STANDARD TRADING CONDITIONS

of
The Canadian International
Freight Forwarders Association, Inc.

Copyright © May 2010

Adopted May 13, 2010
 STANDARD TRADING CONDITIONS Where it issues a transport document or electronic record, or provides
of The Canadian International Freight Forwarding Association a guarantee, the rights and obligations of the Company will be gov-
Association des Transitaires internationaux Canadiens, Inc. erned by the special conditions therein in addition to these conditions,
Adopted May 13, 2010 and in any event the Company is liable only to the same extent as the
third party who performs the carriage or guaranteed service, as may be
1. ROLE OF FORWARDER (“the COMPANY”) limited by the conditions on which that party customarily offers its serv-
ices. In the event of any inconsistency with these provisions, the spe-
The Company offers its services on the basis of these conditions that cial conditions prevail.
apply to all activities of the Company in arranging transportation or pro-
viding related services, such as, but not limited to, warehousing and 5. SERVICES REQUIRING SPECIAL ARRANGEMENTS
any other kind of logistics services. The Company may provide its serv-
ices as either principal or agent. The Company acts as agent of the The Customer must give instructions in writing to the Company a rea-
Customer, except sonable time before the tender of goods for storage or transport where
it requests the Company to:
(a) where it issues a transport document or electronic record evi-
dencing its obligation for the delivery of goods, or (a) arrange for the departure or arrival of goods before specific
(b) to the extent it physically handles goods by its own employees dates;
and equipment in the course of performing any service in which (b) arrange for goods to be carried, stored or handled separately
cases it acts as principal, from other goods;
(c) arrange for the transport of goods that may taint or affect other
but whether acting as principal or as agent these conditions govern the goods, or may harbour or encourage vermin or pests;
rights and liabilities of the Customer and the Company. (d) make a declaration of value or special interest in delivery to
any carrier or terminal;
(e) direct carriers or delivery agents to hold goods until payment
When determining any rights or liabilities of the Company under these
of any amount or until surrender of a document;
conditions, the word “Customer” shall include the party giving instruc-
(f) arrange for the transport of goods of unusual high value, lux-
tions, the shipper, the consignee, and the owner of the goods.
ury goods, currency, negotiable Instruments or securities of
Notwithstanding the foregoing, advice is for the Customer only and is
any kind, precious metals or stones; antiques or art; human
not to be furnished to any other party without the Company’s prior writ-
remains, livestock or plants, or any other comparable cargos.
ten consent. Gratuitous advice and information that is not related to
instructions accepted by the Company is provided without liability of
Where for any reason it does not accept such instructions, the
any kind, including for negligence.
Company must promptly so advise the Customer by any means of com-
munication used in the ordinary course of business. If it continues to
2. CLAIMS AGAINST OTHERS
use the Company’s services for the contemplated transport after receiv-
ing such advice, the Customer assumes all risks connected with the
These conditions also apply whenever any claim is made against any
non-performance of such instructions, whether caused or contributed to
employee, agent or independent contractor engaged by the Company
by the Company’s negligence or not.
to perform any transport or related service for the Customer’s goods,
whether such claims are founded in contract or in tort, and the aggre- 6. THE COMPANY’S GENERAL RESPONSIBILITIES
gate liability of the Company and all such persons shall not exceed the
limitations of liability in these conditions. For purposes of this clause (A) The Company shall exercise reasonable care in the discharge of
the Company acts as agent for all such persons who may ratify such its obligations including the selection and instruction of third parties
agency at any subsequent time. that provide any services engaged on behalf of the Customer.

