General Terms and Conditions
of Orano NCS GmbH for forwarding and transportation services (“Orano NCS-GTC”)
1 Scope of Application
1.1. Orano NCS (hereinafter: “Orano NCS”) provides the customer with forwarding and transportation services, above all for the movement of radioactive materials, in particular complete forwarding services by rail, road, air and water (sea and inland waterways) and supplementary forwarding services.
These services are provided under the conditions agreed in the order, in addition to these General Terms and Conditions. In addition, the Special Terms and Conditions listed in section 1.3 apply in their respective current version. Mandatory statutory provisions shall remain unaffected. The Orano NCS-GTC and the Special Terms and Conditions in Section 1.3 can be viewed on the Orano NCS website at www.orano-ncs.com. These will be transmitted to the customer in text format upon request.
1.2. The customer’s General Terms and Conditions of Purchase shall only apply if expressly accepted in writing by Orano NCS. We hereby expressly object to any reference by the customer to his own General Terms and Conditions.
1.3. In addition, the following Special Terms and Conditions shall apply:
1.3.1 For heavy haulage, voluminous consignments and crane work, the “General Terms and Conditions of the German Federal Working Group Heavy Haulage and Crane Work – AGB/BSK” shall apply– and also the German Freight Forwarder’s Standard Terms and Conditions (ADSp) within the meaning of Section 1.3.4 of the Orano NCS-GTC.
1.3.2 For maritime transportation, the “Bill of Lading Terms and Conditions of Orano NCS” shall apply, in English and in the version prevailing at the time the order was placed.
1.3.3 For transportation by inland waterways, the “International Loading and Transport Conditions” for inland waterways (IVTB)“ shall apply.
1.3.4 For all other forwarding, freight, storage and any other services generally associated with the forwarding industry, “German Freight Forwarder’s Standard Terms and Conditions – ADSp” shall apply in the version dated 01.01.2016.
2 Offer / Contract, Liability of the Customer
2.1. The basis for the service to be provided by Orano NCS is in principle a contract in written form. Subsequent changes must also be made in writing.
2.2. The offer by Orano NCS upon which the contract is based, including the quoted price, is based on the details supplied by the customer of the weight, centre of gravity, dimensions and technical nature of the goods, including dimensioned diagrams and requirements for the service.
2.3. Orano NCS will produce a transportation concept based on the customer’s details and requirements, which will form the basis for any transport permits that will have to be obtained from the authorities, railroad infrastructure managers or railroad transportation companies.
2.4. The offer is non-binding until the order is confirmed by Orano NCS. It is subject to the reservations set out therein and to the following reservations
- the availability of routes and timetable paths,
- inspection and approval procedures of authorities, infrastructure managers,
- railway companies or other third parties whose involvement is compulsory, which – according to the best judgement of Orano NCS – do not cause any expense beyond what is usual, and
- no conditions being imposed by aforementioned third parties that leads to increased costs or an increase in the time required compared to the offer.
2.5. If dimensions, weight or other – particularly nuclear – characteristics of the goods deviate from the details given by the customer, Orano NCS can at their professional discretion, either make the efforts required to render their services and invoice the customer the resulting additional costs or terminate the contract. § 417 of the German Commercial Code (HGB) applies correspondingly; Orano NCS must only grant the customer a period of grace if, in the professional estimation of Orano NCS this will allow the services to be rendered in accordance with the contract. Orano NCS will bill the customer any additional costs that result from circumstances that are the subject of the reservations referred to in Section 2.4.
2.6. The customer shall be liable for all damage and expenses that arise for Orano NCS due to incorrect or omitted details by the customer concerning dimensions, weight and other characteristics of the goods, such as nuclear characteristics and/or dangerous goods in particular. The legal liability of the customer in his capacity as sender in terms of the law concerning the carriage of goods shall remain unaffected.
2.7.The legal liability of the customer in his capacity as sender in terms of the law concerning the carriage of goods shall remain unaffected Orano NCS offers to create feasibility studies, the scope of and remuneration for which must be agreed separately.
