The small print

We all need rules, and these are the ones we follow

Exim Solutions Ltd t/a EXIM Group, in accordance with British International Freight Association (BIFA) Standard trading conditions 2021 edition, © BIFA 2021 the customer’s attention is drawn to specific clauses hereof which exclude or limit the company’s liability and those which require the customer to indemnify the company in certain circumstances and those which limit time and those which deal with conditions of issuing effective goods insurance being clauses 7, 8, 10, 11(a) and 11(b) 12-14 inclusive, 18-20 inclusive, and 24-27 inclusive. The customer’s attention is also drawn to clause 28 which permits arbitration in certain circumstances

Exim Group standard trading conditions 2021 edition (England)

All headings are indicative and do not form part of these conditions


1 In these conditions the following words shall have the following meanings:-


Exim Solutions Ltd T/A Exim Group


the Person to whom the goods are consigned


any Person at whose request or on whose behalf the Company undertakes any business or provides advice, information or services

“Direct Customs Agent”

the Company acting in the name of and on behalf of the Customer and/or Owner with H.M. Revenue and Customs (“HMRC”) as defined by the Taxation (Cross Border Trade) Act 2018, Clause 21.1(a), or as amended


the cargo to which any business under these conditions relates


natural person(s) or any body or bodies corporate


the London Maritime Arbitrators Association


are Special Drawing Rights as defined by the International Monetary Fund

“Transport Unit”

packing case, pallets, container, trailer, tanker, or any other device used whatsoever for and in connection with the carriage of Goods by land, sea or air


the Owner of the Goods or Transport Unit and any other Person who is or may become interested in them

2 (A) Subject to sub-paragraph (B) below, all and any activities of the Company in the course of business, whether gratuitous or not, are undertaken subject to these conditions.

(B) If any legislation, to include regulations and directives, is compulsorily applicable to any businessundertaken, these conditions shall, as regards such business, be read as subject to such legislation,and nothing in these conditions shall be construed as a surrender by the Company of any of its rightsor immunities or as an increase of any of its responsibilities or liabilities under such legislation, andif any part of these conditions be repugnant to such legislation to any extent, such part shall asregards such business be overridden to that extent and no further.

3 The Customer warrants that he is either the Owner, or the authorised agent of the Owner and, also,that he is accepting these conditions not only for himself, but also as agent for and on behalf of theOwner.


4 (A) Subject to clauses 11 and 12 below, the Company shall be entitled to procure any or all of the services as an agent, or, to provide those services as a principal.

(B) The Company reserves to itself full liberty as to the means, route and procedure to be followed in the

5 performance of any service provided in the course of business undertaken subject to theseconditions.When the Company contracts as a principal for any services, it shall have full liberty toperform such services itself, or, to subcontract on any terms whatsoever, the whole or any part ofsuch services.

6 (A) When the Company acts as an agent on behalf of the Customer, the Company shall be entitled, and the Customer hereby expressly authorises the Company, to enter into all and any contracts on behalf of the Customer as may be necessary or desirable to fulfil the Customer’s instructions, and whether such contracts are subject to the trading conditions of the parties with whom such contracts are made, or otherwise.

(B) The Company shall, within 14 days’ notice given by the Customer, provide evidence of any contractentered into as agent for the Customer. Insofar as the Company may be in default of the obligationto provide such evidence, it shall be deemed to have contracted with the Customer as a principal forthe performance of the Customer’s instructions.

7 In all and any dealings with HMRC, for and on behalf of the UK established Customer and/or Owner,the Company is deemed to be appointed and duly empowered to act as a Direct Customs Agentonly, to make Customs declarations in the name of the Customer (Principal) as their “Direct Agent”.

8 (A) Subject to sub-clause (B) below,

the Company:

(i) has a general lien on all Goods and documents relating to Goods in its possession, custody orcontrol for all sums due at any time to the Company from the Customer and/or Owner on any accountwhatsoever, whether relating to Goods belonging to, or services provided by or on behalf of theCompany to the Customer or Owner. Storage charges shall continue to accrue on any Goodsdetained under lien;

(ii) shall be entitled, on at least 21 days’ notice in writing to the Customer, to sell or dispose of or dealwith such Goods or documents as agent for, and at the expense of, the Customer and apply theproceeds in or towards the payment of such sums;

(iii) shall, upon accounting to the Customer for any balance remaining after payment of any sum dueto the Company, and for the cost of sale and/or disposal and/or dealing, be discharged of any liabilitywhatsoever in respect of the Goods or documents.

(B) When the Goods are liable to perish or deteriorate, the Company’s right to sell or dispose of or dealwith the Goods shall arise immediately upon any sum becoming due to the Company, subject onlyto the Company taking reasonable steps to bring to the Customer’s attention its intention to sell ordispose of the Goods before doing so.

