Terms and Conditions: Alfa Global Freight Logistics NZ Limited
18th March 2025
Terms and Conditions of Trading Contract:
1. Role of the Company, Freight Forwarder and Agent.
1.1 The Company is a Freight Forwarder and Agent and the business is to arrange the receipt, packing, storage, transport, customs clearance, dlivery and other handling of goods as a forwarding and customs agent and is not the actual carrier, and the liabilities attached to such do not apply.
1.2 All Services are provided subject to these Terms, including the provision of any advice or information, and these terms will prevail in the case of any inconsistency between these Terms and any other terms in a bill of lading, waybill, consignment note or other transport document issued by the Company. These terms shall apply to the maximum extent permitted by law.
1.3 The Company has the right to use any means, routes, method, service providers or procedures for the provision of its services. The Company will endeavour to follow the customers’ requests and instructions as far as possible but reserves the right to depart from any instructions given, in writing or otherwise, without incurring any liability whatsoever to the Customer, if in the Forwarder’s opinion, it is necessary or desirable to do so.
1.4 The Company may refuse to provide services to any person, or for any class of goods at their discretion.
1.5 The Customer authorises the Company as Forwarder and agent, to enter into contracts or agreements for the carriage and handling of the goods by any route or by any means, and to entrust the goods to Third party providers at its discretion. The Third party providers can include Contractors, Subcontractors, Agents or other Service providers. The Customer agrees that all work, including the provision of advise or information performed between Third party providers and the Forwarder, are subject to, and will also bind the Customer to, the terms of any such agreement entered into by the Third party providers and the Forwarder.
1.6 The Company shall not be liable for any act, or omission or breach of a Contractor, Subcontractor, Agent or Third Party Provider of any Third Party Agreement, including the period of time or stage of transit or delivery schedule. Without limiting any rights or remedies of the parties, the Customer indemnifies the Company against all Losses of the Company arising directly or indirectly out of, or in connection with, a Third Party Agreement.
1.7 Where any legislation applies to the services provided by the Company then:
(a) these Conditions shall be read subject to any provision which is mandatory;
(b) the Company, as Forwarder shall be entitled to any rights, immunities from or limitations of liability under such legislation.
(c) the customer agrees to acquiring the services of the Company as Forwarder for the purposes of that business and nothing in the Act shall apply.
1.8 No modification or waiver of any term of these Conditions shall bind the Forwarder unless in writing and signed by a director or other representative of the Forwarder holding written authority signed by a director of the company.
2. Role of Customer, Customer’s Warranties and Guarantees.
2.1 The Customer warrants and guarantees on a continuing basis;
(a) that the Customer is the legal owner or the authorised agent of the owner of the Goods, and is authorised by any person who has or may acquire an interest in the Goods;
(b) the accuracy and completeness of all marks, descriptions, weights, contents, quantities, values and other particulars of the Goods, furnished to the forwarder;
(c) that the Goods have been properly and sufficiently packed and prepared to withstand the risks of carriage and handling, except where the Customer has instructed the Company to arrange for the packing of the Goods;
(d) that the Goods comply with all the requirements, of any applicable law and government regulations of any country, relating to the nature, labelling, packaging and carriage of goods; and;
(e) that the Goods are not of a kind referred to in clause 3 of these Terms.
3. Prohibited goods
3.1 The Company will not accept or deal with the following goods mentioned below, without prior notification and agreement in writing of:
(a) goods which are unlawful to carry or handle, with or without a permit;
(b) dangerous goods, inflammable or noxious goods, goods containing harmful bacteria, diseases, or pests, or any goods likely to cause damage to life and property;
(c) any perishable goods, plants, animals, flowers, refrigerated items or goods which require special handling, packaging, or time sensitive deliveries;
(d) valuables goods, currency, securities, other negotiable instruments, antiques, jewellery, passports, valuable Artworks, Fragile goods, Glassware & Porcelain, lighting, livestock or animals;
(e) household effects.
3.2 Where the Company agrees to accept or deal with any goods referred to in paragraph 3.1, the Customer will provide all documents and information relating to the goods (including any relevant permits) necessary to enable the Forwarder to:
(a) comply with the law; and
(b) arrange for the goods to be carried or handled safely and in a manner which is likely to minimise loss.
