Version 2026/01
Effective from: 31.08.2026

These CAMIONA General Conditions of Carriage apply to transport orders issued by CAMIONA MB and form an integral part of the respective Transport Order, unless expressly agreed otherwise in writing.

1. Definitions and Scope

1.1 Customer. CAMIONA MB, issuing the Transport Order.

1.2 Carrier. The transport company or other legal entity accepting and/or performing the Transport Order.

1.3 Transport Order. The written transport instruction issued by the Customer specifying the agreed Transport Service, including the route, Cargo, loading and unloading details, Freight and any expressly stated operational, technical or security requirements.

1.4 Agreement. The Transport Order together with these General Conditions and any other document expressly incorporated into the Transport Order or expressly accepted by both Parties in writing.

1.5 Transport Service. The carriage of the Cargo and any related services expressly agreed in the Transport Order.

1.6 Cargo. The goods, products, materials, packaging, pallets, load carriers or other items accepted for carriage under the Transport Order.

1.7 Freight. The remuneration agreed in the Transport Order for the proper performance of the Transport Service.

1.8 Special Requirements. Any operational, technical, security or other requirement exceeding normal road transport practice, including requirements concerning guarded or certified parking, specific vehicle type, dual drivers, GPS monitoring, seals, temperature control, prohibition of transhipment or other enhanced security measures.

1.9 Vehicle. The tractor unit, truck, trailer, semi-trailer, container or other transport equipment used for the performance of the Transport Service.

1.10 Subcontractor. Any third-party carrier engaged by the Carrier to perform all or part of the Transport Service.

1.11 CMR Convention. The Convention on the Contract for the International Carriage of Goods by Road, where applicable to the Transport Service.

1.12 CMR Waybill. The international consignment note used in connection with carriage governed by the CMR Convention.

1.13 POD. Proof of Delivery, including a signed or otherwise duly confirmed CMR Waybill, delivery note or other document confirming delivery of the Cargo.

1.14 Waiting Time. The period during which the Vehicle is required to wait at a loading, unloading, customs or other agreed location in connection with the Transport Service.

1.15 Demurrage Confirmation. A CMR Waybill entry, POD, time record, written confirmation, electronic record or other reasonable evidence confirming the Vehicle’s arrival, waiting and/or departure time.

1.16 Written Form. Communication recorded in writing, including e-mail and other electronic communication used between the Parties, unless mandatory law requires another form.

1.17 ADR. The Agreement concerning the International Carriage of Dangerous Goods by Road, as amended from time to time.

2. Scope of Application & Contract Documents

2.1 These General Conditions apply to every Transport Order to which they are attached, referred to or otherwise expressly made applicable, unless the Parties agree otherwise in writing.

2.2 The Agreement consists of the Transport Order, these General Conditions and any additional document expressly incorporated into the Transport Order or expressly accepted by both Parties in writing.

2.3 General terms and conditions, website terms, internal policies, manuals, operating procedures, security instructions or other external documents of either Party or any third party shall not form part of the Agreement merely because they are referred to generally, published online or otherwise made available. They shall become binding only where expressly incorporated into the Agreement in writing.

2.4 In the event of any conflict or inconsistency, the Transport Order shall prevail over these General Conditions. These General Conditions shall prevail over any other incorporated document unless the Transport Order expressly provides otherwise.

2.5 Mandatory provisions of applicable law and international conventions, including the CMR Convention where applicable, shall prevail to the extent that they cannot lawfully be modified by agreement.

3. Formation and Acceptance of the Transport Order

3.1 The Carrier shall confirm acceptance or rejection of the Transport Order in Written Form without undue delay.

3.2 The Agreement becomes binding upon the Carrier at the earliest of: (a) acceptance of the Transport Order in Written Form; or (b) commencement of performance of the Transport Service.

3.3 Commencement of performance includes, without limitation, dispatching a Vehicle for the Transport Service, arrival at the loading location or acceptance of the Cargo.

3.4 By accepting the Transport Order or commencing performance, the Carrier confirms that it has received, reviewed and accepted the Transport Order and these General Conditions.

3.5 Any amendment, deviation, reservation or additional condition proposed by the Carrier shall be binding only if expressly accepted by the Customer in Written Form.

3.6 After acceptance of the Transport Order, the Carrier may not unilaterally amend its terms. Any cancellation or inability to perform shall be subject to the Transport Order and these General Conditions.

