Intersea
General terms & conditions of Intersea Trading B.V.

Article 1 Applicability

1. These Terms and Conditions are applicable to any form of service performed by Intersea, except when agreed to otherwise in writing.
2. Furthermore are applicable to the different forms of services by Intersea, the hereafter mentioned Terms and Conditions per category activities, with the exception of the, in these specific conditions recorded, arbitration regulations:
   
   
   1. for SHIPPING SERVICES: the latest registered version of the general conditions of the Federatie van Nederlandse Expediteurs Organisaties, registered at respective registries of the courts in Amsterdam, Arnhem, Breda and Rotterdam;
   2. for PHYSICAL DISTRIBUTION SERVICES ( among others distribution services): the latest registered version of the Physical Distribution Voorwaarden of the Nationale Organisatie for road transport and haulage (“NOB”) as registered at the registry of the court in ‘s Gravenhage;
   3. for SHIP BROKER SERVICES: the latest registered version of the Algemene Mederlandse Cargadoorsvoorwaarden, registered at respective registries of the courts in Amsterdam, Dordrecht, Groningen, Leeuwarden, Middelburg and Rotterdam;
   4. For WAREHOUSING SERVICES: the latest registered version of the Veem Condities Amsterdam, Rotterdam, registered at respective registries of the courts in Amsterdam and Rotterdam;
   5. for STEVEDORE SERVICES: the latest registered version of the alegemene voorwaarden van Rotterdamse Stuwadoors( Stevedores conditions of Rotterdam), registered at the registry of the court of Rotterdam and also the latest registered version of general conditions of the Scheepvaartvereniging Zuid, industrial confederation "Machinale Bedrijven", registered at the registry of the court of Rotterdam. In the event of any of these latest mentioned conditions being in conflict with aforementioned conditions the conditions of the Rotterdamse Stuwadoors prevail;
   6. for TRANSPORT OF GOODS EITHER BY ROAD OR OVER THE INLAND WATERWAYS, which transport Intersea accepts or to which Intersea gives commission, the hereafter per sort transport mentioned conditions:
      1. for National and International transport over the inland waterways: the latest version of the
         Freightment conditions 1991, deposited at the respective Registries of the District Courts of
         Rotterdam and Amsterdam;
      2. for National and International transport by road: the latest version of the General
         Freightment Conditions 1993, deposited at the respective Registries of the District Courts of Rotterdam and Amsterdam;
   7. for all SERVICES – or extra duties – WHICH ARE NOT COVERED BY ONE OF THE AFOREMENTIONED CATEGORIES OF SERVICES: the under E mentioned general conditions of the Vereniging van Rotterdamse Stuwadoors and the general conditions of the Scheepvaartvereniging Zuid, industrial confederation “machinale bedrijven”. In case of a discrepancy between these conditions the first mentioned conditions prevail.
      
      
3. In the event of the in paragraph 2 of this article mentioned conditions being in any way inconsistent with these general conditions, the terms of these general conditions will prevail.

Article 2 Definitions

• Intersea: the private limited company with limited liability Intersea Trading B.V., established and holding office in Oud Beijerland;
• Order: agreement with which Intersea commits itself towards client to enter into a chartering agreement or a transportation agreement;
• Client: the opposing party of Intersea in behalf of which Intersea will enter into a chartering agreement or transportation agreement.

Article 3 Offers

1. All offers made by Intersea are without obligations and have no binding effect, unless a time limit is specified therein, and the offer(s), within this time limit, are not withdrawn while they are accepted.
2. Offers made by Intersea are based on the current tariffs at the time of the offer or/and agreement, wages, freight- and exchange levels, costs of social regulations and /or laws. The offers made by Intersea are also based on the information given by the client.
3. If the information given by the client seems to be incorrect and/or incomplete, then the offer expires even if the offer has been accepted, unless Intersea again confirms the offer in writing. When, on the basis of incorrect and/or incomplete information, an agreement has been reached, than Intersea has the explicit right to choose to end the agreement starting immediately, or to annul the agreement retroactively. This regulation does not affect all other rights that Intersea is entitled to by law;
4. The client in under the obligation to always provide Intersea with timely and full detailed information that reasonably can be of importance for the execution of the order.

