Untitled Document

TERMS AND CONDITIONS

1. DEFINITIONS:

"Vessel" means the intended Ocean Vessel named on the front hereof and any vessel, craft, lighter

or other means of conveyance which is or shall be substituted in whole or in part by the Carrier and

also includes any other Vessels onto which Goods may be loaded for the purpose of being transported

thereon in furtherance of the carriage covered by this Bill of Lading or any part thereof.

“Carrier” means Price Break Shipping, acting as a non-vessel operating common carrier, as defined

under the Shipping Act of 1984,

46 App. U.S.C. § 1702(17)(B).

"Merchant" includes any Person who at any time, in relation to the Goods, has been or becomes the shipper,

consignor, consignee, exporter, importer, the holder of the Bill of Lading and/or the receiver or the owner of the Goods,

any person entitled to possession of the Goods, any Person having a present or future interest in the

Goods or any Person acting on behalf of any of the above-mentioned Persons, including a Factor.

"Container" includes container, flat, pallet and any other receptacle for Goods

(excluding a ship, a rail or road vehicle or an aircraft but including a trailer towed

or intended to be towed by a road vehicle) supplied or intended to be supplied by or on behalf of the carrier or the carriage of cargo.

"Charges" includes freight, demurrage, and all expenses and monetary obligations incurred and payable by the Merchant.

"Package" is the largest individual unit of partially or completely covered or contained cargo made up

by or for the Merchant which is delivered and entrusted to Carrier, including palletized units and each container

packed and sealed by the Merchant or on its behalf, although the Merchant may have furnished a description of the contents of such sealed container(s) on this bill of lading.

"Place of Receipt", "Intended Port of Loading", "Intended Port of Discharge" and "In tended Place of Delivery", means respectively the place of receipt, port of loading (ocean vessel), port of discharge (ocean vessel) and place of delivery nominated on the front hereof.

The term "Goods" means the whole or any part of the cargo described on the fact of this Bill of Lading and, if the cargo is packed into container(s) supplied or furnished by or on behalf of the Merchant, includes the container(s) as well.

2. CLAUSE PARAMOUNT:

A. To and From non-United States Ports. As far as this Bill of Lading covers the Carriage of Goods by sea to and from

non-United States ports by the Carrier and any Participating Carrier, the Contract evidenced in this Bill of Lading

shall have effect subject to the Hague-Visby Rules, if and as enacted in the country of shipment and any

legislation making those Rules compulsorily applicable to this Bill of Lading shall be deemed incorporated

herein and made part of this Bill of Lading contract. When no such enactment is in force in the country of shipment,

the Hague-Visby Rules will apply. The Hague-Visby Rules shall also govern before the Goods are loaded on and

after they are discharged from the vessel and throughout the entire time the Goods are in the actual custody

of the Carrier or Participating Carrier. The Hague-Visby Rules shall also apply to the Carriage of Goods by inland

waterways and reference to carriage by sea in such Rules or legislation shall be deemed to include reference to inland waterways.

B. To or From United States Ports. If the Carriage called for in this Bill of Lading is a shipment to or from the

United States, the liability of the Carrier shall be exclusively determined pursuant to COGSA;

the Pomerene Act [49 U.S.C. §80101 et. seq.] for both export and import cargo moving to/from the United States;

and Article 7-301 of the Uniform Commercial Code. The provisions cited in the Hague Rules and COGSA

shall also govern before the Goods are loaded on and after they are discharged from the Vessel and throughout

the entire time the Goods are in the actual custody of the Carrier or Participating Carrier.

C. Other Applicable Laws. The Carrier shall be entitled to (and nothing in this Bill of Lading shall operate

to deprive or limit such entitlement) the full benefit of, and rights to, all limitation of and exclusions from liability

and all rights conferred or authorized by any applicable law, statute or regulation of any country

(including, but not limited to, where applicable any provisions or sections 4281 to 4287, inclusive,

of the Harter Act of the United States of America and amendments thereto and where applicable

any provisions of the laws of the United States of America) and without prejudice to the generality of the

foregoing also any law, statute of regulation available to the Owner of the vessel on which the Goods are carried.

