ARTICLE 1 - INTRODUCTION AND LEGAL QUALIFICATION OF CARGOPLOT
1.1 Cargoplot is a digital freight forwarder who provides its clients end-to-end supply chain solutions through state-of-the-art software solutions for Shippers and logistic service providers (“Service Providers”).
1.2 Cargoplot solely acts as a freight forwarder by booking shipments with reliable Service Providers, such as carriers and other external parties for additional services, such as warehousing and customs clearance.
1.3 The Cargoplot General Terms and Conditions (“GTC”) supplemented by the Dutch Forwarding Conditions apply to all our Services.
ARTICLE 2 - DEFINITIONS
2.1 In these GTC, the following definitions shall be used whereby these terms may be used in the singular or the plural form and vice versa, as the context so requires:
Agreements: both the Forwarding and Shipping Agreement;
Forwarding Agreement: the electronic agreement between Cargoplot and the Shipper concerning the provision of the Services by Cargoplot which includes and incorporates the Order Form including all annexes, subsequent amendment thereof and/or addenda thereto;
Cargo: the cargo as set out on the Order Form, for the purpose of executing the Shipping Agreement;
Cargoplot: Cargoplot B.V., the private company with limited liability, incorporated and existing under Dutch law, with its registered office and official address at Schimmelstraat 5h, (1053 TA) Amsterdam, the Netherlands, registered with the Dutch chamber of commerce under number 77768817;
Cargoplot Platform: Cargoplot’s software solution for Shippers and Service Providers including all new features, updates, versions, revisions, and improvements;
Confidential Information: the Agreement as well as all information furnished by a Party to the other in any form whatsoever or otherwise coming to a Party’s knowledge in connection with the performance of the Agreement and all data derived directly or indirectly from such information;
FENEX Conditions: the General Dutch Forwarding Conditions 2018 as issued by the Netherlands Association for Forwarding and Logistics.
Force Majeure: circumstances which are beyond the control of Cargoplot and entirely or partly prevent Cargoplot from the performance of its obligations under the Agreement;
Fee: the fee payable by Shipper to Cargoplot for the provision of the Services;
Freight Forwarder: a natural or legal entity who performs services of organizing shipments on behalf of Shipper, as defined in ARTICLE 8:60 of the Dutch Civil Code (DCC);
GTC: the underlying General Terms and Conditions for Services of Cargoplot B.V.;
Offer: an offer made by a Service Provider and communicated by Cargoplot to Shipper regarding the shipment of the Cargo via an online process or e-mail;
Order Form: any online or written order form for purchasing the Service, submitted by Shipper either during an online order process;
Party: Cargoplot and Shipper individually;
Parties: Cargoplot and Shipper together;
Services: the services to be performed by Cargoplot and its Service Provider(s) under the Agreement;
Service Provider: all external parties engaged by Cargoplot on behalf of the Shipper for the purpose of executing the Services;
Service Request: a request from a Shipper for an Offer via the Cargoplot Platform;
Shipper: the natural person or the legal entity, who submits an Order as set out in the Order Form;
Shipping Agreement: the agreement between Cargoplot and one or more Service Providers for the transport of the Cargo;
Price: the price for the transport and/or Forwarding Services, as set out in the Offer and Shipping Agreement.
2.2 References to words denoting any gender shall include all genders.
2.3 Any undertaking by a Party not to do an act or thing shall be deemed to include an undertaking not to permit or suffer such act or thing to be done by another person.
2.4 References to the Parties include their respective successors in title and permitted assigns.
2.5 In these GTC the term ‘in writing’ or ‘written’ includes by regular post, e-mail, and any other electronic communication device customary in the market.
2.6 Terms and expressions of law and of legal concepts as used in these GTC have the meaning attributed to them under the laws of the Netherlands and should be read and interpreted accordingly.
ARTICLE 3 - SCOPE OF THE GTC AND FENEX CONDITIONS
3.1 These GTC together with the FENEX Conditions apply to all Offers, Order Forms, Agreements and/or acts between Cargoplot and Shipper.
