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Udruga pomorskih agenata Hrvatske |
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Udruga pomorskih agenata Hrvatske |
GENERAL TERMS AND
CONDITIONS OF THE CROATIAN MARITIME AGENTS
(Members
of The Association of Shipbrokers and Agents of Croatia)
I - INTRODUCTION
Article
1
The
General Terms and Conditions regulate the contractual relations arising when a
national or foreign Principal engages ship or freight agency services from a Croatian Maritime Agent. Unless the contrary is
expressly agreed upon between the parties it is presumed that the Principal
accepts the General Terms and Conditions as an integral part of the contract for
ship and freight
agency services.
Article
2
The
Maritime Agent is a national legal person, registered for performing ship
and freight agency services, who performs ship and freight
agent’s functions for and behalf of the Principal or in his own name.
Article
3
The
Maritime Agent in executing an order shall assist the Principal, represent him
in accordance with a general or special authority and mediate between the
Principal and his co-contractors.
A
special agency agreement for executing a single order from case to case,
relating to the services mentioned in the preceding paragraph may be explicit in
writing, oral or implied while a general agency agreement of standing engagement
for performing ship and freight agency services in a designated area must be
evidenced in writing.
At
the request of the agents the concluded agreements shall be confirmed in
writing.
Article
4
Under
a special agency agreement the Maritime Agent is authorised to perform for the
Principal a designated service and under a general agency agreement the Maritime
Agent is authorised to perform for the Principal all services, or designated
types of services in a designated area for a definite or indefinite period of
time.
In
case of doubt whether an agreement is a general or a special agency agreement it
shall be presumed that a special agency agreement has been concluded.
Article
5
Unless
otherwise agreed upon between the parties it is presumed that the Maritime Agent
is authorised to perform particularly the following functions:
1. Assist the Principal;
2. Assist the representative of the carrier, the beneficiaries of the
carriage, the crew in the clearance of the means of transport and of the goods;
3. Assist the passengers in embarking and disembarking;
4. Mediate in the negotiations for the conclusion of contracts and conclude
contracts for:
a)
The exploitation of the means of transport;
b)
The carriage of passengers;
c)
The sale and purchase, repair and maintenance of the means of transport;
d)
The economical exploitation of containers;
e)
Insurance;
f) The discharging, loading, transhipment and warehousing of cargoes;
g)
Providing the means of transport with fuel and stores;
h) The supervision of the means of transport and of the cargo;
i) The conclusion of other contracts relating to the ship and freight
agent’s work;
5.
Marketing and canvassing;
6. The sale of passenger tickets;
7. Assist in engaging crew for the means of transport;
8. Assist in the general average proceedings;
9. Issue transport and other documents for the clearance of the means of
transport;
10. Assist in the settlement of disputes relating to the activities in which
the Principal is involved;
11. Provide supervision service during loading and
12. Determine the condition of the cargo as to quantity and quality;
13. Perform forwarder’s services, particularly services in transhipment, in
carriages performed by several carriers, in carriage in containers and in
multimodal carriage in general;
14. Management of the means of transport of the carrier;
15. Perform secondary services such as: travel agency, money exchange, motor
boat transport, transport by land by own vehicles, mediation passports, visas
and circulation permits in the border zone, engagement of watchmen on board the
ship and other similar services.
The
Maritime Agent is authorised and bound to perform also all other work while
carrying out the order in connections therewith.
Article
6
When
the Maritime Agent is acting for and on behalf of the Principal, he is bound to
emphasise his capacity of an agent by using the words “for and on behalf of”, “as
agent only” adding thereafter the name of the Principal.
If
the agent fails to put the reserve according to the provisions of the preceding
paragraph it is presumed that he acts in his own name.
Article
7
Should
the Principal limit the ship agent’s authorisation in respect to the functions
enumerated in Article 5, such limitation shall have no legal effect against
third persons to whom such limitation was unknown nor ought to have, according
to the circumstances of the case, been known, even if the agent did put the
reserve according to the provisions of Art. 6.
Article
8
The
offers made by the Maritime Agent shall be binding for the Principal if made
within the limits of their authorisation.
Article
9
The
Maritime Agent is not authorised to represent the Principal in court,
arbitration nor in administrative proceedings.
Article
10
The
Maritime Agent shall act with the due diligence of a prudent agent and in
accordance with the customs of the profession, of the national and international
trade, and shall exercise such diligence in choosing persons whose services he
engages.