3.3 If the Customer delivers any goods referred to in paragraph 3.1 to, or causes the Company to carry or handle the goods, or carried or handled by any contractor or Third party provider without prior notification and agreement:
(a) neither the Company as Forwarder nor any such contractor or Third party provider, shall be liable for any loss or damage whatsoever arising out of its dealings with the goods;
(b) the Customer shall be liable and indemnify the Company, the contractors or Third party providers, against all penalties, claims, damages, loss, costs and expenses whatsoever arising as a result; and;
(c) the goods may be destroyed or otherwise dealt with at the sole discretion of the Company, the Third-party provider or any other person in whose custody the goods are, at the expense of the Customer, with or without prior notice.
4. Packaging and Delivery
4.1 Goods must be packed under circumstances and conditions whereby the customer or supplier of goods are certain as to the contents that make up each consignment, and are able to complete a statement of contents. (Packing List and commercial invoice where applicable).
4.2 Must be packaged securely and sealed (taped or strapped), in such a manner as to readily identify whether the shipment has been tampered with.
4.3 It is illegal to include unauthorised explosives or unauthorised explosive devices.
4.4 Cargo will be subject to security and clearing procedures.
4.5 The goods shall be deemed to have been delivered when they are delivered to the address given to the Company as Forwarder, by the Customer or consignee for that purpose.
5. Payment of Charges, Expenses, Brokerage and other Remuneration
5.1 The Customer agrees to pay all the standard charges, made by the Company in accordance with the terms of shipment or agreement or, if there is no such agreement, any other expenses (including, without limitation, taxes or duties) reasonably incurred by the Company as Forwarder and agent in connection with the goods or the services provided.
5.2 The Customer agrees to pay any additional charges incurred such as storage, freight or other costs incurred as a result of delays, or omissions outside the company’s control.
5.3 Unless the Company has agreed in writing to extend credit, the Customer shall pay all charges in full without deduction or set off, to the Company, upon receipt of an invoice and prior to release or delivery of the Goods. If not paid, the Customer agrees to pay interest on the unpaid balance until payment is made, at the interest rate of 2% per month above the Company’s Banks standard interest rate prevailing at the time.
5.4 The Company may require funds in advance to pay costs and fees incurred in the course of its Services, such as shipping costs, port fees, taxes and duties etc. The customer agrees, the advance funds required are payable immediately, unless the Company has agreed in writing to extend credit to the Customer.
5.5 The Company will be under no obligation to incur or pay any expenses, unless the Customer has provided the Company with sufficient cleared funds to meet the same. The Company is not liable nor responsible for any costs or losses, resulting from any refusal or delays in the company paying the costs to a third party provider, due to the customer providing insufficient cleared funds to the Company.
5.6 The Customer shall remain liable to the Company for all the charges even though the whole or any part of them shall be payable by some other person or the Consignee. These charges may include levies, excise, fines, GST, storage, demurrage, detention, fumigation, destruction or additional fuel and Bunker charges, Peak Season Charges/PSS, Rate increases/GRI, handling and administration costs incurred in the course of the Company services and/or acting on behalf of the Customer. In all cases a margin is added for the administering of such services.
5.7 The Customer further acknowledges that an administration fee will be included in all
disbursement invoices and the fee is not required to be separately disclosed.
5.8 The Company reserves the right to offset any amounts receivable from the Customer against any amounts payable to the Customer or any company affiliated with the Customer. This right exists irrespective of the date the liability has been created or debt incurred with the Company.
5.9 If any payment due by the Customer is in arrears, the Company has the right to suspend all further services to that Customer, and any charges arising from this suspension of services, such as storage, are also payable by the Customer.
5.10 The Company may fix its charges by weight, measurements, unit or value, and may at any time have or require the goods to be re-weighed, remeasured or re-valued and re-fix its charges accordingly.
5.11 All quotes given by the Company are based on close cost estimates of freight, insurance and other charges, rates of exchange, taxes and duties, quotations from contractors or Third party providers and other charges, prevailing at the date of quotation. If such costs increase at any time, the charges payable by the Customer shall also increase accordingly.
5.12 Unless otherwise stated, all charges are exclusive of GST and where GST is applicable to any such charges, it will be payable by the Customer in addition to those charges.
5.13 All charges are invoiced by the Company and payable in New Zealand dollars. The Company reserves the right to charge a premium currency conversion rate or additional Bank fees when converting foreign currencies into New Zealand dollars or vice versa.
5.14 All costs incurred such as levies, charges, billable items, excise, GST, fines or ancillary charges however incurred are to be paid by the consignee. These may also include storage, demurrage, detention, fumigation, destruction, additional handling and administration costs. where the Company is facilitating any of these movements and/or acting on behalf of the Customer then a margin is added for the managing, funding and administering of such services.