3. LIMITATION OF LIABILITY: Insofar as loss of or damage to or in connection with the Goods is caused during

the part of the custody or carriage, such compensation shall be calculated as follows:

A. Where the Hague-Visby Rules apply hereunder by national law by virtue of clause 2, the Carrier’s liability shall in

no event exceed the amounts provided in the applicable national law.

B. Where Carriage includes Carriage to, from or through a port in the United States of America and US COGSA

applies by virtue of clauses 2, Carrier shall not in any event be or become liable in an amount exceeding US$500 per Package

or customary freight unit.

C. Where the British International Freight Association (BIFA) rules apply by virtue of clauses 2, Carrier’s compensation

shall not exceed the limitation of liability of 2 SDR per kilo of the gross weight of any Goods lost or damaged by reference

to the invoice value of the Goods plus Freight and insurance if paid. If there is no invoice value of the Goods or if any

such invoice is not bona fide, such compensation shall be calculated by reference to the value of such Goods at the place

and time they are delivered or should have been delivered to the Merchant. The value of the Goods shall be fixed

according to the current market price, by reference to the normal value of goods of the same kind and/or quality.

D. In the event Merchant declines to procure insurance, Carrier shall not be responsible for the value of the goods

damaged and Merchant shall recover only $500.00 per container.

IF NO LIMITATION AMOUNT IS APPLICABLE UNDER ANY OF THE ABOVE RULES OR LEGISLATION,

THE LIMITATION SHALL BE US$500 PER PACKAGE OR CUSTOMARY FREIGHT UNIT.

4. CARRIER'S RESPONSIBILITY:

A. PORT TO PORT SHIPMENT: Except as otherwise provided herein, the Carrier's responsibility for Goods shall

commence at the time when such Goods are received by the Carrier at the Port of Loading and shall terminate

when such Goods are delivered by or on behalf of the Carrier at the intended Port of Discharge. Notwithstanding

the above where the Space(s) entitled "Place of Receipt" and/or "Place of Delivery" on the face hereof are

completed, the contract contained in or evidenced by this Bill of Lading is for through transportation from and/or to the place(s)

so named and the Carrier's responsibility shall then commence at the time when the Goods are delivered at

the Place of Delivery so named (if any) and/or terminate when the Goods are delivered at the Place of Delivery so named

(if any). The Merchant constitutes the Carrier as agent to enter into contracts on behalf of the Merchant with other

for transport, storage, handling or any other services in respect of the Goods prior to loading and subsequent to discharge

of the Goods from the vessel without responsibility for any act or omission whatsoever on the part of the Carrier or

others and the Carrier may as such agent, enter into contracts with other on any terms whatsoever including terms less

favorable than the terms in this Bill of Lading.

B. COMBINED TRANSPORT: Except as otherwise provided in this Bill of Lading, the Carrier shall be liable for loss

of or damage to the Goods occurring from the time that the Goods are taken into his charge until the time of delivery

to the extent set out below:

(1) Where the stage of Carriage where the loss or damage occurred cannot be proved:
(I) The Carrier shall be entitled to rely upon all exclusions of liability under the rules or legislation that would have

applied under 5(A)(a) above had the loss or damage occurred at sea or, if there was no carriage by sea, under the Hague Rules (or COGSA).

(II) Where under (1) above, the Carrier is not liable in respect of some of the factors causing the loss or damage

, it shall only be liable to the extent that those factors for which it is liable have contributed to the loss or damage.

(III) Where the Hague Rules (or any legislation applying such rules or Hague-Visby Rules such as COGSA)

is not compulsorily applicable the Carrier’s liability shall not exceed US $2.00 per kilo of the gross weight of the

Goods lost, damaged or in respect of which the claim arises or the value of such Goods, whichever is the lesser.

