GENERAL TERMS AND CONDITIONS OF LOGISTICS AND TRANSPORT SERVICES
1. Scope of Application
These General Terms and Conditions of Sale (the “GTC”) apply to the transport and/or logistics services and/or other related services provided by the John DRIEGE entities, for the benefit of the client and for all materialized or dematerialized information flows. The GTC are deemed accepted as-is by the Client and represent the sole agreement of the parties regarding their subject matter. They cancel and replace all previous documents on the same subject exchanged between the Parties. Therefore, the Client’s general purchasing terms, contractual specifications, and/or any equivalent documents do not apply to the Services. Any order entrusted by the Client to the Provider and accepted by the latter implies the express acceptance of the GTC by the Parties.
Logistics services are performed as obligations of means and according to the standard regulations for public refrigerated warehouses and general refrigerated warehouses as established by Articles L 522-13 to L 522-19 of the French Commercial Code and the Order of December 4, 1948 (“RPT Regulations”).
Transport services are provided:
(i) For domestic road transport in France, as obligations of result according to the public transport contract for perishable goods under controlled temperature in Annex V of Article D 3222-5 of the French Transport Code (“Standard Transport Contract”) and, where applicable, according to the freight forwarding contract of April 5, 2013, in Annex V of Article D 3224-3 (“Standard Freight Forwarding Contract”);
(ii) For domestic transport by road in other countries, according to applicable national laws and regulations, or otherwise under the Geneva Convention of May 19, 1956 (“CMR”);
(iii) For international road and combined transport, according to the CMR.
Where these texts are silent, the services will be governed supplementarily by the T.L.F. General Terms of Sale.
2. Service Execution
2.1 Client Obligations: The Client must communicate the gross weight of the products including packaging. Label indications must comply with legal, health, and traceability requirements. Unless previously agreed, only food-compatible goods are accepted.
2.2 Temperatures: Best-before/use-by dates and storage/transport temperatures are defined by law. Otherwise, the Client provides compliant instructions.
2.3 Refusal of Products: The Provider may refuse goods lacking sufficient identification or notice. The Client bears all consequences of incorrect or late declarations.
2.4 Product Ownership: Goods remain the property of the Client. The Provider acts as custodian and has no title.
2.5 Retrieval, Preparation & Shipment: Expired goods may not be removed unless for destruction. Without instruction, the Provider may destroy them at the Client’s cost. Products are prepared during working hours and transported according to a modifiable plan.
3. Pricing
Clients may request applicable rates. Prices are based on Client data and may change without notice. In case of unforeseeable economic, legal, or operational changes disrupting contractual balance, terms may be renegotiated.
4. Invoicing
Invoices are sent electronically unless requested otherwise. Paper copies may incur administrative fees. Payment is due within 30 calendar days without discount. Any deduction or compensation by the Client is excluded. Late payment will result in immediate due date of all outstanding amounts, interest at ECB rate +10%, and a fixed recovery fee of €40 or more if justified.
5. Liability
5.1 Transport & Logistics: Liability is governed by the applicable RPT, Standard Transport Contract, Standard Freight Forwarding Contract, or CMR. Where no specific law applies, CMR rules apply.
5.2 Scope of Liability: Limited to direct material damage caused by the Provider. Exclusions include:
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Product manufacturing, labeling (per EU Regulation 1169/2011), microbiological standards (EU 2073/2005), or import declarations
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Intangible damages (loss of income, image, etc.)
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Failures due to EDI, hardware/software issues beyond the Provider’s control.
Client and its insurers waive claims for excluded damages and will ensure insurance coverage or guarantee the Provider.
6. Insurance
6.1 Transport: If product value exceeds legal liability limits, Client may request “ad valorem” insurance, subject to Provider approval and premium. Instructions must be renewed per shipment.
6.2 Logistics: Provider covers accidental damage it is liable for. Client must declare real product value monthly. Compensation based on selling or cost price, excluding VAT and deducting unspent costs.
7. Confidentiality
Client agrees to treat all information received during service execution as strictly confidential and not to disclose it without written consent from the Provider.
8. Intellectual Property
Unless stated otherwise, the Provider’s group owns all content, visuals, specifications, and know-how in the GTC or shared documents. The Client or any third party may not use these without written authorization.
9. Force Majeure
Each Party’s obligations are suspended without liability in case of unforeseeable, external force majeure events (e.g., strikes, embargo, supply shortage). If prolonged over 30 business days, the Parties will meet to determine next steps. Deadlines are extended accordingly.
10. Audit
Before any audit, the Client must notify the Provider at least 7 business days in advance with audit scope and method. All audit costs are borne by the Client.
11. Non-Performance Exception
In case of serious breach, each Party waives the right to have a third party perform the obligations of the defaulting Party or to accept imperfect performance with a proportional price reduction.
12. Duration
In ongoing commercial relationships, either Party may terminate by registered letter with acknowledgment, subject to reasonable notice in accordance with Article L 442-6 of the French Commercial Code.
13. Intuitu Personae
The Provider commits to performing services using its own means but may subcontract any part. Group subsidiaries are not considered subcontractors. Rights and obligations may be freely assigned within the John DRIEGE group.
14. Data Protection
John DRIEGE follows a General Data Protection Policy under GDPR (EU 2016/679). The Client is invited to consult the most recent version on the company’s website.
15. Dispute Resolution
French law applies. Disputes unresolved amicably within 30 business days shall be submitted to the Commercial Court of Boulogne-Sur-Mer.
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