9 The Company shall be entitled to retain and be paid all brokerages, commissions, allowances and other remunerations customarily retained by, or paid to, freight forwarders.

10 (A) Should the Customer, Consignee or Owner of the Goods fail to take delivery at the appointed time and place when and where the company is entitled to deliver, the Company shall be entitled to store the Goods, or any part thereof, at the sole risk of the Customer or Consignee or Owner, whereupon the Company’s liability in respect of the Goods, or that part thereof, stored as aforesaid, shall wholly cease. The Company’s liability, if any, in relation to such storage, shall be governed by these conditions. All costs incurred by the Company as a result of the failure to take delivery shall be deemed as freight earned, and such costs shall, upon demand, be paid by the Customer.

(B) The Company shall be entitled at the expense of the Customer to dispose of or deal with (by sale orotherwise as may be reasonable in all the circumstances):-

(i) after at least 21 days’ notice in writing to the Customer, or (where the Customer cannot be tracedand reasonable efforts have been made to contact any parties who may reasonably be supposed bythe Company to have any interest in the Goods) without notice, any Goods which have been held bythe Company for 60 days and which cannot be delivered as instructed; and

(ii) without prior notice, any Goods which have perished, deteriorated, or altered, or are in immediateprospect of doing so in a manner which has caused or may reasonably be expected to cause loss ordamage to the Company, or third parties, or to contravene any applicable laws or regulations.

11 (A) No insurance will be effected except pursuant to and in accordance with clearly stated instructions given in writing by the Customer and accepted in writing by the Company, and all insurances effected by the Company are subject to the usual exceptions and conditions of the policies of the insurers or underwriters taking the risk. Unless otherwise agreed in writing, the Company shall not be under any obligation to effect a separate insurance on the Goods, but may declare it on any open or general policy held by the Company.

(B) Insofar as the Company agrees to effect insurance, the Company acts solely as agent for theCustomer, and the limits of liability under clause 26(A) of these conditions shall not apply to theCompany’s obligations under clause 11.

12 (A) Except under special arrangements previously made in writing by an officer of the Company so authorised, or made pursuant to or under the terms of a printed document signed by the Company, any instructions relating to the delivery or release of the Goods in specified circumstances (such as, but not limited to, against payment or against surrender of a particular document) are accepted by the Company, where the Company has to engage third parties to effect compliance with the instructions, only as agents for the Customer.

(B) Despite the acceptance by the Company of instructions from the Customer to collect freight, duties,charges, dues, or other expenses from the Consignee, or any other Person, on receipt of evidenceof proper demand by the Company, and, in the absence of evidence of payment (for whateverreason) by such Consignee, or other Person, the Customer shall remain responsible for such freight,duties, charges, dues, or other expenses.

(C) The Company shall not be under any liability in respect of such arrangements as are referred tounder sub-clause (A) and (B) hereof save where such arrangements are made in writing, and in anyevent, the Company’s liability in respect of the performance of, or arranging the performance of, suchinstructions shall not exceed the limits set out in clause 26(A) (ii) of these conditions.

13 Advice and information, in whatever form it may be given, is provided by the Company for the Customer only. The Customer shall indemnify the Company against all loss and damage suffered as a consequence of passing such advice or information on to any third party.

14 Without prior agreement in writing by an officer of the Company so authorised, the Company will not accept or deal with Goods that require special handling regarding carriage, handling, or security whether owing to their thief attractive nature or otherwise including, but not limited to bullion, currency, securities, precious stones, jewellery, valuables, antiques, pictures, human remains, living creatures, plants. Should any Customer nevertheless deliver any such goods to the Company, or cause the Company to handle or deal with any such goods, otherwise than under such prior agreement, the Company shall have no liability whatsoever for or in connection with the goods, howsoever arising.

15 Except pursuant to instructions previously received in writing and accepted in writing by the Company, the Company will not accept or deal with Goods of a dangerous or damaging nature, nor with Goods likely to harbour or encourage vermin or other pests, nor with Goods liable to taint or affect other Goods. If such Goods are accepted pursuant to a special arrangement, but, thereafter, and in the opinion of the Company, constitute a risk to other goods, property, life or health, the Company shall, where reasonably practicable, contact the Customer in order to require him to remove or otherwise deal with the goods, but reserves the right, in any event, to do so at the expense of the Customer.

16 Where there is a choice of rates according to the extent or degree of the liability assumed by the Company and/or third parties, no declaration of value will be made and/or treated as having been made except under special arrangements previously made in writing by an officer of the Company so authorised as referred to in clause 26(D).