3. ROLE AS AGENT (B) The Company shall arrange transport and any related services
within a reasonable time after receiving the Customer’s instruc-
When acting as an agent, the Company acts solely on behalf of the tions.
Customer in engaging the services of third parties on the usual terms
and conditions on which the third parties offer such services for the car- (C) If it has reasonable grounds for departing from any of the
riage, storage, packing or handling of any goods, or for any other serv- Customer’s instructions, the Company can do so without prior
ice in relation to them, thereby establishing a direct contract between authorization from the Customer, but must act with due regard to
the Customer and the provider of such services capable of being the interests of the Customer, and, as soon as possible, inform the
enforced by the Customer as principal, whether or not the Customer is Customer of its actions and any additional charges resulting there-
identified in the contract. The Company shall on demand by the from.
Customer provide evidence of any contracts made on its behalf.
7. CUSTOMER’S GENERAL RESPONSIBILITIES
4. ROLE AS PRINCIPAL
(A) The Customer shall be deemed to be competent and to have rea-
Where requested by the Customer the Company may sonable knowledge of matters affecting the conduct of its business,
including terms of purchase and sale, the need for insurance and
(a) issue a transport document or electronic record by which it as the extent of coverage available for the type of goods being ten-
principal undertakes carriage of particular goods; or dered for shipment, the need to preserve and retain documenta-
(b) guarantee in writing proper performance of the terms of any tion, the need for care to avoid transmitting viruses by electronic
contract between the Customer and a third party whose services communications, the need for confidential handling of information
the Company has engaged on behalf of the Customer. relating to high value goods, and all other matters relating thereto.
(B) The Customer warrants that all information in whatever form relat- (a) store the goods at the sole risk and expense of the Customer,
ing to the general and dangerous character of the goods, their or
description, bar-coding, marks, number, weight, volume and quan- (b) sell the goods immediately and without further notice, and hold
tity of the goods, as furnished by the Customer or on its behalf, was any net proceeds for the account of the Customer or
accurate and complete at the time the goods were taken in charge (c) authorize any third party to abandon carriage and make the
by the Company or any third party whose services it has engaged. goods or any part of them available to the Customer at a place
The Customer further undertakes to provide independent confirma- that is reasonable in the circumstances.
tion of such particulars on the request of the Company.
12. DANGEROUS GOODS
8. CUSTOMER’S RESPONSIBILITY FOR PACKAGED AND
CONTAINERIZED GOODS (A) The Customer undertakes not to tender for transportation any goods
that are of a dangerous, inflammable, radioactive, hazardous or dam-
(A) Except where the Company has accepted instructions in respect of aging nature without giving full particulars of the goods to the Company.
the preparation, packing, stowage, labeling or marking of the goods The Customer undertakes to mark the goods and the outside of any
the Customer warrants that all goods have been properly and suffi- packages or container in which they may be placed to comply with any
ciently prepared, packed, stowed, labeled and/or marked, and that laws or regulations that may be applicable during the carriage. In the
the preparation, packing, stowage, labeling and marking are appro- case of goods where the place of receipt is a point within Canada, the
priate to any operations or transactions affecting the goods and the Customer further warrants that the goods, the packaging and marking
characteristics of the goods. thereof comply in all respects with the provisions of any legislation or
regulations governing the transportation of dangerous goods.
(B) Unless the Company has accepted instructions to arrange for or to
perform the loading of a transport unit by its employees, the (B) If it fails to comply with the requirements of sub-clause (A), the
Customer warrants that: Customer shall indemnify the Company against all loss, damage or
expense arising out of the goods being tendered for transportation or
(a) the transport unit has been properly and competently loaded;
handled or carried by or on behalf of third parties retained by the
(b) the goods are suitable for carriage in or on the transport unit;
Company.
and
(c) the transport unit is in a suitable condition to carry the goods
(C) goods which in the opinion of the Company or the person who has
loaded therein (save to such extent as the Company has
custody or possession thereof are or may become dangerous and pres-
approved the suitability of the transport unit).
ent a hazard may at any time or place be unloaded, destroyed or ren-
dered harmless without liability on the part of the Company.
9. QUOTATIONS AND INVOICING
13. INSURANCE
A) The Company does not assume a role as principal by providing a
fixed price quotation, or by rendering an invoice where the difference
(A) The Customer must give the Company instructions in writing to
between the amounts payable to third parties retained to carry out the
arrange insurance on its goods a reasonable time before the tender of
Customer’s instructions and the fixed price represents the Company’s
goods for storage or transport. The Company may carry out these
gross profit for its services. A Customer agrees that the Company is an instructions by declaring the value of the goods under an open marine
agent as provided in Section 1 where the Customer cargo policy taken out by the Company, and, upon request, provide a
certificate or declaration of insurance, or other evidence of insurance.
(a) accepts a fixed price quotation, or The coverage on goods so declared is subject to the terms and condi-
(b) does not within thirty days after receipt of the invoice object to tions of the policy. The Company is not liable if the Customer for any
the Company charging a fixed price for its services. reason whatsoever fails to recover a loss in whole or in part from the
insurer under the policy, even though the premium charged by the
(B) Quotations are given on the basis of immediate acceptance and are insurer is different from the Company’s charges to the Customer.
subject to withdrawal or revision. Unless otherwise provided in the quo-
tation the Company may, after acceptance, revise quotations or charges (B) If coverage under its open marine cargo policy is not satisfactory,
upon notice in the event of changes beyond the Company’s control, the Company will recommend an insurance broker to arrange insur-
including changes in exchange rates, rates of freight, carrier surcharges, ance appropriate to the Customer’s needs. After making this recom-
or any charges applicable to the goods. mendation, the Company has no further duty regarding insurance, and
no liability for loss of or damage to the goods during transport or stor-
10. CHARGES COLLECT SHIPMENTS age that could have been covered by insurance on the goods, whether
such loss or damage has been caused or contributed to by its negli-
When goods are accepted or dealt with upon instructions to collect gence or breach of these conditions, or otherwise.
freight, duties, charges or other expenses from the consignee or any
other person, the Customer shall remain responsible for the same if they 14. NOTIFICATION OF CLAIMS
are not paid by such consignee or other person immediately when due.
The Customer on its own behalf and on behalf of the owner of the
11. CHANGED CIRCUMSTANCES/FAILURE TO TAKE DELIVERY goods shall notify the Company in writing of any claim
(a) in case of loss and/or damage to goods within 7 days of the
If events or circumstances, including a Customer’s failure to take deliv- completion of transit,
ery, occur that affect performance of the Customer’s mandate, the (b) in case of delay in delivery or non-delivery within 45 days of
Company shall take reasonable steps to obtain the Customer’s further the date when the goods should have been delivered,
instructions. If for whatever reason it does not receive timely instruc- (c) in any other case within 45 days of the event giving rise to the
tions, the Company may claim.
If a claim was not discoverable by the exercise of reasonable care with- monies owed, whether then due or not, by the Customer, sender, con-
in the applicable time period, the Customer must give notice forthwith signee or owner of the goods to the Company. If these monies remain
after receiving information as to events that may give rise to a claim. unpaid for 10 days after the Company sends notice of the exercise of
Failing notice as required by this clause, the claim is barred and no its rights to these persons by any means of communication reasonable
action can be brought against the Company to enforce the claim. in the circumstances, the goods may be sold by private contract or oth-
erwise at the sole discretion of the Company, and the net proceeds
15. LIMITATION OF LIABILITY applied on account of the monies owing. The Company will not be liable
for any deficiencies or reduction in value received on the sale of the
Compensation for any claim for which the Company is liable shall not in goods nor, will the Customer be relieved from the liability merely
any event exceed 2 SDR (SDR = Special Drawing Rights) per kilo of the because the goods have been sold.
gross weight of the goods that are the subject of the claim. Without prej-
udice to any other conditions herein or other defences available to the 19. TIME BAR
Company, in no circumstances whatsoever shall the Company be liable
to the Customer or owner for The Company shall, unless otherwise expressly agreed, be discharged
of all liability under these conditions unless suit is brought within 9
(a) consequential or indirect loss, including loss of market, except months from
as provided for in paragraph (b);
(b) loss of, damage to or consequential or indirect loss caused by (a) the date of delivery of the goods for claims to damage to
delay or deviation in connection with the transport of goods in goods, or
a sum in excess of twice the difference between the charges (b) the date when the goods should have been delivered for
invoiced by the Company and amounts paid by the Company claims for delay in delivery or loss of goods.
to third parties for transport or other service related to those
goods; With respect to loss or damage other than loss of or damage to the
(c) amounts in excess of a maximum recoverable of 75,000 goods, the 9 months period shall be counted from the time when the act
SDR’s per transaction. or omission of the Company giving rise to the claim occurred.

