Conditions:
    1. “Company”
      is the SFFA member trading under these Conditions and this expression includes any parent subsidiary or affiliated company of the Company.
    2. “Person” includes persons or any body or bodies corporate.
    3. “Owner” means the Owner of the goods (including any packaging, containers or equipment) to which any business concluded under these Conditions relates and the consignee or any other Person who is or may become interested in or in possession or entitled to possession of them.
    4. “Customer” means any Person at whose request or on whose behalf the Company undertakes any business or provides advice, information or services.
  • a. Subject to Sub-Paragraph b.
    1. below, all and any activities of the Company in the course of business whether gratuitous or not are undertaken subject to these Conditions.
    2. If any legislation is compulsorily applicable to any business undertaken, these Conditions, shall as regards such
      business, be read as subject to such legislation and nothing in these Conditions shall
      be construed
      as a surrender by
      the Company of any of its rights or immunities or as an increase of any of its
      responsibilities or
      liabilities under
      such legislation to any extent such part shall as regards such business be overridden to
      that extent
      and no further.
  • The Customer warrants that he is either the Owner or the authorised agent of the Owner and also
    that he has
    authority
    to accept these Conditions not only for himself but also as agent for and on behalf of the
    Owner.
  • In authorizing the Customer to enter into any contract with the company and/or in accepting any
    document
    issued by
    the company in connection with such Contract, the Owner irrevocably accepts these Conditions for
    themselves
    and their
    agents and for any parties on whose behalf they or their agents may act, and in particular but
    without
    prejudice to the
    generality of this Clause, they accept that the Company shall have the right to enforce against
    them jointly
    and
    severally any liability of the Customer under these Conditions or to recover from them any sums
    to be paid
    to the
    Company by the Customer which upon proper demand have not been paid.

THE COMPANY


  • a. Subject to Clauses 13 and 14 below
    1. The Company shall be entitled to procure any or all of its services as an
      agent or to provide these services as a principal
    2. The offer and acceptance of an inclusive price for the accomplishment of any service or
      services
      shall not itself
      determine whether any such service is or services are to be arranged by the Company
      acting as agent
      or to be provided by
      the Company acting as a contracting principal.
    3. When acting as an agent the Company does not make or purport to make any contract with
      the Customer
      for the carriage,
      storage, packing or handling of any goods nor for any other physical service in relation
      to them and
      acts solely on
      behalf of the Customer in securing services by establishing Contracts with third parties
      so that
      direct contractual
      relationships are established between the Customer and such third parties.
    4. The Company shall on demand by the Customer provide evidence of any Contract entered
      into as agent
      for the Customer.
      Insofar as the Company may be in default of this obligation, it shall be deemed to have
      contracted
      with the Customer as
      a principal for the performance of the Customer’s instructions.
  • When and to the extent that the Company has contracted as principal for the performance of any
    of its
    services, it
    undertakes to perform and/or in its own name to procure the performance of those services, and
    subject
    always to the
    totality of these Conditions and in particular to Clauses 26 – 29 hereof accepts liability for
    loss of or
    damage to
    goods taken into its charge occurring between the time when it takes the goods into its charge
    and the time
    when the
    Company is entitled to call upon the Customer or Owner to take delivery of the goods.
  • When and to the extent that the Company in accordance with these Conditions is acting as an
    agent on behalf
    of the
    Customer, it is acting in a customary manner. The Company shall be entitled, and the Customer
    hereby
    expressly
    authorizes the Company such entitlement, to enter into contracts on behalf of the Customer and
    the Owner:

    1. for the carriage of goods by any route or means or Person,
    2. for the storage, packing, trans-shipment, loading, unloading or handling of
      The goods by any Person at any place and for any length of time,
    3. for the carriage or storage of goods in or on transport units as defined in sub clause
      19 c. and
      with other goods of
      whatever nature, and
    4. to do such acts as may in the opinion of the Company be reasonably necessary in the
      performance of
      its obligations in
      the interests of the Customer and the Owner.
  • The Company reserves to itself a reasonable liberty as to the means, route and procedure to be
    followed in
    the
    handling, storage and transportation of goods. In any case where no particular route is agreed
    between the
    Company and
    the Customer, the Customer agrees that the agreed route is that which the Company reserves to
    itself a
    reasonable
    liberty to follow.
  • The Company is permitted to perform any of its obligations herein by itself or by a
    sub-contractor. For the
    purpose
    of allowing any such sub-contractor to take the benefit of these Conditions, the Company acts as
    agent and
    trustee for
    such sub-contractor in entering into a contract governed by these Conditions with the Customer
    and Owner.
  • The Company shall have a general lien on all goods and documents relating to goods in its
    possession,
    custody or
    control for all sums due at any time from the Customer or Owner, and shall be entitled to retain
    such goods
    and
    documents against payment of the freightage expenses and other such sums due to him for the
    transportation.
  • The Company shall be entitled to retain and be paid all brokerages, commissions, allowances and
    other
    remunerations
    customarily retained by or paid to freight forwarders.
    1. If delivery of the goods or any part thereof is not taken by the Customer or Owner, at
      the time and
      place when
      and where the Company is entitled to call upon such Person to take delivery thereof, the
      Company
      shall be entitled to
      store the goods or any part thereof at the sole risk of the Customer, whereupon the
      liability of the
      Company in respect
      of the goods or that part thereof stored as aforesaid shall wholly cease and the cost of
      such
      storage if paid for or
      payable by the Company or any agent
      or sub-contractor of the Company shall forthwith upon demand be paid by the Customer to
      the Company.
    2. The Company shall be entitled at the expense of the Customer to obtain an order by the
      competent
      SYRIAN Court to
      dispose of perishable goods or non-delivered goods as defined by sub clause 12 a. herein
      as the
      Court thinks fit.
    1. No insurance will be effected except upon express instructions given in writing by the
      Customer and
      all
      insurances effected by the Company are subject to the usual exceptions and conditions of
      the
      policies of the insurance
      company or underwriters taking the risk. Unless otherwise agreed in writing the Company
      shall not be
      under any
      obligation to effect a separate insurance on each consignment but may declare it on any
      open or
      general policy held by
      the Company.
    2. Insofar as the Company agrees with the Customer to arrange insurance, the Company acts
      solely as
      agent for the
      Customer using its best endeavors to arrange such insurance and does so subject to the
      limits of
      liability contained in
      Clause 29 hereof.
    1. Except under special arrangements previously made in writing or under the form of a
      printed document
      signed by
      the Company, any instructions relating to the delivery or release of goods in specified
      circumstances only, such as (but
      without prejudice to the generality of this Clause) against payment or against surrender
      of a
      particular document, are
      accepted by the Company only as agents for the Customer where third parties are engaged
      to effect
      compliance with the
      instructions.
    2. The Company shall not be under any liability in respect of such arrangements as are
      referred to
      under Sub-Clause a.
      hereof save where such arrangements are made in writing.
    3. In any event, the Company’s liability in respect of the performance or arranging the
      performance of
      such instructions
      shall not exceed that provided for in these Conditions in respect of loss of or damage
      to goods,
  • Advice and information in whatever form it may be given is provided by the Company for the
    Customer only and
    the
    Customer shall indemnify the Company against any liability, claims, loss, damage, costs or
    expenses arising
    out of any
    other persons relying upon such advice or information. Except under special
    arrangements previously made in writing, advice and information which is not related to specific
    instructions accepted
    by the Company is provided gratuitously and without liability.
    1. Except under special arrangements previously made in writing the Company will not accept
      or deal
      with bullion,
      coin, precious stones, jewelry, valuables, antiques, pictures, human remains, livestock
      or plants.
      Should any Customer
      nevertheless deliver any such goods to the Company or cause the Company to handle or
      deal with any
      such goods otherwise
      than under special arrangements previously made in writing the Company shall be under no
      liability
      whatsoever for or in
      connection with such goods howsoever arising.
    2. The Company may at any time waive its rights and exemptions from liability under
      Sub-Clause a.
      above in respect of
      any one or more of the categories of goods mentioned herein or any part of any category.
      If such
      waiver is not in
      writing, the onus of proving such waiver shall be on the Customer.
  • Except following instructions previously received in writing and accepted by the Company, the
    Company will
    not
    accept or deal with goods of a dangerous or damaging nature nor with goods likely to harbor or
    encourage
    vermin or other
    pests, nor goods liable to taint or affect other goods. If such goods are accepted pursuant to a
    special
    arrangement and
    then in the opinion of the Company they constitute a risk to other goods, property, life or
    health, the
    Company shall
    where reasonably practicable contact the Customer, but reserve the right at the expense of the
    Customer to
    remove or
    otherwise deal with the goods.
  • Where there is a choice of rates according to the extent of degree of liability assumed by
    carriers,
    warehousemen or
    others, no declaration of value where optional will be made except under special arrangements
    previously
    made in
    writing.