17 The Customer warrants:

(A) (i) that the following (furnished by on or behalf of the Customer) are full and accurate: the descriptionand particulars of any Goods; any information furnished (including but not limited to, the nature, grossweight, gross mass (including the verified actual gross mass of any container packed with packagesand cargo items), and measurements of any Goods); and the description and particulars of anyservices required by or on behalf of the Customer are full and accurate, and

(ii) that any Transport Unit and/or equipment supplied by the Customer in relation to the performanceof any requested service is fit for purpose;

(B) that all Goods have been properly and sufficiently prepared, packed, stowed, labelled and/or marked,and that the preparation, packing, stowage, labelling and marking are appropriate to any operationsor transactions affecting the Goods and the characteristics of the Goods.

(C) that where the Company receives the Goods from the Customer already stowed in or on a TransportUnit, the Transport Unit is in good condition, and is suitable for the carriage to the intended destinationof the Goods loaded therein, or thereon;

(D) that where the Company provides the Transport Unit, on loading by the Customer, the Transport Unitis in good condition, and is suitable for the carriage to the intended destination of the Goods loadedtherein, or thereon.

18 Without prejudice to any rights under clause 15, where the Customer delivers to the Company, orcauses the Company to deal with or handle Goods of a dangerous or damaging nature, or Goodslikely to harbour or encourage vermin or other pests, or Goods liable to taint or affect other goods,whether declared to the Company or not, he shall be liable for all loss or damage arising in connectionwith such Goods, and shall indemnify the Company against all penalties, claims, damages, costsand expenses whatsoever arising in connection therewith, and the Goods may be dealt with in suchmanner as the Company, or any other person in whose custody they may be at any relevant time,shall think fit.

19 The Customer undertakes that no claim shall be made against any director, servant, or employee ofthe Company which imposes, or attempts to impose, upon them any liability in connection with anyservices which are the subject of these conditions, and, if any such claim should nevertheless bemade, to indemnify the Company against all consequences thereof.

20 The Customer shall save harmless and keep the Company indemnified from and against

(A) all liability, loss, damage, costs and expenses whatsoever (including, without prejudice to thegenerality of the foregoing, all duties, taxes, imposts, levies, deposits and outlays of whatsoevernature levied by any authority in relation to the Goods) arising out of the Company acting inaccordance with the Customer’s instructions, or arising from any breach by the Customer of anywarranty contained in these conditions, or from the negligence of the Customer;

(B) without derogation from sub-clause (A) above, any liability assumed, or incurred by the Companywhen, by reason of carrying out the Customer’s instructions, the Company has become liable to anyother party;

(C) all claims, costs and demands whatsoever and by whomsoever made or preferred, in excess of theliability of the Company under the terms of these conditions, regardless of whether such claims,costs, and/or demands arise from, or in connection with, the breach of contract, negligence or breachof duty of the Company, its servants, sub-contractors or agents;

(D) any claims of a general average nature which may be made on the Company.

21 (A) The punctual receipt in full of sums falling due from the Customer to the Company is critical to the operation of the Company’s business and its performance of its obligations to the Customer. Accordingly the Customer shall pay to the Company in cash, or as otherwise agreed, all sums when due, immediately and without reduction or deferment on account of any claim, counterclaim or set-off. Time is of the essence of payment of all and any sums payable by the Customer to the Company.

(B) In the event of any failure by the Customer to make full and punctual payment of any sum payableto the Company (in accordance with clause 21(A) above):

(i) Any and all other sums properly earned by and/or otherwise due to the Company (but which, butfor this clause 21(B), would otherwise not yet be payable by the Customer, whether by virtue of anagreed credit period or otherwise) shall become immediately payable in full; and

(ii) Any sum thereby becoming immediately payable shall be paid to the Company in cash, or asotherwise agreed, and without reduction or deferment on account of any claim, counterclaim or set-off.

(C) No omission to seek compensation for breach of 21(A) and (B) above by the Company shallconstitute a waiver or release to the Customer from any liability under 21(A) and (B) above duringthe application of these terms unless agreed in writing by authorised officers of the Company andCustomer.

(D) The Late Payment of Commercial Debts (Interest) Act 1998, as amended, shall apply to all sums duefrom the Customer.

22 Where liability arises in respect of claims of a general average nature in connection with the Goods,the Customer shall promptly provide security to the Company, or to any other party designated bythe Company, in a form acceptable to the Company.


23 The Company shall perform its duties with a reasonable degree of care, diligence, skill and judgment.

24 The Company shall be relieved of liability for any loss or damage if, and to the extent that, such loss or damage is caused by:-

(A) strike, lock-out, stoppage or restraint of labour, the consequences of which the Company is unableto avoid by the exercise of reasonable diligence; or

(B) any cause or event which the Company is unable to avoid, and the consequences of which thecompany is unable to prevent by the exercise of reasonable diligence.