Upon the Customer’s written request, the Company may accept liabili- 20. CUSTOMARY REMUNERATION RECEIVED FROM THIRD
ty in excess of these limits provided the Customer pays the Company’s PARTIES
additional charges for such increased liability. The Customer can obtain
details of these charges from the Company. The Company shall be entitled to be paid and retain all brokerages paid
by carriers, commissions, documentation allowances, profits on foreign
16. INDEMNITY exchange and other remunerations paid by third parties as is custom-
ary in the trade.
The Customer shall indemnify the Company against all duties, taxes,
payments, fines, expenses, losses, claims and liabilities, including with- 21. APPLICABLE LAW AND JURISDICTION
out limitation any storage, demurrage, port, or terminal charges and any
liability to indemnify any other person against claims made against such These conditions shall be governed by the laws of Canada and of the
other person by the Customer or by the owner province within Canada in which the Company has its principal place of
business. By accepting the services provided under these conditions,
(a) for which the Company may be held responsible unless the Customer irrevocably attorns to the exclusive jurisdiction of the
caused or contributed to by any negligence or breach of duty Courts of that province and the Federal Court of Canada.
of the Company, or
(b) in excess of the liability of the Company in accordance with The Parties agree that where they have used electronic communica-
these Conditions, tions to transact in whole or in part any business such communications
will be given legal effect in accordance with the provisions (so far as
resulting from or connected with the actions of the Company related to they may be applicable) of the Uniform Electronic Commerce Act as
any service to which these conditions apply. approved by the Uniform Law Conference of Canada.

17. SET OFF AND COUNTERCLAIM

Disponible en français
The Customer shall pay to the Company in cash, or as otherwise Copyright © May 2010
agreed, all sums immediately when due without reduction or deferment Adopted May 13, 2010
on account of any claim, counterclaim or set off.
www.ciffa.com
18. RIGHT OF DETENTION AND LIEN

All goods (and documents relating to goods) shall be subject to a par-

ticular and general lien and right of detention for monies owing either in
respect of such goods, or for any particular or general balance or other