5.15 The Company prefers payments made by direct credit to the Company’s nominated bank account. If the Customer makes payments by credit card, the Company will add a reasonable credit card fee to cover costs incurred due to such payments.
5.16 The Customer acknowledges that the Company has a pecuniary interest in all contracts entered into, and that they may receive and retain all brokerage, commission, discounts and other remuneration paid by third party providers in addition to the charges and need not disclose to the Customer the nature or amounts thereof.
5.17 Any expenses, disbursements and legal costs incurred by the Company in the enforcement of any rights contained in these terms shall be paid by the Customer including any reasonable solicitor’s fees incurred.
5.18 No payment made or received by the Company shall be construed as a gift or secret reward under the Secret Commissions Act 1910.
6. Credit Terms
6.1. If credit is required the Customer is required to fill in a Credit Application Form and on satisfactory completion of background credit checks on the Customer by the Company, the Company may agree in writing to offer credit to the Customer on Freight Invoices. The extension of credit is at the sole discretion of the Company and approval to extend credit may be revoked at any time by the Company by notifying the Customer in writing.
6.2 The Company does not offer the customer, any credit or deferred payments on Disbursement invoices for New Zealand Customs duty, GST and transaction charges that may be payable to Customs in respect of the Goods and these invoices, shall immediately become due to the Company.
6.3. Where the Company has agreed in writing to extend credit to the Customer, the Customer must pay in full, without deduction or set off, the Company’s invoices by the due date specified in the Credit Application Form completed by the Customer unless otherwise agreed in writing. All other provisions set out in clause 5 will apply.
6.4 The extension of credit by the Company, to the customer may include a Fee as specified in the Credit Application Form. The fee payable will be included in the Company’s invoice and is payable in accordance with clause 6.3.
6.5 All amounts payable by the Customer shall immediately become due to the Company if the Company reasonably believes that the information provided in the Credit Application Form is not correct or is no longer correct and the Customer has failed to provide correct information within 5 days of a request by the Company, if the Customer becomes insolvent or if a receiver, administrator, Liquidator or statutory manager is appointed over any assets of the Customer, if the Customer fails to comply with any of the provisions of clause 7, or if the Customer makes or attempts to make an arrangement or composition with creditors.
6.6 The Customer authorises the Company to collect, retain and use any information about the Customer for the purposes of assessing the Customer’s creditworthiness, providing the Services or for marketing the Company’s services.
6.7 The Customer authorises the Company to disclose any information obtained to any person for the above purposes, including Third Party Providers.
7. Security Interests & Personal Property Securities
7.1 Where the Company has agreed to provide credit in writing to the Customer in accordance with clause 6, and without limiting anything else in these Conditions, the Customer agrees to grant a security interest in the Goods together with proceeds of all kinds, to secure the payment by the Customer to the company of all moneys due, and to the value of the Services that the Company has supplied to the Customer, whether or not those Goods have become accessions to other goods or processed or commingled into or mixed with other goods. The Goods and Services subject to the security interest will be described on the Company’s invoices.
7.2 The Customer agrees to do all acts necessary and provide the Company on request with all information & documents required to register a financing statement over the Goods and their proceeds of all kinds. The Customer waives the right to receive a copy of any verification statement of a financing statement.
7.3 The Customer must advise the Company immediately in writing of any changes to information it has provided to the Company, and at least 14 working days prior written notice before changing the Customer’s name, address or trading name.
7.4 If the event of default occurs,
(a) the company may suspend or terminate the contract;
(b) all amounts owing shall immediately become due and payable;
(c) the company may enforce its security interest;
(d) the company may without consent of the customer, appoint a receiver of the goods;
(e) the customer agrees the company can take or retain possession of the goods;
(f) As customers agent the company (its employees or agents) may without prior notice, enter any land or premises where the goods are kept in order to take possession of or remove the without being responsible for any damage caused in doing so. The customer agrees to indemnify the company (its employees or agents) against any liability incurred in connection with, such entry, taking of possession and removal;
(g) the company may sell or dispose of the goods as it deems fit.
7.5 The Customer agrees to supply the Company, within 2 working days of the Company’s written request, with copies of all security interests registered over the Customer’s personal property, and authorises the Company to act as its agent to request information from any secured party relating to any security interest which is held in any personal property which is or has been in the Customer’s possession or control.
7.6 The Customer must reimburse the Company its reasonable costs, including legal costs on a solicitor/own client basis, associated with the discharge or amendment of any financing statement registered by the Company, whether or not the change was initiated by the Customer.