2.8. Unless otherwise agreed, the customer is responsible for the procurement and timely provision of packaging, containers and any other protective equipment required for the transportation of nuclear goods. He is then liable for the suitability of the material provided. If Orano NCS determines within the scope of its inspections that the material provided is not suitable for the protection of the goods during transportation, Orano NCS may terminate the order set the customer an appropriate period of grace. Any costs arising shall be borne by the customer.
3.1. Without the written consent of Orano NCS, the customers may not pass equipment provided by Orano NCS (containers, transportation accessories, etc.) to third parties.
3.2. If not otherwise agreed, the customer shall be responsible for loading and unloading the means of transportation in a safe and secure manner. He must examine the equipment provided by Orano NCS for loading for its suitability for the planned transport and report any defects immediately.
3.3. The customer agrees to his goods being transported on open vehicles that are not covered by tarps. If the customer issues no instructions to the contrary, loading on deck is permitted on inland waterway vessels and sea-going ships.
4 Execution of Order, Adherence to Deadlines
4.1. Orano NCS renders its services with the due diligence of a prudent businessman.
4.2. The customer shall undertake to guarantee that the characteristics of the goods to be transported permit the assignment to be undertaken in an orderly manner. He must ensure that the load is ready to be loaded without delay onto the transport vehicle and that the loading and unloading points are fully accessible.
4.3. Orano NCS is entitled to subcontract the service fully or in part to suitable subcontractors.
4.4. If the execution of the assignment is delayed for reasons that lie within the customer’s sphere, the customer shall bear the resulting costs incurred by Orano NCS. Orano NCS is authorised to charge reasonable demurrage, insofar as this does not already result from the conditions mentioned in Section 1.3.
4.5. The agreement of delivery deadlines requires a contract within the meaning of Section 2.1; any information provided by Orano NCS regarding delivery periods is otherwise non-binding and is subject to the reservation in the above Section 2.4.
5.1. As long as no compelling legal regulations intervene, the liability of Orano NCS in their capacity as forwarder and carrier is governed by the ADSp as defined in Section 1.3.4 of the Orano NCS-GTC. These contain liability regulations, which deviate to some extent from the statutory regulation. Particular reference is made to sections 22 – 25 of the ADSp.
5.2. Insofar as the customer desires an amount that exceeds the aforementioned liability, he can commission Orano NCS to provide supplementary insurance cover at his own cost.
5.3. Provided that claims for damages by the customer are in all other respects not caused by intent or gross negligence on the part of Orano NCS or Orano NCS is not liable under mandatory legislation, claims for damages of any kind against Orano NCS their employees and subcontractor that exceed the entitlements set down in the contract and the Orano NCS-GTC are excluded. This does not apply to the violation of essential contractual obligations, that is of such obligations whose fulfilment makes the proper execution of the contract at all possible and on compliance with which the customer may regularly rely; compensation in such cases is limited to the typical, foreseeable damages.
5.4. The customer’s employees shall not be regarded as subcontractors of Orano NCS.
5.5. The statutory provisions shall apply to notifications of damage by the customer. He must give Orano NCS an opportunity to inspect the damage.
6 Terms of Payment
6.1. Orano NCS invoices are due for immediate payment. The customer shall be in default after 30 days from the date of the invoice. There will be no special reminder. Orano NCS may charge the legal interest for late payment.
6.2. Any netting or withholding by the customer against claims by Orano NCS is excluded, unless his mature counterclaim is undisputed, ready for a decision or legally binding.
7 Place of Jurisdiction and Applicable Law
7.1. For all disputes arising from the contractual relationship (including counterclaim, check and bill of exchange proceedings), the sole place of jurisdiction is Hanau. Within the scope of mandatory jurisdiction (e.g. according to the CMR) Hanau is considered to be an additional place of jurisdiction.
7.2. The laws of the Federal Republic of Germany appertaining to domestic parties shall apply.
8 Supplementary Provisions
8.1. The customer agrees that the personal data voluntarily provided by him, such as name, address, phone number and contact details may be processed, stored, transmitted and used, insofar as this is necessary for the business transaction; he is entitled to inspect this.
8.2. Should individual provisions of this Orano NCS-GTC be or become invalid, this does not affect the validity of the other provisions. The invalid provision shall be replaced by a valid contractual provision corresponding to the original meaning.
8.3. Foreign language versions of these Orano NCS-GTC are only for translation purposes; the German text is the sole legally binding text.