(IV) The value of the Goods shall be determined according to the commodity exchange price at the place and time

of delivery to the Merchant or at the place and time when they should have been so delivered, or, if there is

no such price, according to the current market price be reference to the normal value of the Goods of the same

kind and quality, at such place and time.

(2) Where the stage of Carriage where the loss or damage occurred can be proved:
(I) The liability of the Carrier shall be determined by the provisions contained in any international convention

of national law of the country which provisions,

(II) cannot be departed from by private contract to the detriment of the Merchant (III) would have applied if the

Merchant had made a separate and direct contract with the Carrier in respect of the particular stage of Carriage

where the loss or damage occurred and had received as evidence thereof any particular document must be

issued in order to make such international convention or national law applicable, and,

(IV) where neither (I) or (II) above shall apply any liability or the Carrier shall be determined by 5(C)(a) above.

C. DELAY, CONSEQUENTIAL LOSS: Except as otherwise provided herein, the Carrier shall in no

circumstances be liable for direct, indirect or consequential loss or damage by delay or any other cause

whatsoever and howsoever caused. Without prejudice to the foregoing, if the Carrier is found liable for

delay, liability shall be limited to the freight applicable to the relevant stage of the transport.

D. AD VALOREM DECLARED VALUE OF PACKAGES OR SHIPPING UNIT: The Carrier’s liability may be

increased to higher value by a declaration in writing of the value of the Goods by the Merchant upon

delivery to the Carrier of the Goods for shipment. Such higher value being inserted on the front of this Bill

of Lading in the space provided for and, if required by the Carrier, extra freight paid in such case. If the actual

value of the Goods shall exceed such declared value, the value shall nevertheless be deemed to be the declared

value and the Carrier’s liability, if any, shall not exceed the declared value and any partial loss or damage shall

be adjusted pro rata on the basis of such declared value. In the event Merchant declines to procure insurance,

Carrier shall not be responsible for the value of the goods damaged and Merchant shall recover only $500.00 per container.

E. RUST, ETC: It is agreed that superficial rust, oxidation or any like condition due to moisture is not a condition

of damage but is inherent to the nature of the Goods and acknowledgement of receipt of the Goods in apparent

good order and condition is not a representation that such conditions of rust, oxidation or the like did not exist on receipt.

F. NOTICE OF LOSS OR DAMAGE: The Carrier shall be deemed prima facie to have delivered the Goods as described

in this Bill of Lading unless notice of loss or damage to the Goods indicating the general nature of such loss or damage

shall have been given in writing to the Carrier or to his representative at the place of delivery before or at the time of

removal of the Goods into the custody of the person entitled to delivery thereof under this Bill of Lading or, if the loss

or damage is not apparent within three consecutive days thereafter.

5. REFRIGERATED CARGO: Goods of a perishable nature shall be carried in ordinary containers without special protection,

services or other measures unless there is noted on the reverse side of this Bill of Lading that the goods will be

carried in a refrigerated, heated, electrically ventilated or otherwise specially equipped container or are to receive

special attention in any way. Carrier shall not be liable for any loss of or damage to Goods in a special hold

or container arising from latent defects, derangement, breakdown, or stoppage of the refrigeration ventilation or

heating machinery, insulation, ship's plant, or other such apparatus of the vessel or Container, provided that

Carrier shall before or at the beginning of the Carriage exercise due diligence to maintain the special hold or

Container in an efficient state. Merchant undertakes not to tender for transportation any goods which require

temperature control without previously giving written notice of their nature and the required temperature setting

of the thermostatic controls before receipt of the goods by Carrier. In the case of a temperature controlled

Container stuffed by or on behalf of the Merchant, Merchant further undertakes that the Container has been

properly pre-cooled, that the Goods have been properly stuffed in the Container, and that its thermostatic controls

have been properly set by the Merchant before receipt of the Goods by the Carrier. Merchant's attention is drawn

to the fact that refrigerated containers are not designed to freeze down cargo which has not been presented for

packing at or below its designated carrying temperature. Carrier shall not be responsible for the consequences of cargo

tendered at a higher temperature than that required for the transportation. If the above requirements are not complied with,

Carrier shall not be liable for any loss of or damage to the goods whatsoever. .