THE CUSTOMER


  • The Customer warrants:
    1. That the description and particulars of any goods furnished by or on behalf of the
      Customer are full
      and accurate.
    2. That all goods have been properly and sufficiently prepared, packed, stowed, labeled
      and/or marked,
      and that the
      preparation, packing, stowage, labeling and marking are appropriate to any operations or
      transactions affecting the
      goods and the characteristics of the goods.
    3. That where the Company receives the goods from the Customer already stowed in or on a
      container,
      trailer, tanker, or
      any other device specifically constructed for the carriage of goods by land, sea or air
      (each
      hereafter individually
      referred to as the “transport unit”), the transport unit is in good condition, and is
      suitable for
      the carriage to the
      intended destination of the goods loaded therein or thereon.
  • Should the Customer otherwise than under special arrangements previously made in writing as set
    out
    in Clause 17
    above deliver to the Company or cause the Company to deal with or handle goods of a dangerous or
    damaging nature, or
    goods likely to harbour or encourage vermin or other pests, or goods liable to taint or affect
    other
    goods, he shall be
    liable for all loss or damage arising in connection with such goods and shall indemnify the
    Company against
    all penalties, claims, damages,
    costs and expenses
    whatsoever arising in connection therewith, and the goods may be dealt with in such a manner as
    the
    Company or any other
    Person in whose custody they may be at any relevant time shall think fit.
  • The Customer undertakes that no claim shall be made against any director, servant, or employee
    of the
    Company which
    imposes or attempts to impose upon them any liability in connection with any services which are
    the subject
    of these
    Conditions and if any such claim should nevertheless be made, to indemnify the Company against
    all
    consequences thereof.
  • The Customer shall save harmless and keep the Company indemnified from and against:
    1. a. All liability, loss, damage, costs and expenses whatsoever (including without
      prejudice to the
      generality of the
      foregoing, all duties, taxes, imposts, levies, deposits and outlays of whatsoever nature
      levied by
      any authority in
      relation to the goods) arising out of the Company’s action in accordance with the
      Customer’s
      instructions or arising
      from any breach by the Customer of any warranty contained in these Conditions of from
      the negligence
      of the Customer,
      and –
    2. b. Without derogation from Sub-Clause a. above, any liability assumed or incurred by the
      Company
      when by reason of
      carrying out the Customer’s instructions the Company has reasonably become liable or may
      become
      liable to any other
      party, and –
    3. All claims, costs and demands whatsoever and by whomsoever made in excess of the
      liability of the
      Company under the
      terms of these Conditions regardless of whether such claims, costs and demands arise
      from or in
      connection with the
      negligence or breach of duty of the Company its servants, sub-contractors or agents, and
    4. Any claims of a General Average nature which may be made on the Company.
    1. The Customer shall pay to the Company in cash or as otherwise agreed all sums
      immediately when due
      without
      reduction or deferment on account of any claim, counterclaim or set-off.
    2. In respect of all sums which are overdue the Customer shall be liable to pay to the
      Company interest
      calculated at 4%
      above the Base Rate for the time being of the Syrian Central bank.
  • Despite any acceptance by the Company of instructions to collect freight, duties, charges or
    other expenses
    from the
    Owner or any other Person the Customer shall remain responsible for such freight, duties,
    charges or
    expenses on receipt
    of evidence of proper demand and in the absence of evidence of payment (for whatever reason) by
    the Owner or
    such other
    Person when due.
  • Where liability for General Average arises in connection with the goods, the Customer shall
    promptly provide
    security to the Company or to any other party designated by the Company in a form acceptable to
    the Company.