7.7 If the Company repossesses goods under this agreement, it may retain those goods or dispose of them without notice to the Customer or any other person, and, after deducting reasonable costs of sale, the Company will credit any surplus by way of set off against any sum owing by the Customer to the Company. The Company shall not be obliged to provide the Customer with a statement of account or to pay any person other than the Customer or its receiver or liquidator any sum in excess of the total amount owed to the Company at the time the Customer’s account with the Company is credited.
7.8 The Customer authorises the Company to search the Personal Property Securities Register at any time for any information about the Customer or its parent company or associated companies.
8. Insurance
8.1 Insurance of the goods is the responsibility of the Customer.
8.2 The Company can arrange insurance of the goods as the agent of the Customer only on express written instructions to do so between the Customer and the Company. Any such insurance:
(a) Will be subject to any exceptions and conditions in the policies of the insurer. The Company makes no representations and gives no advice regarding any aspect of the policy. The Customer warrants that it relies solely on its own skill and judgement in accepting the policy on the terms offered;
(b) The Company shall not be obliged to arrange a separate insurance on each consignment but may declare it on any open or general policy;
(c) In the event of a claim or dispute the Customer shall have recourse solely against the insurer and the Company shall not be under any responsibility or residual liability in relation to the Customer or consignee for the loss of or damage to any of the Goods or the failure of the policy to meet a claim in respect of the same.
9. Lien
9.1 All goods and documents relating to goods, once in the possession of the Company, contractor or Third party provider, shall be subject to a particular and general lien and right of detention, for securing payment of all moneys due to the Company by the Customer or the consignee, consignor or owner, whether in respect of such goods or otherwise, and whether or not such moneys are overdue for payment.
9.2 If any moneys due to the Company is not paid within fourteen (14) days after notice to the debtor that the lien is being exercised, the goods may be sold by auction or otherwise at the debtor’s expense, and the net proceeds applied in reduction of the indebtedness. No such sale shall prejudice or affect the Company’s rights to recover any balance owing to the Company for its services or the cost of the detention and sale or any amount remaining unpaid.
9.3 The contractual lien may be registered by the Company on the Personal Property Securities Register and the Customer shall do all things reasonably required for the Company to perfect its security interest. The Customer waives their right to receive a verification statement or a copy of any financing change statement.
10. Limitation of Liability
10.1 All handling and the Company’s provision of any Services, that is subject to the Carriage of Goods Act 1979, shall be performed at limited carrier’s risk.
10.2 If the Civil Aviation Act 1991 or the Maritime Transport Act 1994 apply to the Company’s provision of any Services, the Company’s liability for loss of or damage to the Goods shall be at limited carrier’s risk, and limited in the manner prescribed in the relevant Act.
10.3 The Company shall be subject to any implied guarantee provided by If the Consumer Guarantees Act 1993 and to the extent that the Act is applicable to any contract between the Company and the Customer and prevents the exclusion, restriction and modification of such warranty.
10.4 Subject to any of the provisions of the above Acts imposing liability in respect of the loss of or damage to Goods, the Company shall not be under any liability for any indirect or consequential loss or damages.
10.5 Unless the Customer signs a statement prior to, the acceptance of the Goods for carriage, the Goods are to be carried at owner’s risk. This means the Company will have no liability whatsoever, however caused or arising or resulting from negligence, omission, error, breach of contract on the part of the Company or Third party providers or otherwise for:
a) any damage to or loss, deterioration, contamination, mis-delivery, delay in delivery or non-delivery of the goods;
b) any loss of or damage to perishable goods due to any failure or breakdown of machinery or plant, shortage of power or labour, or pilferage, theft, delays, or burglary (or any attempt at the same) whether by any servant or agent of the Company or any other person;
c) in connection with any instruction, advice, information or service given or provided to any person whether in respect of the goods or any other matter or thing; or
d) any direct, indirect or consequential loss or damage caused by or arising from delay, loss of market or loss of or damage to the goods, or otherwise howsoever and whether or not the Company had actual or constructive notice that such loss or damage could arise.
If such a statement, or prior notice, is included in the consignment note or any other document relating to the carriage, the statement shall be conspicuous and shall be separately signed for by the Customer.
10.6 The Customer shall indemnify the Company against any claims (whether resulting from the negligence of the Company or otherwise) brought by any person in connection with any matter or thing done, said or omitted by the Company in connection with its dealings with the Customer or the goods.