6. CARGO STOWED IN CONTAINERS BY MERCHANTS: The Carrier shall not be responsible for the safe

and proper stowing of cargo in containers if such containers are loaded with cargo by Merchant, consolidator

or inland carrier, and no responsibility shall attach to the Carrier for any loss or damage caused to contents by

shifting, overloading or improper packing of the container. Containers loaded by the Merchant or their

agent shall be properly sealed and the seal identification reference, as well as the container reference, shall be shown

herein. The merchant, consolidator or inland carrier shall inspect containers before loading them and loading of the

containers shall be prima facie evidence that the containers were sound and suitable for use. Carrier has the right but

not the obligation to open and inspect the containers at any time without notice to Merchant, and expenses resulting

from such inspections shall be borne by Merchant. Merchant warrants that the stowage and seals of the

containers are safe and proper and suitable for handling and carriage and indemnifies Carrier for any injury, loss

or damage caused by breach of this warranty. The Carrier will not be liable in any event for the particulars furnished

by the Merchant as shown on the face of this Bill of Lading. This Bill of Lading is a receipt only for the number of

containers, packages or pieces as shown on the face of this Bill of Lading. The Carrier has counted only the number

of containers (If container received already loaded) or the number of packages or pieces (if the Carrier has loaded the container)

and under no circumstances shall the Bill of Lading be prima facie evidence of the marks, quantity, weight, description

, measurement and other particulars furnished by the Merchant. Delivery shall be deemed as full and complete

performance when the containers are delivered by Carrier with the seals intact.

The Merchant shall defend, indemnify and hold harmless the Carrier against any loss, damage, claim, liability, or expense

whatsoever arising from one or more of the following matters: loss or damage caused by the manner in which the

Container has been stuffed; loss or damage caused by the unsuitability of the Goods for Carriage in Containers;

loss or damage caused by the unsuitability or defective conditions of the Container, provided that where the Container

has been supplied by or on behalf of the Carrier, this paragraph shall only apply if the unsuitability or defective condition

would have been apparent upon reasonable inspection by the Merchant at or prior to the time when the Container was

stuffed; and loss or damage if the Container is not sealed at the commencement of the Carriage except where the Carrier has

agreed to seal the Container.

7. OPTIONS OF THE CARRIER:

A. Subcontracting: The Carrier shall be entitled to subcontract on any terms the whole or any part of the handling, storage

or carriage of the Goods and any and all duties whatsoever undertaken by the Carrier in relation to the Goods. The Merchant

shall defend, indemnify and hold harmless the Carrier against any claims, which may be made upon the Carrier by any servant,

agent or subcontractor of the Carrier in relation to the claim against any such person made by the Merchant. The provisions

of COGSA or its applicable foreign equivalent at point of origin or destination shall apply by agreement of the parties

to all agents, contractors, and subcontractors, including but not limited to, draymen, truckers, and stevedores, prior to

the loading of and after the unloading of the cargo. Without prejudice to the foregoing, every such servant, agent and

subcontractor shall be entitled to the same rights, exceptions, exemptions, defenses, immunities, limitations of liability, privileges

and conditions granted or provided by this Bill of Lading, tariff or statute, including but not limited to the provisions of COGSA

or its applicable foreign equivalent, to which Carrier is entitled and for the benefit of the Carrier as if such provisions were

expressly for their benefit, and in entering into this contract the Carrier, to the extent of these provisions, does so not only

on his Own behalf but also as agent and trustee for such servants, agents and subcontractors. The above shall also apply

to and for the benefit of the officers and employees of the Carrier and the agents, officers and crew of the vessel and to

and for the benefit of all parties performing services in connection with the Goods as agents or contractors of the Carrier

(including, without limitation, stevedores, terminal operators, and agents) and the employees of each of them. By entering into

this contract, the Carrier, to the extent of these provisions, does so not only on his own behalf, but also as agent or trustee

for such Persons and vessels, and such Persons and vessels shall to this extent be deemed parties to this contract.

