Anfragen an:
Anfragen an:
(1)
These Terms and Conditions of Purchase (hereinafter referred to as the Terms and Conditions of Purchase) govern the contractual legal relationship between zipmend GmbH (hereinafter referred to as the Client) and its transport contractors (hereinafter referred to as the Contractor). The Contractor declares that it has read, understood and accepted this Agreement. It should be noted that failure to comply may result in severe penalties and recourse.
(2)
Conflicting terms and conditions of the Contractor are expressly contradicted.
(3)
This agreement applies to transports within Germany, the EU as well as Switzerland, Liechtenstein, Norway, Great Britain, Monaco, San Marino, Gibraltar, Andorra, Serbia and Turkey commissioned by zipmend GmbH.
(1)
German law applies. Unless otherwise stipulated in this Agreement, the provisions of the ADSp/HGB/GüKG shall apply to national transports; in cross-border traffic, the CMRs take precedence. If ADSp or CMR do not apply, German law will apply (HGB, GüKG).
(2)
Unless otherwise stipulated by mandatory statutory provisions, individual individual agreements or these Terms and Conditions of Purchase, the following shall apply to contracts for transport services, including additional and ancillary services, in addition and in this order in the case of national transport:
i.
Germany: the latest version of the German General Terms and Conditions of Freight Forwarders (ADSp). The ADSp do not apply to transactions with consumers within the meaning of §13 BGB.
ii.
Austria: the most recent version of the Austrian General Terms and Conditions of Freight Forwarders (AÖSp).
iii.
France: Conditions Générales de Vente (CGV) as amended.
iv.
United Kingdom: BIFA Standard Trading Conditions as amended
v.
Netherlands | Fenex Terms and Conditions in their latest version
vi.
Belgium: Algemene Belgische Expeditievoorwaarden in their latest version
vii.
Italy: Condizioni Generali di Trasporto in its latest version
viii.
Spanien: General Terms and Conditions for Road Freight Transport in ihrer jeweils neuesten Fassung
ix.
Sweden: NSAB in its latest version
x.
Denemarken: Danske Speditørers in hun nieuwste versie
xi.
Finland: Finse Algemene Expeditievoorwaarden in hun laatste versie
xii.
United Kingdom: General Conditions of Carriage and Logistics in ihrer jeweils neuesten Fassung
xiii.
Polen: OPWS (General Polish Forwarding Conditions) in ihrer jeweils neuesten Fassung
(3)
The provisions of §§ 459, 407 et seq. of the German Commercial Code (HGB) (freight business) and, in the case of cross-border transports and national transports not listed in §2 (2), the CMR (Convention on the Contract of Carriage of International Road Goods) also apply, unless otherwise stipulated in these Terms and Conditions of Purchase.
(4)
The exclusive place of jurisdiction for both parties is Hamburg.
(1)
The Contractor assures that it will comply with all relevant legal provisions, in particular - but not limited to those according to the GüKG - as well as that it has all permits and authorisations required for the transport. The statutory driving and rest times and the maximum permissible total weight must be strictly adhered to. Furthermore, the regulations for safe loading and transport must also be complied with.
(2)
The Contractor undertakes to use foreign drivers from third countries only with the required work permit. Furthermore, he undertakes to ensure that the driver carries an official certificate with an officially certified translation into German in accordance with § 7b (1) sentence 2 GüKG on every journey.
(3)
The Contractor also warrants that it will comply with the provisions of the Minimum Wage Act in the execution of this order. If it uses a subcontractor, it must oblige the subcontractor to ensure and monitor this within the meaning of the above provision.
(4)
The Contractor declares that it fully and irrevocably indemnifies zipmend GmbH from all claims of third parties, i.e. the state authorities, the employees of the Contractor, any sub-carriers and other bodies.
(1)
The prerequisite for payment is the presentation of the recipients' receipts issued in full (stamp, legible signature, if necessary in printed letters) and the submission of an invoice to the address indicated on the transport order, stating the correct company address of the Contractor in accordance with the Commercial Register and its tax number/VAT ID.
(2)
Delivery receipts must be sent to the recipient by e-mail to zipmend within 5 working days of delivery. It is not possible to make a payment without a receipt from the recipient. In the case of a default freight, this point is omitted.
(3)
In this respect, the Contractor undertakes to submit the delivery receipts in good time. If the Contractor submits the delivery documents late and the payment processing between the Contractor and the Client is disrupted as a result, the payment term between zipmend GmbH and the Carrier shall be extended by this time of the payment delay.