Article
11
The
agent-broker shall keep a mediation journal and shall issue a mediation
memorandum for business in which he mediates.
Article
12
The
Maritime Agent is bound to safe keep for three years the copies of the documents
issued and received in connection with the execution of an order. Such documents
shall be considered business secrets and cannot be alienated without the consent
of the Principal unless otherwise prescribed.
Article
13
The
Maritime Agent shall keep the Principal informed of the execution of the order
and on the situation of the market.
Article
14
The
Maritime Agent is bound to request from
the Principal advance-money for covering the expenses and the ship and freight
agency fee.
Article
15
The
Maritime Agent is bound, within the prescribed period of time, to settle with
the Principal the fees and the expenses incurred for his services and also
render to the Principal an account on the state of his funds.
Article
16
The
Maritime Agent is bound to keep business books containing separate
debt-and-credit items of the Principal.
Article
17
The
special agent shall perform the agency services either personally or through his
employees. The general agent may appoint a sub-agent of which he shall be bound
to inform the Principal. The agent cannot transfer to the sub-agent a wider
authority than the one, which has been given to him.
Article
18
The
Principal is bound to give to the agent clear orders, information and documents
for the performance of his functions before the rendering of the agency services
has started.
Article
19
The
Principal is bound according to Maritime Code to reimburse to the Maritime Agent
the expenses incurred and pay him the agency fee.
The Principal is bound according to Maritime Code
to give to the Maritime Agent
advance-money for the expected expenses and fees.
Article
20
The
agency fee is paid as remuneration or as a commission.
The agency fee is fixed by contract or by tariff.
If
in mediation for the conclusion of contracts for the employment of the means of
transport the amount of the commission has not been agreed upon, the agent shall
be entitled to a commission of not less than 2% on the total gross amount earned
by the Principal’s business.
The
agent is entitled to a commission for mediation in the
conclusion of the contract, irrespective whether it has been executed or
not. In all other cases the agent shall be entitled to a fee after the service
has been rendered.
Article
21
The
Maritime Agent is entitled according to Maritime Code to the advance-money to
cover his expenses, expenses incurred for Principal’s account and
remuneration.
All
expenses incurred for the transfer of funds shall be borne by the Principal.
Article
22
The
Maritime Agent according to Maritime Code have a contractual right of retention
of the
property of the Principal while in the agent’s possession for covering his
fees, expenses and other claims arising from whatever reason and at whatever
time.
Article
23
The
Maritime Agent is entitled to collect from the Principal at any time the matured
credits by compensation.
The
Maritime Agent is entitled to charge for the outstanding claims an interest of
12%.
The
Maritime Agent is entitled to collect the claims expressed in a foreign currency
in that same currency, or in another currency of his choice, at the daily rate
of exchange of such currency against the one in which the credit was expressed
on the day when the bill matured, or on the day of payment, in the option of the
Maritime Agent.
Article
24
The Maritime Agent is liable
to the Principal for any damages, which may be attributed to his
of his employees’ fault.
The
agent is liable for damages caused by the fault of the persons whose services he
engaged for his activity, or who render services to the Principal, only in case
of gross negligence in the choice of such persons, provided that the damages are
in connection with the acts or omissions of such persons.
Article
25
If
the damages may be attributed to the gross negligence of the agent, of his
employees, of the sub-agent appointed by him, or of the persons chosen to
perform services for the Principal, the Maritime Agent is liable particularly
for: non-compliance with the orders received, exceeding the authorisation given
to him in the agency agreement, failure to use due diligence, omissions in
informing or inaccurate informing or the Principal and for non-rendering of
account.
Article
26
The
Maritime Agent is in any case entitled to limit his liability for damages
mentioned in the preceding paragraph up to the amount of the fee due to him for
his services.
When
the Principal may limit his liability against third persons, the Maritime Agent
is also entitled to avail himself of the benefits of such limitation.
Article
27
Article 28
The Croatia law shall always apply to the activity of the
Maritime Agent wherever it may be exercised..
Article 29
The General Terms and Conditions as well as any alterations of
and additions to the same are brought by consensus of the members at the
Assembly of the Association of Shipbroker and Agents of Croatia.
Article
30
The General Terms and Conditions shall come into force after acceptance by the Association of Shipbrokers and Agents of Croatia and shall apply as from March1, 2009.
Rijeka,
16.2.2009.