4. Customer Obligations

4.1 The Customer shall provide the Carrier with all information reasonably available to it and necessary for the proper performance of the Transport Service.

4.2 The Customer shall clearly state all known Special Requirements in the Transport Order or subsequently agree them with the Carrier in Written Form.

4.3 The Customer shall provide the Carrier with available transport, customs and other documentation reasonably necessary for the performance of the Transport Service.

4.4 The Customer shall promptly communicate any material changes to the Transport Order or other circumstances known to it which may materially affect the performance of the Transport Service.

4.5 Where information or documentation originates from the shipper, consignee, customs broker or another third party, the Customer shall not be deemed to guarantee its accuracy where any inaccuracy was not known or reasonably apparent to the Customer. The Carrier shall promptly report any discrepancy or inconsistency discovered during performance.

4.6 Any additional costs or expenses claimed by the Carrier shall be reimbursable only where expressly approved by the Customer in Written Form or payable in accordance with Clause 12.8.

4.7 The Customer shall pay the agreed Freight in accordance with the payment terms stated in the Transport Order, subject to proper performance of the Transport Service and receipt of the required transport and supporting documents.

5. Carrier Obligations

5.1 The Carrier shall perform the Transport Service with due professional care and in accordance with applicable law, the Transport Order and these General Conditions.

5.2 The Carrier shall possess and maintain all licences, permits, authorisations and insurance required by applicable law and necessary for the proper performance of the Transport Service.

5.3 The Carrier shall use suitably qualified drivers and Vehicles appropriate for the Cargo and the requirements expressly agreed for the Transport Service.

5.4 The Carrier shall comply with all instructions and Special Requirements expressly stated in the Transport Order or subsequently agreed by the Parties in Written Form.

5.5 The Carrier shall not be responsible for compliance with any Special Requirement that was not expressly stated in the Transport Order or subsequently accepted by the Carrier in Written Form.

5.6 If the information in the Transport Order materially differs from the CMR Waybill, other transport documents or the actual circumstances at the loading location, the Carrier shall promptly notify the Customer and, where reasonably possible, obtain instructions before departing from the loading location.

5.7 The Carrier shall immediately notify the Customer of any actual or expected material delay, accident, Cargo loss or damage, customs issue, police or governmental intervention, Vehicle breakdown, security incident or other circumstance which may materially affect the Transport Service.

5.8 The Carrier shall take reasonable measures to protect the Cargo from loss, damage, theft and unauthorised access during the period for which the Carrier is responsible for it.

5.9 The Carrier shall provide reasonable information regarding the progress of the Transport Service upon request of the Customer and shall cooperate with the Customer in resolving operational incidents affecting the transport.

6. Vehicle, Driver & Equipment Requirements

6.1 The Carrier shall provide a roadworthy, clean and technically suitable Vehicle and trailer appropriate for the Cargo and the agreed Transport Service.

6.2 The Vehicle, trailer and equipment shall comply with all applicable technical, safety and legal requirements and shall have all documents, inspections, permits and approvals required by applicable law.

6.3 The Carrier shall ensure that the driver holds all valid licences, qualifications and documents required for the performance of the Transport Service.

6.4 The Carrier shall provide the standard cargo-securing equipment reasonably necessary for the agreed Transport Service, including suitable securing straps and other customary securing equipment.

6.5 Any non-standard or special Vehicle, trailer, equipment or technical requirement shall apply only if expressly stated in the Transport Order.

6.6 If the Carrier becomes aware before or during the Transport Service that the Vehicle, trailer or equipment is unsuitable, defective or otherwise unable to meet the agreed requirements, the Carrier shall immediately notify the Customer and take reasonable measures to prevent loss or damage.

7. Loading, Unloading & Cargo Handling

7.1 The Carrier shall ensure that the driver attends and supervises the loading and unloading process to the extent reasonably permitted at the respective location and shall exercise due care in relation to the Cargo throughout such operations.

7.2 At loading, the Carrier shall, insofar as reasonably possible, verify the number of packages, their marks and numbers, the apparent condition of the Cargo and packaging, and their consistency with the Transport Order and transport documents.

7.3 Any visible damage, defective or insufficient packaging, discrepancy in quantity, markings or documentation, or other apparent irregularity shall be immediately reported to the Customer and clearly recorded as a reservation on the CMR Waybill or other relevant transport document before departure from the loading location.