(4)
Any downtime or waiting time that may arise is covered by the agreed freight price of up to 2 hours per loading and unloading location. In the case of a vehicle with a total weight of less than 3.5 tonnes, the agreed freight price covers up to 1 hour of standing or waiting time per loading and unloading location. The contractor must have the waiting times certified on the bill of lading.
(5)
The loading or unloading time begins with the arrival of the vehicle at the loading or unloading point and ends when the consignor/consignee has fully fulfilled its obligations. If a specific service time has been agreed for the presentation of the vehicle at the loading or unloading point, the loading or unloading time does not begin before the time agreed for the delivery.
(6)
If the included idle or waiting times are exceeded, these will be reimbursed with EUR 10 per half hour or part thereof (vehicles up to 3.5t gross vehicle weight) or EUR 30 per half hour or part thereof (vehicles over 3.5t gross vehicle weight).
(7)
If one of the pick-up or delivery addresses changes less than 24 hours before the first pick-up time (Saturday, Sunday and public holidays are not taken into account), the difference (positive or negative) in the distance for vehicles over 3.5t permissible gross vehicle weight will be reimbursed to the Contractor with 1.50 EUR/km. In the event of changes made more than 24 hours (Saturday, Sunday and public holidays are not taken into account) before the first pick-up time, the contractor will not be reimbursed.
The Contractor is obliged to use vehicles that are only roadworthy for the respective transport order, which are duly registered with the registration authority and have sufficient motor vehicle insurance cover (green insurance policy).
(1)
The Contractor is obliged to provide the load securing equipment (e.g. lashing straps, etc.) himself and to secure the load sufficiently on his own responsibility so that operational and transport safety is guaranteed at all times.
The carrier is obliged to secure the cargo adequately (guaranteed operational and transport safety). Each vehicle must be equipped with sufficient load securing equipment (EN 12195 et seq.): At least 5 lashing straps for vehicles up to 3.5 t permissible gross vehicle weight, at least 20 lashing straps and 2 tension slats for vehicles over 3.5t permissible gross vehicle weight, as well as sufficient edge protectors and anti-slip mats.
The Contractor is obliged to pay attention to the external integrity of the transported goods during loading. Any damage found must be reported immediately to the carrier and noted on the bill of lading. The contractor has the consignor countersign the damage. In the event that the Contractor does not immediately notify the Contractor of the defect, it is presumed that the cargo has been properly packed, marked and handed over.
If necessary, the Carrier warrants that it has valid ADR permits as well as valid cabotage permits (if necessary for transport) and that it will provide the Client with a copy of the appropriate on request.In the case of the transport of dangerous goods (ADR), the Contractor is also liable for the proper declaration on the freight documents, the correct labelling of the cargo and for carrying the necessary transport documents as well as the legally compliant marking of the vehicle.
If necessary, the carrier assures that it has appropriate cooling equipment including temperature records and provides the customer with complete cooling protocols (temperature recorder) on request. Before taking delivery of the goods, the Contractor must check whether the goods to be taken over have been sufficiently pre-cooled (the burden of proof lies with the Contractor).
(1)
Every vehicle regularly in use for zipmend GmbH must be equipped with a telematics device (GPS tracking), the GEO coordinates of which may be accessed by zipmend GmbH and processed as part of transport planning.
(2)
In addition, each driver must be equipped with a smartphone and be reachable during working hours.
(1)
If your vehicle is not provided, zipmend GmbH will provide another, suitable vehicle, the difference in costs of which must be borne in full by the Contractor. In addition, zipmend GmbH charges a flat rate penalty of 250 euros per non-delivery,-.
(2)
If the Contractor reports a vehicle breakdown within the framework of a transport order that has been placed, the Client will organise a replacement vehicle. The Contractor shall inform the Client immediately in the event of a vehicle breakdown. The Client reserves the right to charge the Contractor for a faulty freight, regardless of whether the Contractor is responsible for the loss.
(3)
Contractors and clients can cancel the transport contract free of charge up to 24 hours (Saturday, Sunday and public holidays are not taken into account) before the first loading time.
(1)
The specified delivery times are an integral part of the freight order. The Contractor may not accept such orders which it is unable to carry out in due time, taking into account the loading and unloading periods as well as the statutory driving and rest times.
(2)
If there are delays in the transport that are to be blamed or not to be blamed, the Contractor must inform the Client immediately and obtain instructions.