LIABILITY AND LIMITATION


  • The Company shall perform its duties with a reasonable degree of care, diligence, skill and
    judgment.
  • The Company shall be relieved of liability for any loss or damage if and to the extent that such
    loss or
    damage is
    caused by:

    1. strike, lock-out, stoppage or restraint of labour, the consequences of which the Company
      is unable
      to avoid by the
      exercise of reasonable diligence.
    2. any cause or event which the Company is unable to avoid and the consequences whereof the
      Company is
      unable to prevent
      by the exercise of reasonable diligence.
  • Except under special arrangements previously made in writing the Company accepts no
    responsibility for
    departure or
    arrival dates of goods.
  • a. Subject to sub clause 2 b. above and Sub-Clause d. below the Company’s liability howsoever
    arising and
    notwithstanding that the cause of loss or damage be unexplained shall not exceed.

    1. In the case of claims for loss or damage to goods: –
      1. the value of any goods lost or damaged, or
      2. a sum at the rate of SYP 500.00 (Five Hundred ) per kilo of gross weight of any
        goods lost
        or damaged, subject to a
        limit of Syrian Pounds 150,000 (One Hundred Fifty Thousands) per package or
        unit, whichever
        shall be the least
    2. In case of all other claims: –
      1. the value of the goods the subject of the relevant transaction between the
        Company and its
        Customer, or
      2. a sum at the rate of SYP 500.00 (Five Hundred ) per kilo of the gross weight of
        the goods
        the subject of the said
        transaction, subject to a limit of Syrian Pounds 150,000 (One Hundred Fifty
        Thousands) per
        package or unit, whichever
        shall be the least.

    For the purposes of sub clause 29

    1. The value of the goods shall be their value when they were or should have been shipped.
    2. Subject to sub clause 2 b. above, and Sub-Clause d. below, the Company’s liability for
      loss or
      damage as a result of
      failure to deliver or arrange delivery of goods in a reasonable time or (where there is
      a special
      arrangement under
      Clause 28) to adhere to agreed departure or arrival dates shall not in any circumstances
      whatsoever
      exceed a sum equal
      to twice the amount of the Company’s charges in respect of the relevant transaction.
    3. Save in respect of such loss or damage as is referred to at Sub-Clause b. and subject to
      Sub-Clause
      2 b. above and
      Sub-Clause d. below, the Company shall not in any circumstances whatsoever be liable for
      indirect or
      consequential loss
      such as (but not limited to ) loss of profits, loss of market or the consequences of
      delay or
      deviation however caused,
    4. By special arrangement agreed in writing, the Company may accept liability in excess of
      the limits
      set out in
      Sub-Clauses a. to c. above upon the Customer agreeing to pay the Company’s additional
      charges for
      accepting such
      increased liability. Details of the Company’s additional charges will be provided upon
      request.
    1. The Conditions are without prejudice to the terms of any international convention which
      is
      applicable by law to
      any dispute which may arise in relation to the carriage of the goods.
    2. If the Company acts as a principal in making an agreement for the carriage of goods by
      air, the
      following notice is
      hereby given: -If the carriage involves an ultimate destination to or stop in a country other than
      the country
      of departure, the Warsaw
      Convention may be applicable and the Convention governs and in most cases limits the
      liability
      of carriers in respect of
      loss of or damage to cargo. Agreed stopping places are those places (other than the
      places of
      departure and destination)
      shown under requested routing and/or those places shown in the carriers’ timetables
      as scheduled
      stopping places for the
      route. The address of the first carrier is the airport of departure.
  • Receipt by the Customer or Owner of visibly damaged goods without complaint shall invalidate any
    claim
    against the
    Company. Any claim against the Company arising from loss of or damage to the goods not visible
    at the time
    of receipt by
    the Customer or Owner must be made in accordance with the Syrian Comerercial Law .

LAW, JURISDICTION AND CONCILIATION


  • These Conditions and any act or contract to which they apply shall be governed by SYRIAN law and
    any dispute
    arising
    out of any act or contract to which these Conditions apply shall be subject to the exclusive
    jurisdiction of
    the SYRIAN
    courts. In the event of any such dispute, the parties may instead agree to apply
    to the Damascus Chamber of Commerce for the dispute to be referred to conciliation in accordance
    with the
    Rules of
    Commercial Conciliation and Arbitration of the Damascus Chamber of Commerce & Industry