7.4 If the driver is not permitted to attend, inspect or participate in the loading process, or is unable to verify the quantity, condition, placement or securing of the Cargo, the Carrier shall immediately inform the Customer and shall ensure that an appropriate reservation is entered on the CMR Waybill or other transport document.

7.5 The Carrier shall ensure that the Cargo is safely positioned and secured for road transport in accordance with applicable law and normal professional transport standards. The Carrier shall not depart from the loading location where the driver is aware, or reasonably should be aware, that the Cargo is manifestly unsafe for transport.

7.6 The Carrier shall ensure compliance with applicable maximum gross weight, axle-load and Vehicle dimension limits. If the Carrier becomes aware of an actual or suspected overload or improper weight distribution, it shall notify the Customer before departure and shall not continue the Transport Service in breach of applicable law.

7.7 Where seals are used, the Carrier shall, insofar as reasonably possible, verify that the seal has been properly applied and ensure that the seal number is correctly recorded in the CMR Waybill or other transport document. Any missing, damaged, broken or inconsistent seal shall be immediately reported to the Customer.

7.8 The Carrier shall not remove or break a seal, unload, reload, tranship, transfer or otherwise materially interfere with the Cargo without the Customer’s prior written approval, except where required by a competent authority or where immediate action is reasonably necessary to protect the Cargo, persons or property. The Customer shall be informed without undue delay of any such action.

7.9 At unloading, the Carrier shall ensure that any visible shortage, damage, refusal, reservation or other irregularity is properly recorded in the CMR Waybill or POD and shall immediately inform the Customer in accordance with these General Conditions.

8. Special Transport & Security Requirements

8.1 The Carrier shall comply with all special transport, operational and security requirements expressly stated in the Transport Order.

8.2 Such requirements may include guarded, fenced or TAPA-compliant parking, dual drivers, specific Vehicle or trailer type, GPS monitoring, prohibition of transhipment, security escort, seals, temperature control or other enhanced security or operational measures.

8.3 The Customer shall communicate to the Carrier before acceptance of the Transport Order any special requirement received from the shipper, consignee or any other third party.

8.4 Requirements not expressly stated in the Transport Order shall not become binding upon the Carrier solely by reference to any website, general terms and conditions (AGB), operating procedure, security manual or other external document.

8.5 Any additional or modified special requirement communicated after acceptance of the Transport Order shall become binding only if expressly accepted by the Carrier and may give rise to an adjustment of the Freight, schedule or other agreed conditions.

9. Parking & Vehicle Security

9.1 The Carrier shall exercise reasonable care in selecting parking locations and shall take into account the security of the Cargo, the Vehicle, the surrounding circumstances, the route and the availability of suitable parking.

9.2 The Carrier shall comply with any requirement for guarded, fenced, certified or TAPA-compliant parking expressly stated in the Transport Order.

9.3 Where no specific parking requirement is stated in the Transport Order, the Carrier shall nevertheless select legally permitted parking locations which are reasonably suitable and secure having regard to the circumstances of the Transport Service.

9.4 If compliance with an expressly agreed parking requirement becomes impossible or reasonably impracticable, the Carrier shall immediately notify the Customer and take reasonable measures to protect the Cargo and Vehicle and, where reasonably possible, obtain further instructions from the Customer.

10. High-Value & Theft-Attractive Cargo

10.1 The Carrier shall exercise particular care when transporting high-value, theft-attractive or otherwise security-sensitive Cargo and shall take reasonable measures to protect the Cargo against theft, loss, damage or unauthorised access.

10.2 The Carrier shall ensure that the Vehicle and Cargo are properly secured whenever the Vehicle is parked or left unattended.

10.3 The Carrier shall comply with all security requirements expressly stated in the Transport Order, including requirements relating to guarded, fenced or TAPA-compliant parking, GPS monitoring, route restrictions, seals, dual drivers, security escort or restrictions on unattended parking.

10.4 The Carrier shall ensure that the driver follows the agreed security requirements throughout the Transport Service and shall immediately notify the Customer of any security incident, suspicious circumstance or inability to comply with an agreed security requirement.

10.5 The Carrier shall not leave the Vehicle or Cargo in circumstances which, considering the nature of the Cargo and the surrounding conditions, create an obvious and unreasonable risk of theft or loss.