(3)
In derogation from Section 19 of the ADSp 2017 and comparable provisions of international agreements, the Client reserves the right to charge a separate contractual penalty of up to EUR 250 if a timely notification is not made or the Contractor does not comply with the instructions. The contractual penalty can be offset against the freight. The assertion of damage remains unaffected by this.
(4)
The Contractor undertakes to independently transmit the exact times of the loading and unloading to zipmend GmbH.
(1)
All important driver instructions are documented in the transport order. These must be sent to the carrier in full. The Contractor shall fully verify that all instructions can be complied with. In case of uncertainty, zipmend GmbH must be contacted immediately.
(2)
Additional driver instructions on prescribed routes, safe parking, the transport of goods at risk of theft and other requirements must be complied with.
(3)
Arbitrary agreements between the Contractor and customers, loading or unloading points are prohibited. Changes to address or times may only be made with the consent of zipmend GmbH.
(4)
In derogation from Section 19 of the ADSp 2017 and comparable provisions of international agreements, the Client reserves the right to charge a separate contractual penalty of up to EUR 250 if a timely notification is not made or the Contractor does not comply with the instructions. The contractual penalty can be offset against the freight. The assertion of damage remains unaffected by this.
Each contractor must carry a full set of "Personal Protective Equipment" and use it as directed. This consists of:
In the absence of an express agreement, the order awarded to the Contractor does not include the provision and exchange of pallets or other loading equipment. Unless otherwise agreed, the Contractor must document the non-exchange of pallets on the transport documents (bill of lading, CMR or delivery note).
(1)
If the Contractor does not provide the agreed services itself, but through a third party, the Contractor must notify zipmend GmbH of this in advance.
(2)
zipmend GmbH is entitled to reject the use of the third party insofar as there is a legitimate interest. The Contractor shall ensure that this third party and all other vicarious agents comply with the legal requirements and these Terms and Conditions. Should zipmend GmbH incur any damage as a result of the breach of the aforementioned obligations, the Contractor shall be obliged to compensate for it.
The Contractor declares that it has a valid civil liability policy in accordance with the standard of the Western European market and provides the Client with an up-to-date copy at the latest at the beginning of each year, including a confirmation from the insurer that the insurance premium has been paid. The cover of the policy includes at least the liability according to the latest version of ADSp, the German Commercial Code (HGB) (§§ 407 et seq. HGB incl. liability corridor up to 40 SDR/kg) and the CMR (incl. Art. 29 CMR) with customary market limits and the aforementioned scope of application (including cabotages if applicable). Deviating from the legal provisions, a maximum liability amount of up to 40 SDR/kg gross weight is agreed for national transports in Germany and Austria.
As part of the Parcel Courier Protection Act passed by the Bundestag on 24 October 2019, the carrier confirms that social security contributions have always been properly paid. A corresponding written confirmation from the health insurance company or employers' liability insurance association will be made available to the client at least once a quarter (clearance certificate).
(1)
The Contractor, as well as the driver and other employees employed by him, undertake not to use customer names, customer lists or other customer-related data for their own business purposes or to pass them on to third parties. At the same time, the contractual partner is prohibited from entering into business contact with the customers directly or through employees or indirectly through third parties. All documents and information received must be kept confidential during the period of validity of the Customer Protection Agreement.
(2)
This obligation continues during the cooperation between the parties as well as for more than 3 years after its termination.
(3)
In the event of a violation, a contractual penalty of EUR 5,000 per case shall be deemed to have been agreed. It is possible to assert a possibly higher damage.
(1)
Zipmend GmbH is entitled to process and store data received from contractors in the context of the business relationship, in accordance with the German Federal Data Protection Act.
(2)
AI-supported communication: The client uses AI-supported communication systems for process optimization, in particular through automated phone calls and processing of emails. The contractor acknowledges that (1) the use of AI is made transparent with each call, (2) call content may be temporarily stored for technical reasons, even in the case of objection to permanent storage, (3) an objection to storage will be documented, and no further content will be stored thereafter, and (4) this regulation also applies to services provided in Switzerland and the United Kingdom. The contractor undertakes to inform their employees and agents accordingly.
The contract language is both German and English. There are a German and an English version of these Terms and Conditions of Purchase. In the event of difficulties of interpretation, ambiguities and contradictions, the wording of the German version shall prevail.
Should any provision of these Terms and Conditions of Purchase be or become invalid or unenforceable, this shall not affect the validity of the remaining provisions of this contract. On the contrary, the provision in question is to be replaced by legislation which comes as close as possible to the original provision in terms of its economic content.