3.2 Orders, confirmations, and/or acceptance by Shipper of Offers made by Cargoplot and/or its Service Providers shall constitute the express recognition of the GTC and FENEX Condition and/or specific conditions of the Service Provider as referred to in the Shipping Agreement.
3.3 The applicability of Shippers general purchase or other conditions is expressly rejected.
3.4 The Shipping Agreement shall be governed by the applicable laws and conventions and/or applicable terms and conditions of the respective Service Providers.
ARTICLE 4 - SERVICE REQUEST, USE OF ORDER FORM, ORDERPROCESS AND CONCLUSION OF AGREEMENT
4.1 Shippers can submit a Service Request for the transport of Cargo through the Cargoplot Platform or by email.
4.2 To submit a Service Request and Order the Shipper must register via the website. After Cargoplot has approved the registration, Shipper will receive a confirmation email.
4.3 Shipper guarantees Cargoplot that the information provided by Shipper to Cargoplot during registration is correct and complete and meets the specifications prescribed by Cargoplot.
4.4 Cargoplot does not guarantee that a Service Request will be accepted or that an Offer will always be available for the Service Request.
4.5 Service Providers may submit an Offer in response to such Service Request, including the applicable terms and conditions. An Offer is based on the measurements, weights, dimensions, capacities, as indicated by Shipper on the Order Form. Offers are non-binding and valid for the term as set out therein. The delivery time is based on the circumstances prevailing at the time the Offer was made. If a delay occurs because of a change in these circumstances, the delivery time will be automatically extended accordingly, without prejudice to the provisions below regarding force majeure.
4.6 A Service Provider may increase the Price and/or change the terms of the Shipping Agreement if the data on the Order Form appears to be incorrect. Cargoplot shall not be liable in case of any of such Price increase and/or change of terms.
4.7 The Forwarding Agreement between Shipper and Cargoplot is deemed to be concluded when Cargoplot has received Shippers’ Order of affirmative response to its Offer. The data on the Order Form shall be binding upon Shipper.
4.8 After the conclusion of the Forwarding Agreement, Cargoplot enters into the Shipping Agreement with the selected Service Provider(s) to perform the Services.
4.9 Orders cannot be cancelled by Shipper without written permission from Cargoplot. Cargoplot has the right to charge a cancellation fee.
ARTICLE 5 - OBLIGATIONS OF THE SHIPPER
5.1 Shipper warrants that : (a) he is either the owner or the authorized agent of the owner of the Cargo and that is authorized to accept for itself or as agent of the owner the Cargo; (b) the particulars relating to the Cargo as set out in the Order Form are adequate and correct; (d) the goods are properly packed and fit for handling and transport; (e) the consignment note or Bill of Lading or other transport documents issued by the Service Provider(s) shall be prima facie evidence of the receipt of the Cargo in apparent good order and condition; (f) he shall comply with these Terms and adhere to all applicable laws or requirements of customs, ports and other authorities and shall pay all duties, taxes, fines, expenses or losses incurred thereof or by reason of any illegal, incorrect or insufficient declaration, marking, numbering or addressing of the Cargo and shall indemnify Cargoplot in respect thereof, including reasonable legal expenses and costs.
5.2 Shipper warrants that the Cargo is lawful and contain no goods or substances for which the possession or dispatch is prohibited. Unless otherwise agreed in writing, Cargoplot does not accept (a) goods that pose a risk to health, life or property; (b) perishable goods (especially fresh food); (c) animals or plants; (d) dangerous goods; (e) motor vehicles; (f) moving goods; (g) heavy cargo and excessively large loads; (i) goods at risk of theft or robbery, in particular valuables, spirits, tobacco, with the exception of consumer electronics and telecommunications equipment.
ARTICLE 6 - FEE AND PAYMENT
6.1 As a compensation for the Services Shipper shall pay Cargoplot the Fee. The Fee shall be invoiced by Cargoplot after Shipper accepted the Offer in accordance with ARTICLE 4.7.