11. Dangerous Goods (ADR) & Prohibited Cargo

11.1 Where the Cargo is identified in the Transport Order or accompanying transport documents as dangerous goods, the Carrier shall perform the Transport Service in full compliance with the ADR and all other applicable laws and regulations governing the carriage of dangerous goods.

11.2 By accepting a Transport Order involving dangerous goods, the Carrier confirms that it possesses all licences, permits, approvals and qualifications required for such transport and that the Vehicle, driver and equipment comply with the applicable ADR requirements.

11.3 The Carrier shall ensure that any driver performing an ADR transport holds a valid ADR certificate where required and that the Vehicle carries all mandatory safety equipment, protective equipment, markings, placards, fire extinguishers and documents applicable to the relevant Cargo.

11.4 Before departure from the loading location, the Carrier shall, insofar as reasonably possible, check that the dangerous goods information and markings made available for the transport are consistent with the Transport Order and transport documents. Any apparent discrepancy, missing information or irregularity shall be immediately reported to the Customer before departure.

11.5 If Cargo presented for loading appears to contain dangerous goods which were not identified as such in the Transport Order, or if the Carrier reasonably believes that the transport cannot lawfully or safely be performed, the Carrier shall immediately notify the Customer and shall not depart from the loading location until the situation has been clarified or lawful instructions have been received.

11.6 The Carrier shall not knowingly accept or transport Cargo whose carriage is prohibited by applicable law, including goods subject to applicable transport prohibitions, sanctions or other legal restrictions. Any suspected prohibition or restriction identified during the Transport Service shall be immediately reported to the Customer.

11.7 The Carrier shall be responsible for fines, penalties, losses, delays and reasonable additional costs resulting from its failure to comply with ADR requirements or other legal obligations applicable to the Carrier, its Vehicle, driver, employees or subcontractors, subject to mandatory applicable law.

12. Waiting Time / Demurrage

12.1 The Carrier shall comply with the agreed loading and unloading dates and times and shall immediately notify the Customer if any delay or late arrival is expected.

12.2 Any free waiting period, demurrage rate or other waiting-time compensation expressly stated in the Transport Order shall apply.

12.3 Where the Transport Order does not specify a free waiting period or demurrage rate, Waiting Time or demurrage shall not be chargeable without the Customer’s prior written agreement.

12.4 Waiting Time shall commence only from the agreed loading or unloading time, or from the actual arrival of the Vehicle if the Vehicle arrives later. Early arrival shall not count as waiting time unless expressly requested or accepted by the Customer.

12.5 The Carrier shall promptly notify the Customer when chargeable waiting time begins and shall provide a Demurrage Confirmation upon request.

12.6 No waiting time or additional costs shall be payable to the extent that the delay results from the Carrier’s late arrival, Vehicle breakdown, missing or incorrect documents for which the Carrier is responsible, driver-related issues or any other circumstance attributable to the Carrier.

12.7 The Carrier shall take reasonable measures to minimise any delay and the resulting costs and shall keep the Customer informed of any material development affecting the agreed schedule.

12.8 Extraordinary expenses incurred during the Transport Service shall require the Customer’s prior approval, except where immediate action is reasonably necessary to prevent material loss or damage. In such case, the Carrier shall notify the Customer without undue delay and provide supporting evidence of the expenses upon request.

13. Transport Documents & POD

13.1 The Carrier shall ensure that the CMR consignment note and all other transport documents are properly completed and, where applicable, signed or stamped by the shipper and consignee.

13.2 Upon completion of unloading, the Carrier shall obtain a clear and legible Proof of Delivery (POD), showing any reservations, shortages, damage or other remarks made at delivery.

13.3 The Carrier shall send the Customer a clear electronic copy or photograph of the signed CMR and POD without undue delay and, unless otherwise stated in the Transport Order, no later than twenty-four (24) hours after completion of unloading.

13.4 The Carrier shall immediately inform the Customer if the consignee refuses to sign or stamp the CMR or POD, makes any reservation or remark, refuses the Cargo, or if any transport document cannot be obtained as expected.

13.5 Where original documents are required by the Transport Order or subsequently reasonably requested by the Customer, the Carrier shall dispatch the originals without undue delay and shall retain copies until completion of the relevant payment and claims period.