10.7 All of the rights, immunities and limitations of liability in these Conditions shall continue to have full force and effect in all circumstances and notwithstanding any breach of contract by, or any negligence on the part of, the Company.
10.8 Subject to paragraph 10.1, in any case the Company’s liability has not been effectively limited or excluded, the Company’s liability shall be the lesser of:
a) $100; or
b) The cost of resupplying the handling of the goods; or
c) The replacement value of the goods.
10.9 Where paragraph 10.8 applies, the maximum aggregate liability of the Company for all claims arising out of any one incident or occurrence shall be limited:
a) to $1000 only; and
b) where, as a result of the application of paragraph 10.9 not all claims can be paid in full, all claims properly payable shall abate pro rata.
10.10 The Customer shall indemnify the Company against all loss arising from the Customer’s negligence or breach of any of these Terms or any Third Party Agreement or otherwise connected with the provision of the Services.
11. Limitation of Actions and Notification of Claims
11.1 The Company shall be under no liability whatsoever unless:
(a) written notice of any claim, giving full particulars of any alleged loss or damage, is received by the Forwarder within three (3) days after delivery of the goods or the date when they should have been delivered; and
(b) an action shall have been commenced by the Customer in a Court of competent jurisdiction and notice given to the Company of same, within six (6) months from the date when they should have been delivered.
12. Governing Law
12.1 These Conditions, and any act or contract to which they apply, shall be governed by and interpreted in accordance with New Zealand law. All actions against the Company shall be brought in a Court in New Zealand.
13 Disposal of Goods
13.1 The Company shall be entitled to sell or dispose of Goods which in its sole opinion, cannot be delivered either because they are insufficiently or incorrectly addressed or because they are not collected or accepted by the consignee or any other person after a twenty one day notice, in writing of the intention to sell or dispose of Goods, has been given to the Customer. All charges and expenses arising in connection with the storage and sale or disposal of the Goods shall be paid by the Customer.
14. General
14.1 Interpretation In these Conditions:
(a) “the Act” means the Carriage of Goods Act 1979;
(b) “container” includes any container, trailer, transportable tank, flat or pallet, or any similar article of transport used to consolidate goods;
(c) “contractor” includes any person carrying or handling the goods for the Customer under a contract arranged by, or with the authority of, the Company as agent for the Customer;
(d) “the Customer” includes any person referred to in paragraph 1.5 and any “contracting party” in terms of the Act. The Customer also means any person or entity which contracts with the Company as the owner, shipper or consignee of any goods in respect of the Services provided by the Company;
(e) “dangerous goods” includes noxious goods, explosives, poisons, corrosive, inflammable or radioactive substances, compressed gases, goods harbouring or likely to harbour or encourage vermin, borer or other pests, and any other goods, or substances which, in the opinion of the Forwarder, are likely to cause damage or injury to other goods, property or persons;
(f) “the Company” means Alfa Global Freight Logistics NZ Ltd, its employees, officers, agents and subsidiary, contractors, third party providers and related companies;
(g) “goods” means the goods or other cargo, including packaging, which is the subject of instructions issued to the company by the Customer;
(h) “services or handling” includes any packing, unpacking, storage, warehousing, carriage, shipping, trans-shipment, transport, consolidation, despatch, unloading, loading, customs clearance, delivery and other services relating to the goods or any container or both;
(i) “subcontractor, contractor or third party provider” means any person or agent carrying or handling the goods for the Customer under a contract in terms of which the company is, or is deemed to be, a principal;
(j) “valuables” includes bullion, coins, negotiable instruments, securities of any kind, precious stones, jewellery, antiques and works of art;
(k) ‘‘GST’’ means goods and services tax chargeable under the Goods and Services Tax Act 1985, including any penalties, additional tax or interest payable;
(l) “Losses” means all costs, losses, liabilities (including legal and other professional expenses on a full indemnity basis and GST and similar taxes), claims, demands, damages, fines and penalties including any consequential or indirect losses, economic losses or loss of profits.
(m) Terms which are defined in the Act have the same meaning.
14.2 If any provision or any part of the provision of these terms is unenforceable such unenforceability shall not affect any other provision or any other part of such provision.
14.3 Any notices to be given under these terms shall be deemed to have been delivered when they are Emailed to the customers usual email contact address or delivered to the registered office of the party to receive it or the usual or last known address or place of business of such party.
Alfa Global Freight Logistics NZ Ltd
Auckland, New Zealand.
Website: www.alfaglobalfreight.co.nz