6.2 Shipper must reimburse Cargoplot for all extra costs and charges, including but not limited to surcharges and shipping costs charged by one or more Service Providers.
6.3 Shipper shall pay the Fee before receipt of the transport documents of the Cargo.
6.4 If the Shipping Agreement is not executed for any reason attributable to Shipper, the Fee is still payable in accordance with the provisions of this ARTICLE 6. If the Shipping Agreement is not executed for any reason attributable to Forwarder, Shipper shall not be obliged to pay the Fee.
6.5 Payment(s) must be made in Euro, unless otherwise agreed.
6.6 Payments by Shipper made to Cargoplot shall be made in full, without discount withholding, set off or counterclaim and is primarily meant to settle the costs owed, then interest, and then will be deducted from the oldest outstanding claim, even if Shipper indicates that the payment refers to a later invoice. The right of set-off does apply to a Consumer.
6.7 If Shipper fails to timely fulfil its payment obligations, Shipper shall be in default by operation of law and Cargoplot may, after having notified Shipper, suspend the Services until full payment is received.
6.8 Shipper who is in default, owes an interest charge equal to the statutory interest rate on the amount due and payable. shall be in addition to and not in lieu of any other rights and remedies Cargoplot may have at law or in equity for such default.
6.9 Complaints concerning invoices must be made within 8 (eight) days after the receipt of the respective invoice. After that period has expired, objections can no longer be processed, and the Customer has waived his (alleged) rights.
6.10 Contestation of the amount of the statements of expenses shall not suspend the fulfilment of Shipper’s payment obligation.
6.11 All judicial and extrajudicial costs related to the enforcement and collection of payments due by Shipper to Cargoplot and not received in time, shall be borne by Shipper.
6.12 Shipper is only entitled to set-off or retention if Shipper's counterclaims are legally established, undisputed, or recognised by Cargoplot.
ARTICLE 7 - EXECUTION OF THE AGREEMENT AND LIMITATION OF LIABILITY OF CARGOPLOT
7.1 All Services are performed at the expense and risk of Shipper and are subject to the Cargoplot General Terms and Conditions and FENEX Conditions.
7.2 Unless explicitly agreed otherwise, Cargoplot shall not provide any warranty to Shipper with respect to the Services to be provided, other than that the Services shall be provided with due care and professional skill and workmanship. Cargoplot shall not be liable for any damage whatsoever, unless Shipper can prove that the damage has been caused by fault of negligence on the part of Cargoplot or its employees.
7.3 Cargoplot has no responsibility or liability for any Services provided to Shipper by the Service Provider.
7.4 When Service Providers engaged by Cargoplot for the execution of the Shipping Agreement limit their liability in relation thereto, these limitations are passed on to Shipper. Shipper acknowledges the right of Cargoplot to accept such liability limitations on behalf of Shipper.
7.5 Shipper can submit a claim to a Service Provider via his account. Cargoplot shall make reasonable efforts to recover Shipper’s damage from the Service Provider that is liable for the damage. Cargoplot shall be entitled to charge Shipper the costs incidental thereto.
7.6 The submission of a claim by Shipper, the Service Provider’s acceptance or refusal of Shipper’s claim and/or non-payment of compensation, does not affect or suspend Shipper’s obligation under ARTICLE 6.6 above.
7.7 Cargoplot’s liability shall in all cases be limited to 10,000 SDR per occurrence or series of occurrences with the same cause of damage. Considering this limit, in the event of damage, loss of value or loss of the Cargo in the Agreement, the liability shall be limited to 4 SDR per kilogram of damaged or devalued Cargo or lost gross weight.
7.8 Cargoplot is never liable for consequential damages, including, but not limited to, lost profits, missed savings, intangible damage, business, or environmental damage, regardless of the basis of the liability.
7.9 Cargoplot is in no event liable for damage resulting from the (temporary) unavailability of the Platform or a Service, regardless of the basis of the liability. Cargoplot is never liable in relation to unauthorized use of login codes.