13.6 The Carrier shall provide any additional transport-related documents reasonably required by the Customer, including delivery receipts, pallet documents, temperature records, seal records, photographs or other evidence relating to the performance of the Transport Service, where applicable.

13.7 Where submission through a specified electronic portal is required, the Carrier shall submit the documents accordingly. In case of a technical failure preventing submission, the Carrier shall notify the Customer and send the documents by e-mail without undue delay.

13.8 The Carrier’s invoice shall contain the Customer’s Transport Order number and any other reference expressly required in the Transport Order.

14. Liability & Indemnification

14.1 The Carrier shall be liable for loss of, damage to or delay in delivery of the Cargo in accordance with the CMR Convention and other applicable mandatory law.

14.2 The Carrier shall be responsible for the acts and omissions of its drivers, employees, subcontractors, agents and any other persons engaged by it in the performance of the Transport Service as if such acts or omissions were those of the Carrier itself.

14.3 The Carrier shall be liable for losses, costs, expenses and third-party claims arising from its breach of the Transport Order, these General Conditions, applicable law or any expressly agreed transport or security requirement.

14.4 The Carrier shall indemnify the Customer against reasonable losses, costs, claims, penalties and expenses, including reasonable legal and administrative costs, to the extent caused by the Carrier’s breach, negligence or wrongful act or omission.

14.5 The Carrier shall remain responsible for the Cargo throughout the period during which it is in the Carrier’s custody or control, subject to the provisions and limitations of mandatory applicable law.

14.6 No limitation or exclusion of liability contained in the Carrier’s own general terms, website, invoice, confirmation, CMR note or other document shall apply unless expressly accepted by the Customer in writing.

14.7 Any statutory or contractual limitation of the Carrier’s liability shall apply only to the extent permitted by mandatory law and shall not apply where such limitation is excluded under the CMR Convention or other applicable mandatory law.

15. Insurance

15.1 The Carrier shall, at its own cost, maintain valid and fully paid CMR carrier’s liability insurance and any other insurance required by applicable law throughout the performance of the Transport Service.

15.2 Such insurance shall be valid for the vehicles, territories, routes and types of Cargo involved in the Transport Service and shall provide coverage appropriate to the nature and value of the Cargo and the Carrier’s potential liability.

15.3 Where the Transport Order specifies a minimum insurance limit, particular insurance coverage or any additional insurance requirement, the Carrier shall ensure compliance with such requirement before commencement of the Transport Service.

15.4 Upon request of the Customer, the Carrier shall promptly provide evidence of valid insurance, including the insurer, policy number, validity period, territorial scope, coverage limits and applicable deductibles.

15.5 The Carrier shall ensure that any approved subcontractor or performing carrier maintains insurance meeting the requirements of this Section. The use of a subcontractor shall not reduce or otherwise affect the Carrier’s responsibility towards the Customer.

15.6 The Carrier shall immediately notify the Customer of any cancellation, suspension, expiry, material reduction or other material change in its insurance coverage which may affect the Transport Service.

15.7 If the Carrier fails to maintain or, upon request, provide evidence of the required insurance, the Customer may reject the Vehicle, suspend or cancel the Transport Order and arrange replacement transport. The Carrier shall be responsible for reasonable losses and additional costs resulting from such failure, subject to mandatory applicable law.

15.8 The existence, amount, exclusions, deductibles or refusal of coverage under any insurance policy shall not limit or reduce the Carrier’s liability towards the Customer except to the extent required by mandatory applicable law.

16. Police, Customs & Government Authorities

16.1 The Carrier shall immediately inform the Customer of any inspection, stop, detention, seizure, arrest, sealing, unloading order or other intervention by customs, police, border, tax or other governmental authority affecting the Vehicle, Cargo, driver or Transport Service.

16.2 The Carrier shall promptly provide the Customer with all available information concerning such intervention, including the place, time, authority involved, reason given, reference or case number and any instructions received.

16.3 The Carrier shall comply with all lawful instructions of the competent authorities and shall take all reasonable measures to protect the Cargo, Vehicle and Customer’s interests and to minimise delay, loss and additional costs.

16.4 The Carrier shall not abandon, dispose of, transfer, release or permit the unloading of the Cargo, except where required by a competent authority or expressly authorised by the Customer. Where immediate compliance with an authority’s instruction is mandatory, the Carrier shall inform the Customer without undue delay.