Article 4 Execution of the order

1. Intersea is free in stipulating the manner of execution of the order, unless otherwise agreed upon in writing.
   All business from the client that is transferred to Intersea for execution will in every aspect stay the liability and at the risk of the client.
2. The content, measure, nature, weight, number, brands, numbers and value of the goods to which the order applies, are expected to be unknown to Intersea. Intersea is entitled to appeal to this obscurity at any time, even if Intersea could have known c.q. should have known.
3. Client is obliged to bear the responsibility for the goods to which the order applies and to insure these goods adequately en keep them insured. Intersea will never be, unless she compels to this in writing, obliged to enter into any insurance for the purpose of goods that are covered by the order.
4. Client is obliged to indemnify all costs that Intersea has to make concerning the execution of the order, including taxes which Intersea has to pay to local authorities.
5. If for execution of the order it should be necessary for Intersea to engage third parties, Intersea will exercise due caution when engaging third parties. Intersea will never be liable for any inadequacies of these third parties.

Article 5 Liability

1. Any liability of Intersea is limited to an amount of $ 7.500,00 per contingency or series of contingencies resulting from one and the same loss or damage c.q. consignment.
2. Compensation to be paid by Intersea will never exceed the by the client to be proven amount.
3. For damage, depreciation or loss of goods included in the order, liability will be limited to $ 2.00 per kilo damaged or lost gross weight with a maximum amount of $ 7.500,00.
4. All legal and contractual means of defence which Intersea can enlist to wave aside the liability towards the client, can also be enlisted on behalf of Intersea’s staff and third parties engaged by Intersea. Liability of Intersea’s staff and also of third parties engaged by Intersea is under all circumstances limited to the liability to which Intersea is bound, it is to a maximum of $ 7.500,00.
5. Intersea is entitled to appeal to all means of defence that can be enlisted by engaged third parties of Intersea, to avert liability resting on her.

Article 6 Force majeure
Force majeure includes any independent circumstance of the will of Intersea, even if this could be foreseen at the time that the agreement was established, that causes observance by Intersea of the agreed upon to be temporary or permanent impossible. Force majeure also always includes strikes, employers lock-out, work-to-rule, import-export and transit embargo, transport problems, non-fulfilment of obligations lying with suppliers, interruptions in production, natural and/or nuclear disasters and war and/or threat of war.

Article 7 Complaints
The client will within appropriate time when there is reason to, complain to Intersea about inferior performed activities. In all cases the client will have to do this within 14 days after date of invoice.

Article 8 Payment

1. The client is held to pay any invoice submitted by Intersea within 14 days of the date on the invoice without (appeal to) clearance, unless client and Intersea have agreed differently in writing.
2. Only payments to Intersea herself or to a legal person, who is authorized by Intersea to collect the in paragraph 1 of this article meant amounts for Intersea, release the client.
3. The client has to check the invoice immediately and meticulously. Objections to the amount on the invoice have to be made knowable to Intersea within 8 days of the date on the invoice in writing. After expiration of this term the client has consumed (any) rights. If the client disputes the correctness of part of the invoice, the client is bound to pay the non-disputed part nevertheless.
4. If an invoice from Intersea is not paid within the mentioned term in paragraph 1 of this article, the client is after expiration of this term – without proof of default or demand being necessary- legally in default and the client is due the current legal interest on the amount in the invoice, at which part of a month is regarded as a whole month. The transcript of the invoice sent by Intersea applies as complete evidence of the payable interest and the date at which the charging of interest starts.
5. The client is also held to reimburse any extrajudicial collection costs to Intersea. The extrajudicial costs are determined to be at least 15% of the amount on the invoice with a minimum of € 300,-. The aforementioned does not change Intersea’s right to claim total reimbursement of the extrajudicial costs if those costs exceed the mentioned percentage.

Article 9 Disputes
Dutch law is applicable to all legal relationships between the client and Intersea.
All disputes are subject to the assessment of an authorised Dutch judge in Rotterdam, unless provisions of enforceable law determine otherwise.

Article 10 Final article
If one or more clauses of these General Terms and Conditions are invalid or declared invalid, the order and the General Terms and Conditions remain valid for the remainder. The conditions that are not legally valid or can not be applied by right will be replaced by conditions that agree as much as possible with the conditions to be replaced.

In case of any discrepancies between the English version and the Dutch version of the General Terms and Conditions the Dutch version will prevail.