7.10 Any claim by Shipper against Cargoplot expires if, after 9 (nine) months from the occurrence of the claim, the Shipper has not effectively initiated legal proceedings against Cargoplot in connection with the matter.
ARTICLE 8 - INSURANCE
8.1 Shipper may instruct Cargoplot by means of a separate agreement to take out a goods liability insurance for the Cargo.
8.2 Cargoplot does not undertake or warrant that such cargo insurance can or will be placed. In all cases, Shipper shall pay all premiums and costs in connection with procuring the requested insurance.
8.3 Cargoplot is neither responsible nor liable for the solvency of the insurer, insurance broker or insurance intermediary. Should an insurer dispute its liability for any reason, Shipper shall have recourse against the insurer only and Cargoplot shall not be under any responsibility or liability in relation thereto.
ARTICLE 9 - FORCE MAJEURE
9.1 Cargoplot shall not be liable for any failure to fulfil any terms of the Agreement to the extent that such fulfilment has been delayed, hindered, interfered with, or prevented by any circumstance whatsoever which is not within its reasonable control, and which amounts to an act of Force Majeure.
9.2 If the Force Majeure continues for a period of more than 2 (two) consecutive weeks, then either Party shall be entitled to terminate the Agreement by written notice to the other Party.
ARTICLE 10 - INTELLECTUAL PROPERTY
Without prejudice to other stipulations of these GTC, Cargoplot shall retain all intellectual property rights regarding the Services and in any of its websites, materials provided, and specifications and electronic files contained within these, unless these rights pertain to third parties.
ARTICLE 11 - CONFIDENTIALITY
11.1 Neither Party will disclose to any third party any Confidential Information of the other Party, without the prior written consent of the other Party.
11.2 For the performance of the Services, it is agreed upon by Shipper that Cargoplot may share the data as set out on the Order Form with the (potential) Service Provider.
ARTICLE 12 - DATA
The Parties shall always comply with any obligations under the applicable EU laws regarding data protection and any other relevant (national, European, and international) data protection regulations. Both Parties shall (i) take appropriate security measures to protect the confidentiality of the (personal) data provided by the other Party, (ii) inform the other Party, on such Party’s request, about the security measures taken in respect to the foregoing, and (iii) notify the other Party of any breach of personal data in accordance with and within the timeframe stipulated in the Privacy Laws.
ARTICLE 13 - TERM AND TERMINATION
13.1 The Agreement shall remain in full force and effect until the Services are completed, unless terminated earlier in accordance with the provisions of this ARTICLE 13. The Services are deemed completed when the Cargo has been delivered.
13.2 Cargoplot may terminate the Agreement and seize providing Services with immediate effect without any notice of default and without any judicial intervention if Shipper is dissolved or liquidated, declared bankrupt or applies for a moratorium on payment.
ARTICLE 14 - MISCELLANEOUS
14.1 If one or more of the provisions of these GTC should prove to be void or if for any reason whatsoever its performance cannot be demanded, the remaining provisions of these GTC shall remain in force and the Parties shall consult with one another to find an appropriate solution.
14.2 A failure by Cargoplot to exercise or a delay in exercising a right or remedy provided by these GTC or by law does not constitute a waiver of that right or remedy or a waiver of other rights or remedies. No single or partial exercise of a right or remedy provided by these GTC or by law by Cargoplot prevents further exercise of that right or remedy or the exercise of another right or remedy.
14.3 If one of the provisions between these GTC and the FENEX Conditions are in conflict, the provisions of the GTC shall prevail.
ARTICLE 15 - APPLICABLE LAW AND JURISDICTION
15.1 These GTC, the Order Form, Agreement and all obligations arising therefrom shall be solely governed by Dutch Law.
15.2 All disputes arising from or in connection with these GTC or the Agreements shall in the first instance be solely decided by the courts of Amsterdam, the Netherlands. This paragraph also applies for Service Providers and/or their staff engaged by Cargoplot for the performance of the Shipping Agreement.
March 2025
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