General terms and conditions of EKOS Logistics GmbH as Logistics Services Provider

1. Validity
These General Terms and Conditions (GTC) apply to all services provided by EKOS Logistics
GmbH as contracted Logistics Services Provider or carrier (hereinafter referred to as "Logistic
Services Provider") for its contractual partner (hereinafter referred to as "Principal"). The principal
agrees that these terms and conditions, which can be viewed on http://ekos-log.de/agb-
auftragnehmer at any time, apply to all future transactions, regardless of a repeated explicit
reference, particularly in verbal orders and orders via e-mail or telephone. Differing conditions of
the principal, which are not explicitly recognized by the LSP does not explicitly protest against or
reject them. The principal can under no circumstances refer to its own terms and conditions, even
if they were included in orders. No terms and condition of the Principal, that contradict these
"EKOS Logistics Terms and Conditions" and the ADSp can be applicable or gain validity. The LSP
agrees that these terms and conditions apply to all future transactions, regardless of a repeated
explicit reference, particularly in verbal orders and orders via e-mail or telephone.
2. Offer
The offer of the LSP is non-binding and is based on the consignment data specified by the
principal, current prices, tariffs, exchange rates and other charges of all parties involved in the
transport performance. The prices cited are subject to available shipping space, cargo space and
empty containers. All mentioned surcharges are valid until further notice and subject to the
introduction of further surcharges. All mentioned freight rates are only valid for shipping with
partners of the LSP. The selection of the shipping companies and carriers is at the discretion of
the LSP. Multimodal transports and shipments are generally carried out by signing a multimodal
bill of lading of EKOS Logistics GmbH or a bill of lading of the companies represented by them.

3. Validity of conventions
The agreement of these terms and conditions does not affect the validity of conventions in the
currently valid version as far as their provisions mandate a deviating regulation, such as the CMR.
4. Validity of the ADSp
In addition, the General German Freight Forwarders Terms and Conditions (ADSp), in the
currently valid version, published in 1927 and last amended in 2017 (available on the Internet in
English and German at https://www.dslv.org/de/adsp). The Principal declares himself as a

prohibitory customer according to clause 21.2 ADSp. The ADSp also applies in relation to foreign
principals.

5. Offsetting
The principal is in no case entitled to make freight reductions or set off counterclaims against
claims of the LSP. Without exception, a set-off and retention ban applies in favor of the LSP.

6. Damage
If loss or damage to the goods are not visible from the outside, it is the responsibility of the sender
or principal to prove that the loss or damage occurred during the liability or transport period.
Damages visible from the outside are to be asserted in writing immediately upon delivery,
damages not visible from the outside immediately upon discovery, but no later than within seven
days.

7. Lien and retention rights
Regarding all due and not due claims which the LSP is entitled to from the contract, the LSP has
the right of lien and the right of retention of the goods or other things in his power of disposition. If
the principal does not explicitly disclose the owner of the goods in the bill of lading/waybill when
placing the order, the LSP can assume that the freight is the property of the principal. The principal
is entitled to prohibit the exercise of the lien if he grants the LSP an equivalent security (e.g. bank
guarantee).

8. Loading equipment exchange
A loading equipment exchange is made only as far as possible and reasonable and only with
explicit written order, with payment of a surcharge of 10% of the freight. The LSP assumes no
obligation to return with regard to pallets, loading equipment and empty containers and in no way
assumes the so-called exchange risk. In the event that – for whatever reason – a pallet exchange
with the sender or recipient is not possible, the principal shall not be entitled to any claims against
the LSP, except in the case of intentional acts / omissions of the LSP. The liability of the LSP for
"possible differences in loading equipment" is therefore completely excluded. If a pallet exchange
has been agreed upon, the principal is responsible for obtaining sufficient pallet stock at the
recipient. Costs for non-exchanged pallets or additional costs for later collection will be charged to

the principal. Non-exchanged loading equipment due to sender's fault is also not exchanged and
returned at the recipient.

9. Demurrage
The LSP is entitled to charge demurrage in the amount of € 400,- per day (in case of a demurrage
of less than 24 hours at least € 50 per hour) to the principal; the demurrage is also due if the
principal has no fault. A demurrage claim arises if a waiting / standing time of 3 hours in total is
exceeded.

10. Cancellation
The transport order and these terms and conditions are binding if no protest within one hour from
the time of transmission to the principal is made. If the principal does not accept the transport
order and these terms and conditions, they are to be rejected free of charge within 1 hour, by
writing the note "STORNO" across all pages and forwarding this rejection-document to the e-mail
address / fax number of the responsible contact person at EKOS Logistics GmbH. If the transport
order is not cancelled within one hour, the LSP is entitled to a contractual fine amounting to 0,3%
of the net settlement amount per working day regardless of fault. Further claims for damages
remain unaffected.

11. Delegation, subcontractors
The LSP reserves the right to pass on and delegate the forwarding or transport order to third
parties – even without the prior consent of the principal. He is therefore entitled to use
subcontractors. However, the LSP will exercise the care of a proper freight forwarder or carrier in
selecting the subcontractor.

12. Loading and unloading
The principal takes sole responsibility for ensuring that the loading and unloading of the freight is
carried out. Damage caused by circumstances during loading or unloading is attributed exclusively
into the liability sphere of the principal. Is in an individual case the loading and unloading is carried
out by a vicarious agent of the LSP, this person is to be regarded as a vicarious agent of the
principal. The responsibility for loading and unloading always lies with solely the principal. The
principal must ensure that the cargo is properly secured, complies with the statutory regulations

and, in addition, is secured and stowed safe to operate and roadworthy. The duty to secure loads
is the sole responsibility of the principal, even if the goods have been loaded by the truck driver.
Theprincipal assures that the packaging is suitable for transport. Also for such services (packaging
services, stowage services, container stuffing, load securing), the provisions of the ADSp are
explicitly applicable.