16.5 The Carrier shall obtain and preserve, insofar as reasonably possible, copies of all reports, protocols, seizure or detention notices, inspection documents, photographs, receipts and other evidence relating to the intervention and shall provide such documents to the Customer upon request.

16.6 The Carrier shall not make any admission of liability, settlement or voluntary payment on behalf of the Customer without the Customer’s prior written approval, except where an immediate payment is legally required to secure release of the Vehicle , Cargo or driver. In such case, the Carrier shall notify the Customer as soon as reasonably possible and provide supporting evidence.

16.7 Any fines, penalties, detention costs, storage costs, additional transport costs or other losses resulting from the Carrier’s breach of applicable law, the Transport Order or these General Conditions, or from acts or omissions of the Carrier, its driver, employees or subcontractors, shall be borne by the Carrier, subject to mandatory applicable law.

16.8 The Carrier shall provide reasonable cooperation to the Customer in connection with any investigation, customs procedure, police matter or claim arising from the Transport Service, including after completion of the transport.

17. Claims Procedure

17.1 The Carrier shall immediately notify the Customer of any loss, shortage, damage, theft, accident, delay or other incident which may give rise to a claim.

17.2 The Carrier shall take all reasonable measures to prevent or minimise further loss or damage and shall follow the Customer’s reasonable instructions concerning the Cargo and the handling of the incident.

17.3 The Carrier shall preserve all relevant evidence, including photographs, CMR notes and reservations, delivery documents, seal details, GPS data, temperature records, driver statements, police or authority reports and any other documents relating to the incident.

17.4 In the event of visible loss or damage at loading or unloading, the Carrier shall ensure, insofar as reasonably possible, that the circumstances and reservations are accurately recorded on the CMR or other transport document and shall immediately provide the Customer with photographs and copies of the relevant documents.

17.5 Where an incident may be covered by the Carrier’s insurance, the Carrier shall notify its insurer without undue delay and shall provide the Customer, upon request, with the relevant claim reference and contact details of the insurer or claims handler. Notification of the insurer shall not release the Carrier from its obligations towards the Customer.

17.6 The Carrier shall not admit liability, agree any settlement, dispose of damaged Cargo, authorise destruction, repair or salvage, or otherwise prejudice the Customer’s position without the Customer’s prior written approval, except where immediate action is required by law or necessary to prevent further loss.

17.7 Upon receipt of a claim or request relating to an incident, the Carrier shall promptly provide all documents, information and reasonable cooperation required for the investigation, handling or defence of the claim.

17.8 Any failure by the Carrier to comply with the notification, evidence preservation or cooperation requirements of this Section shall not relieve the Carrier of liability and the Carrier shall be responsible for any additional loss or prejudice reasonably resulting from such failure, subject to mandatory applicable law.

17.9 Nothing in this Section shall restrict or shorten any rights, remedies or statutory claim periods available to the Customer under the CMR Convention or other applicable mandatory law.

18. Force Majeure

18.1 A Party shall be relieved from liability for failure or delay in performance only to the extent that such failure or delay is caused by an extraordinary event beyond its reasonable control which could not reasonably have been foreseen, avoided or overcome despite the exercise of reasonable care, subject always to the CMR Convention and other applicable mandatory law.

18.2 The Carrier shall immediately notify the Customer of any event which may prevent or materially delay performance and shall provide all reasonably available information concerning the event, its expected duration and its effect on the Transport Service.

18.3 The Carrier shall take all reasonable measures to avoid or minimise the consequences of such event, protect the Cargo and resume performance as soon as reasonably possible.

18.4 Vehicle breakdown, lack of suitable vehicles or drivers, driver illness, shortage of personnel, expiration of driving or working time, fuel shortage, subcontractor failure, financial difficulties, administrative failures or other circumstances forming part of the Carrier’s normal operational risk shall not in themselves constitute Force Majeure.

18.5 Strikes, road closures, border disruptions, adverse weather conditions, governmental measures or similar circumstances shall constitute Force Majeure only where the requirements of Clause 18.1 are actually satisfied and the Carrier could not reasonably avoid or overcome their consequences.

18.6 The Carrier shall, upon request, provide reasonable evidence of the Force Majeure event and of the measures taken to minimise its consequences.

18.7 Where a Force Majeure event prevents performance or causes a delay which materially affects the purpose of the Transport Service, the Customer may cancel the affected Transport Order or arrange alternative transport without liability for the unperformed part of the Transport Service.