25 Except under special arrangements previously made in writing by an officer of the Company soauthorised, the Company accepts no responsibility with regard to any failure to adhere to agreeddeparture or arrival dates of Goods.

26 (A) Subject to clause 2(B) and 11(B) above and sub-clause (D) below, the Company’s liability howsoever arising and, notwithstanding that the cause of loss or damage be unexplained, shall not exceed:

(i) in the case of claims for loss or damage to Goods:

(a) the value of any loss or damage; or

(b) a sum at the rate of 2 SDR per kilo of the gross weight of any Goods lost or damaged

whichever shall be the lesser.

(ii) subject to (iii) below, in the case of all other claims:

(a) the value of the subject Goods of the relevant transaction between the Company and itsCustomer; or

(b) where the weight can be defined, a sum calculated at the rate of 2 SDR per kilo of the grossweight of the subject Goods of the said transaction; or

(c) 75,000 SDR in respect of any one transaction,

whichever shall be the lesser.

(iii) in the case of an error and/or omission, or a series of errors and/or omissions which arerepetitions of or represent the continuation of an original error and/or omission:

(a) the loss incurred; or

(b) 75,000 SDR in the aggregate of any one trading year commencing from the time of the makingof the original error and/or omission,

whichever shall be the lesser.

For the purposes of clause 26(A), the value of the Goods shall be their value when they were, or should have been, shipped. The value of SDR shall be calculated as at the date when the claim is received by the Company in writing.

(B) Subject to clause 2(B) above and sub-clause (D) below, the Company’s liability for loss or damageas a result of failure to deliver, or arrange delivery of goods, in a reasonable time, or (where there isa special arrangement under Clause 25) to adhere to agreed departure or arrival dates, shall not inany circumstances whatever exceed a sum equal to twice the amount of the Company’s charges inrespect of the relevant contract.

(C) Save in respect of such loss or damage as is referred to at sub-clause (B), and subject to clause 2(B)above and sub-clause (D) below, the Company shall not in any circumstances whatsoever be liablefor indirect or consequential loss such as (but not limited to) loss of profit, loss of market, or theconsequences of delay or deviation, however caused.

(D) On clearly stated instructions in writing declaring the commodity and its value, received from theCustomer and accepted by the Company, the Company may accept liability in excess of the limitsset out in sub-clauses (A) to (C) above upon the Customer agreeing to pay the Company’s additionalcharges for accepting such increased liability. Details of the Company’s additional charges will beprovided upon request.

27 (A) Any claim by the Customer against the Company arising in respect of any service provided for the Customer, or which the Company has undertaken to provide, shall be made in writing and notified to the Company within 14 days of the date upon which the Customer became, or ought reasonably to have become, aware of any event or occurrence alleged to give rise to such claim, and any claim not made and notified as aforesaid shall be deemed to be waived and absolutely barred, except where the Customer can show that it was impossible for him to comply with this time limit, and that he has made the claim as soon as it was reasonably possible for him to do so.

(B) Notwithstanding the provisions of sub-paragraph (A) above, the Company shall in any event bedischarged of all liability whatsoever and howsoever arising in respect of any service provided for theCustomer, or which the Company has undertaken to provide, unless suit be brought and writtennotice thereof given to the Company within nine months from the date of the event or occurrencealleged to give rise to a cause of action against the Company.


28 (A) These conditions and any act or contract to which they apply shall be governed by English law.

(B) Any dispute arising out of any act or contract to which these Conditions apply shall, save as providedin (C) below, be subject to the exclusive jurisdiction of the English courts.

(C) Notwithstanding (B) above, the Company is entitled to require any dispute to be determined byarbitration.

(D) The Company may exercise its rights under (C) above either by itself commencing arbitration inrespect of a dispute or by giving written notice to the Customer requiring a dispute to be determinedby arbitration.

(E) In the event that the Company exercises its rights under (C) above, the corresponding arbitrationshall be conducted as follows:

(i) Where the amount claimed by the claimant is less than £400,000, excluding interest, (or suchother sum as the Company and Customer may agree, and subject to (iii) below), the reference shallbe to a tribunal of three arbitrators and the arbitration shall be conducted in accordance with theLMAA Intermediate Claims Procedure applicable at the date of the commencement of the arbitrationproceedings;

(ii) Where the amount claimed by the claimant is less than £100,000, excluding interest, (or suchother sum as the Company and Customer may agree, and subject to (iii) below), the reference shallbe to a sole arbitrator and the arbitration shall be conducted in accordance with the LMAA SmallClaims Procedure applicable at the date of the commencement of the arbitration proceedings;

(iii) In any case where neither of the LMAA Procedures referred to in (i) and/or (ii) above applies, thereference shall be to three arbitrators in accordance with the LMAA Terms applicable at the date ofthe commencement of the arbitration proceedings.