B. Route and Tran-shipment: The Carrier may at anytime and without notice to the Merchant, use any means of transport

or storage in any reasonable manner and by any reasonable means, methods and routes, including but not limited to, inland

carriage by truck, rail and/or air; load or carry the Goods on any vessel, whether named on the front hereof or not; transfer

the Goods from one conveyance to another, including transshipping or carrying the same on another vessel than that named

on the front hereof or by any other means of transport whatsoever; at any place unpack and remove Goods which have

been stuffed in or on a Container and forward the same in any manner whatsoever; proceed at any speed and by any route in

Carrier’s discretion (whether or not the nearest, direct, customary, advertised, or published route) and proceed to or stay at

any place whatsoever once or more often and in any order; load or unload the Goods from any conveyance at any place

(whether or not the place is a port named on the front hereof as the intended Port of Loading or intended Port of Discharge);

comply with any orders or recommendations given by any government, authority, or any Person or body acting or purporting

to act as or on behalf of such government or authority, or having under the terms of the insurance on the conveyance employed

by the Carrier, the right to give orders or directions; permit the vessel to proceed with or without pilots, save or attempt to

save life or property, adjust navigational instruments, make trial trips, go to repair yards, shift berths, take in fuel or stores

, embark or disembark any persons to tow or be towed, or to be dry-docked; permit the vessel to carry livestock, Goods of all kinds,

dangerous or otherwise, contraband, explosives, munitions or warlike stores, and sail armed or unarmed. These liberties may

be invoked by the Carrier (without notice to the Merchant), either with or without the goods on board, for any purposes

whatsoever, whether or not connected with the Carriage of the Goods. Any act involving delays resulting from such

activities shall not be deemed a deviation of whatsoever nature or degree.

C. Conditions affecting Performance:

(1) Carrier shall use reasonable endeavors to complete transport and to deliver the goods at the place designated for delivery.

If at any time the performance of this contract as evidenced by this Bill of Lading in the opinion of Carrier is or will be

affected by any hindrance, risk, delay, injury, difficulty or disadvantage of any kind including strike and if by virtue of the above

it has rendered or is likely to render it in any way unsafe, impracticable, unlawful, or against the interest of Carrier to complete

the performance of the contract, Carrier, whether or not the transport is commenced, may without notice to Merchant elect to:

i. treat the performance of this contract as terminated, abandon the Carriage of the Goods and place the goods,

or any part of them, at Merchant's disposal at any place which the Carrier shall deem safe and convenient, whereupon the responsibility

of the Carrier in respect of such Goods shall cease; or

ii. continue the Carriage and deliver the goods at the place of delivery. In any event, Carrier shall be entitled to

full freight for any goods received for transportation and additional compensation for extra costs resulting from the circumstances referred to above.

(2) If, after storage, discharge, or any actions taken above, Carrier makes arrangements to store and/or forward the goods, it is agreed that he shall

do so only as agent for and at the sole risk and expense of Merchant without any liability whatsoever in respect of such agency.

Merchant shall reimburse Carrier forthwith upon demand for all extra freight charges and expenses incurred for any actions taken

according to sub-part 7C(1), including delay or expense to the Ship, and Carrier shall have a lien upon the goods to that extent.

(3) The situations referred to in sub-part 7C(1) above shall include, but shall not be limited to, those caused by the existence

or apprehension of war declared or undeclared, hostilities, riots, civil commotions, or other disturbances, closure of, obstacle in,

or danger to any port or canal, blockade, prohibition, or restriction on commerce or trading quarantine, sanitary, or other similar

regulations or restrictions, strikes, lockouts or other labor troubles whether partial or general and whether or not involving

employees