19. Customer Protection & Confidentiality

19.1 The Carrier shall treat as confidential all commercial, operational and other non-public information obtained in connection with the Transport Order, including customer and supplier details, freight rates, routes, transport volumes, loading and unloading locations, contact details and commercial arrangements.

19.2 The Carrier shall use such information solely for the purpose of performing the Transport Service and shall not disclose or make it available to any third party except where reasonably necessary for the performance of the Transport Service or required by applicable law.

19.3 The Carrier shall not, without the Customer’s prior written consent, directly or indirectly solicit, approach, negotiate with or provide transport or related logistics services to any customer, shipper, consignee or other commercial contact introduced to the Carrier through the Customer, where the purpose or effect is to bypass or circumvent the Customer.

19.4 Communication by the Carrier with shippers, consignees or other parties involved in the Transport Service shall be limited to matters reasonably necessary for the proper performance of the Transport Order. The Carrier shall not discuss freight rates, future transport opportunities or other commercial arrangements of the Customer unless expressly authorised by the Customer.

19.5 The Carrier shall not use information obtained through the Customer for its own commercial benefit or for the benefit of any third party, including for the purpose of offering competing transport or logistics services directly to the Customer’s commercial contacts.

19.6 The Carrier shall ensure that its employees, drivers, agents and subcontractors comply with the obligations of this Section and shall remain responsible for their acts and omissions.

19.7 The customer protection obligations under Clauses 19.3–19.5 shall continue for twelve (12) months after completion of the last Transport Service involving the relevant commercial contact. The confidentiality obligations shall continue for as long as the relevant information remains confidential or non-public.

19.8 In the event of a breach of this Section, the Customer shall be entitled to recover reasonable losses, costs and expenses resulting from such breach and to exercise any other remedies available under applicable law.

20. Subcontracting & Freight Exchanges

20.1 The Carrier shall not subcontract, assign, transfer or otherwise entrust the performance of all or any material part of the Transport Service to another carrier without the Customer’s prior written approval.

20.2 Where subcontracting is approved, the Carrier shall, before commencement of the Transport Service, provide the Customer upon request with the subcontractor’s full company details, vehicle registration numbers, driver details, transport licences and evidence of appropriate insurance.

20.3 Approval of a subcontractor shall not release or reduce the Carrier’s obligations or liability towards the Customer. The Carrier shall remain fully responsible for the acts and omissions of every subcontractor and performing carrier as if they were its own.

20.4 An approved subcontractor shall not further subcontract, assign or transfer the Transport Service to another carrier without the Customer’s prior written approval.

20.5 The Carrier shall not publish, re-offer, resell or otherwise make the Transport Order available on TIMOCOM, Trans.eu or any other freight exchange, load board, brokerage platform or similar service without the Customer’s prior written approval.

20.6 Where the Transport Order is accepted through a freight exchange or electronic platform, the Carrier shall ensure that the company accepting the Transport Order corresponds to the company actually contracting with the Customer. The Carrier shall immediately disclose any material discrepancy concerning its identity, company details or the identity of the performing carrier.

20.7 The Carrier shall ensure that any approved subcontractor complies with the Transport Order, these General Conditions and all applicable operational, security, insurance and legal requirements relevant to the Transport Service.

20.8 The Carrier shall remain fully responsible towards the Customer notwithstanding any approved subcontracting arrangement. Any payment, claim or other arrangement between the Carrier and its subcontractor shall be solely their responsibility and shall not create any additional payment obligation for the Customer, except to the extent required by the CMR Convention or other applicable mandatory law.

20.9 Any unauthorised subcontracting, transfer or re-offering of the Transport Order shall constitute a material breach of the Agreement. The Customer may cancel the Transport Order, refuse the proposed or replacement Vehicle and arrange alternative transport, and the Carrier shall be responsible for reasonable losses and additional costs resulting from such breach, subject to mandatory applicable law.

21. Invoicing and Payment

21.1 The Carrier shall issue its invoice only after completion of the Transport Service, unless otherwise expressly agreed in the Transport Order.

21.2 The invoice shall contain the Customer’s Transport Order number, the agreed Freight, applicable VAT information and all other information required by applicable accounting and tax law.

21.3 The Carrier shall submit the invoice, CMR/POD and all other required supporting documents through the electronic upload link or portal specified in the Transport Order, where such method is provided by the Customer.

