General Terms and Conditions of Sale

Article 1 — Purpose and scope

These General Terms and Conditions of Sale (hereinafter "GTCS") govern by right all contractual relations between the company My Way Logistics (hereinafter "MWL"), a licensed freight forwarding and customs commissioner, and its professional client (hereinafter "the Client"), for any service relating to transport, logistics, customs and associated services.

Any order placed or quote accepted implies the Client's full and unreserved acceptance of these GTCS. These GTCS prevail over any general purchasing conditions, commercial documents or contrary stipulations issued by the Client, unless there is a prior, express, written agreement from MWL.

MWL reserves the right to modify these GTCS at any time. The applicable GTCS are those in force at the date of order confirmation by MWL.

Article 2 — Services

MWL acts as a freight forwarding commissioner (in accordance with Articles L.132-3 et seq. of the French Commercial Code). In this capacity, it freely organises the logistics flow and selects, under its responsibility, the carriers and intermediaries (substituted parties) of its choice on behalf of the Client.

Article 3 — Order and quote

3.1 — Quote request

Every service requires a prior request submitted to MWL by email, online form or telephone. MWL endeavours to submit a commercial proposal within an indicative timeframe of 2 working hours, Monday to Saturday.

3.2 — Quote acceptance

Unless otherwise stated in writing, quotations and estimates issued by MWL have a strict validity of 48 hours from their issue, due to the volatility of freight rates. The contract is definitively formed upon receipt of the Client's written agreement (signed quote or purchase order).

3.3 — Mandatory information

The Client is required to provide in writing, from the quotation request stage, the exact characteristics of the goods: exact nature, gross weight, dimensions, volume, regulatory classification (ADR/IATA dangerous goods, goods subject to thermal restrictions, poultry health regulations), loading and delivery points, and all values required for customs formalities.

Article 4 — Pricing and payment

4.1 — Prices

Prices are quoted in euros, excluding VAT. Applicable VAT will be added in accordance with current regulations. They include transport and organisation services but exclude (unless expressly stated) customs duties, taxes, ad valorem insurance and unforeseen ancillary costs (loading waiting times, physical customs inspections). Prices may be revised without notice in line with changes in sub-contractors' costs (BAF/CAF fuel surcharges, security taxes, exchange rate variations).

4.2 — Invoicing

Invoicing takes place upon completion of the service or in accordance with the terms agreed in the accepted quote.

4.3 — Payment terms

Unless otherwise agreed in writing, invoices are payable within 30 days of the invoice date. No discount is granted for early payment. Any late payment will automatically give rise to late payment penalties calculated at 3 times the applicable statutory interest rate, as well as a fixed recovery cost indemnity of €40, in accordance with Article L.441-10 of the French Commercial Code.

4.4 — Right of retention and contractual lien

The Client expressly recognises MWL's conventional pledge right entailing a general and permanent right of retention and preference over all goods, documents and values in MWL's possession, as security for the totality of the receivables (invoices, interest, costs incurred) that MWL holds against it, even those predating or unrelated to ongoing operations, in accordance with Article L.132-2 of the French Commercial Code.

Article 5 — Client obligations

The Client assumes full responsibility for the goods entrusted to MWL. It undertakes to:

The Client is solely responsible for the accuracy of the information provided. Any failure, false declaration or insufficient packaging resulting in additional costs (customs fines, storage charges, delays, logistics surcharges) shall be borne entirely and exclusively by the Client.

Article 6 — MWL obligations

MWL undertakes to employ all professional diligence to:

Given the nature of international transport and transit activities (weather, maritime and air hazards, port strikes, enhanced customs checks or border blockages in the context of Brexit), MWL is subject to a best-efforts obligation. Delivery and transit times are communicated for indicative purposes only and cannot constitute a commitment to a firm date, unless agreed in writing in advance.

Article 7 — Liability and insurance

7.1 — Limitation of liability

MWL's liability is strictly limited to that incurred by its substituted parties (road, sea and air carriers) in the context of the disputed operation. Compensation in the event of loss, damage or destruction of goods is capped in accordance with applicable international and national texts (Montreal or Warsaw Convention for air, Hague-Visby Rules for sea, CMR Convention for road).

Under no circumstances may MWL be held liable for indirect or consequential damages such as loss of business, loss of profit, loss of clientele or late delivery penalties suffered by the Client. MWL's liability is excluded in cases of force majeure, Client fault, inherent vice of the goods or the act of a third party.

7.2 — Goods insurance (Ad Valorem)

MWL strongly recommends taking out ad valorem insurance. Upon the Client's express written request specifying the risks to be covered and the insured values, MWL can take out an insurance policy on the Client's behalf. This request must be made before shipment and must be expressly mentioned in the accepted quote. Failing this, only the restrictive statutory ceilings mentioned in Article 7.1 will apply.

Article 8 — Claims

To be admissible, any claim relating to loss, damage or harm suffered by the goods must be the subject of precise, substantiated and significant written reservations submitted to MWL within the following mandatory timeframes:

All claims must be sent by email to: exploitation@mywayintl.fr. Failure to strictly comply with these deadlines and formalities means the goods are deemed accepted in perfect condition and no liability action may be brought against MWL.

Article 9 — Termination

In the event of non-performance or serious breach by either party of its contractual obligations, the other party may notify it of the automatic termination of the contract, 15 days after sending a formal notice by recorded delivery letter with acknowledgement of receipt that has remained without effect.

In the event of unilateral cancellation of a firm order by the Client less than 24 hours before the planned execution of the logistics service, MWL reserves the right to invoice it for all positioning and logistics commitment costs already incurred, plus a compensatory indemnity for the prejudice caused by the immobilisation of its transport capacity.

Article 10 — Governing law and jurisdiction

These GTCS and contracts concluded with MWL are governed exclusively by French law. In the event of a dispute concerning the interpretation, validity or performance of these terms, the parties shall endeavour to reach an amicable agreement within 30 days of notification of the dispute.

Failing amicable resolution, and notwithstanding any contrary clause (including in cases of warranty claims, urgent proceedings or multiple defendants), exclusive jurisdiction is attributed by right to the Commercial Court of Bobigny.

These GTCS are drawn up in French. In the event of translation into another language for convenience purposes, only the French version shall be binding between the parties.