21.4 An invoice shall be considered complete for payment purposes only when the correct invoice, CMR/POD and all other required supporting documents are complete, legible and consistent with the Transport Order and have been successfully uploaded through the specified link or portal where such submission method is required.

21.5 Where an electronic upload link or portal is specified in the Transport Order, the payment period stated in the Transport Order shall commence only on the date on which the complete invoice and all documents required under Clause 21.4 have been successfully uploaded through such link or portal. Where no such submission method is specified, the payment period shall commence upon receipt by the Customer of the complete invoice and all required supporting documents. Where original documents are expressly required, the payment period shall commence only after such originals have also been received, unless expressly agreed otherwise by the Customer.

21.6 Submission of an invoice or documents by e-mail or by any other method shall not commence the payment period where submission through a specified electronic link or portal is required, unless the Customer expressly accepts such alternative submission or a technical failure is handled in accordance with Clause 13.7.

21.7 Any amount exceeding the Freight or other charges expressly agreed in the Transport Order shall be payable only where such additional amount was approved by the Customer in Written Form in accordance with these General Conditions.

21.8 Any change of the Carrier’s bank account details shall be communicated to the Customer in Written Form. The Customer may require reasonable verification of the change before making payment to the new account.

21.9 Payment by the Customer shall not constitute acceptance of the Transport Service as free from defects, loss, damage, delay or other breach and shall not prejudice any claim, right of set-off or other remedy available to the Customer.

22. Set-Off / Deductions

22.1 The Customer may set off against any Freight or other amount payable to the Carrier any due claim, loss, cost, expense, overpayment or other amount owed by the Carrier to the Customer under the same or any other Transport Order or Agreement between the Parties, to the extent permitted by applicable law.

22.2 The Customer may make such set-off or deduction against the Carrier’s current or future invoices and shall provide reasonable information identifying the basis and amount of the set-off or deduction.

22.3 Where the Customer has a bona fide claim arising from Cargo loss or damage, delay, breach of the Transport Order, additional costs or another incident attributable to the Carrier, the Customer may temporarily withhold a reasonable amount corresponding to the potential claim until the matter has been sufficiently clarified or resolved.

22.4 Any amount withheld under Clause 22.3 shall not be considered overdue and shall not give rise to default interest or other late-payment charges during the period of reasonable investigation, subject to mandatory applicable law.

22.5 The Carrier shall promptly provide all documents, explanations and other reasonable cooperation required to establish the circumstances and amount of any claim relevant to a set-off, deduction or withholding.

22.6 The Carrier may not set off or deduct any alleged claim against amounts owed to the Customer unless such claim has been expressly accepted by the Customer in Written Form or finally determined by a competent court or other competent authority, to the extent permitted by applicable law.

22.7 A set-off, deduction or withholding by the Customer shall not constitute a waiver or final settlement of the underlying claim and shall not prevent the Customer from recovering any additional amount subsequently established as due.

23. Applicable Law, Jurisdiction & Severability

23.1 The Agreement shall be governed by the laws of the Republic of Lithuania, subject to the CMR Convention and any other applicable mandatory provisions of international or national law.

23.2 Any dispute arising out of or in connection with the Agreement which is not subject to mandatory jurisdiction rules under the CMR Convention or other applicable law shall be subject to the exclusive jurisdiction of the competent courts at the Customer’s registered office in the Republic of Lithuania.

23.3 Where the CMR Convention applies, the competent courts at the Customer’s registered office in the Republic of Lithuania are designated by agreement of the Parties as a competent forum for the purposes of Article 31(1) of the CMR Convention.

23.4 Nothing in these General Conditions shall exclude or restrict any jurisdiction which cannot lawfully be excluded under the CMR Convention or other applicable mandatory law.

23.5 The Customer shall remain entitled to seek interim, protective or conservatory measures before any competent court or authority where such measures are permitted by applicable law.

23.6 If any provision of the Transport Order or these General Conditions is or becomes invalid, unenforceable or ineffective in whole or in part, the remaining provisions shall remain valid and enforceable to the fullest extent permitted by law.

23.7 Any invalid or unenforceable provision shall, to the extent legally permissible, be interpreted or replaced in a manner which most closely reflects its intended commercial purpose without affecting the validity of the remaining Agreement.