13. Special goods
The principal is obligated to warn the LSP about special characteristics of the freight. The principal
therefore has to separately inform the LSP, among other things, if the value of the goods exceeds
€ 10, – per kilogram, the goods are dangerous and/or waste, a special theft risk is associated with
the cargo. In addition, the principal must inform the LSP about a particular sensitivity of the goods
and the correct handling (eg transport temperature, etc.). The principal confirms to have a
dangerous goods officer in his company and to hand over all relevant data regarding the
dangerous goods according to ADR. Goods that are or may become dangerous goods may only
be offered to the LSP for carriage, if the LSP is notified in writing and the LSP have given a written
consent, regardless of whether the dangerous goods appear in official or unofficial international or
national codes or agreements, or whether previously their nature, type, name, labeling and
classification have been announced to the LSP in written form. In addition, the packaging in which
the goods are to be transported, as well as the goods themselves, must be clearly labelled on the
outside, indicating the type and quality of the goods. The principal insures to comply with all legal
requirements of the law for dangerous goods ADR.

14. Compliance with all regulations
The principal is obliged to comply with all applicable laws, regulations and provisions as well as
regulations of custom, port and other authorities and to bear and pay all customs duties, taxes,
fees, etc., as well as compensate the LSP for any accrued or suffered fine, duties, expenses and
damages.

15. Transport insurance
As the liability of the LSP is limited, it is recommended to cover a transport insurance. However,
transport insurance is only covered if explicitly ordered in written form.

16. Truck staffing

The vehicles used by the LSP are always scheduled/staffed with one truck driver. In case of
written agreement for a 2-person-staffing and payment of a freight surcharge, the LSP will provide
two drivers, which can lead to a reduction of theft risk. The legally prescribed breaks can usually
only be consumed on "conventional parking lots".

17. Delivery times
Specified loading and unloading dates are not delivery time limits acc. to Art. 19 CMR, but only
approximate guide values / standard times and therefore cannot be guaranteed by the LSP.
Claims for exceeding of delivery times (of whatever kind), as well as any costs for any
consequential damages in case of delays or fines for late transmission of documents, are
therefore not accepted by the LSP. A liability of the LSP for exceeding of loading dates / not
complying with "loading slots" is generally excluded, unless the LSP has missed these deadlines
"grossly negligent".

18. Attacks by third parties
The LSP is not liable for damage to the goods and theft caused by attacks by refugees. Although
all drivers of the LSP are specially trained for such cases, it is still impossible to permanently
check and secure the trailer. In order to avoid damage and theft of the goods on the main refugee
routes, the LSP has the opportunity to switch to other, less dangerous routes. In such case,
however, longer drives, waiting times or higher freight rates must be expected. If the principal
desires transportation on an alternative route, this must be notified to the LSP in writing in
advance. If such notice is not made, the LSP is free to choose any route. Because of the refugee
danger described above, the principal is recommended to pack the goods particularly well and
safely.

19. Value declaration, special delivery interest
An increase in value of the maximum amounts acc. Art. 24 CMR or a special delivery interest acc.
Art. 26 CMR cannot be agreed upon. An agreement of a value or interest declaration cannot be
agreed upon. The LSP expressly objects to any kind of declaration of value or interest, in
particular those which may increase the maximum limits of liability provided for in international
conventions. It is expressly pointed out that by any kind of announcement of an order value, value
of goods (etc.) – in whatever way (in invoices, orders, delivery notes, offers, etc.) – under no
circumstances lead to an agreement of a value or interest declaration even if no explicit rejection

of the LSP takes place. It is not possible to agree, to increase, or waive any limits of liability set out
in contractual terms or in international conventions.

20. Limitations of liability according to HGB
As a precaution, the following limitations of liability of HGB are pointed out in parts:
§ 461 – Liability of the forwarder
(1) The forwarder shall be liable for damage caused by loss of or damage to goods in his care.
Sections 426, 427, 429, 430, 431 paragraphs 1, 2 and 4, sections 432, 434 to 436 shall apply
mutatis mutandis.
(2) The forwarder shall be liable for damage not resulting from loss of or damage to goods in the
care of the forwarder if he has breached an obligation incumbent upon him under section 454. He
shall be released from this liability if the damage could not have been averted by the diligence of a
prudent businessman.
(3) If conduct on the part of the consignor or a particular defect in the goods contributed to the
occurrence of the damage, the obligation to pay compensation and the extent of the compensation
to be paid depend on the extent to which these circumstances contributed to the damage.

§ 462 – Liability for others
The forwarder shall be liable for acts and omissions of his servants to the same extent as for his
own acts and omissions when the servants are acting in the course of their duties. The same
applies to acts and omissions of other persons of whose services he avails himself in the
performance of his duty to arrange for the shipment.

§ 463 – Limitation
Section 439 shall apply mutatis mutandis to the limitation of claims arising from performance
subject to the provisions of this section.

§ 464 – Lien of the Freight Forwarder
The forwarder has a lien on the goods of the sender handed over to him for shipment for all claims
arising from the forwarding contract of the shipper or of a third party who has consented to the
shipment of the goods. The forwarder shall also have a lien on the goods of the consignor for all

undisputed claims arising from other forwarding, freight, sea freight and warehousing contracts
concluded with the sender, sea freight and warehousing contracts concluded with the shipper. §
Section 440 paragraph 1 sentence 3 and paragraphs 2 to 4 shall apply accordingly.

§ 465 – Subsequent forwarder
(1) If, in addition to the carrier, a forwarder is also involved in the carriage and if the forwarder has
to effect delivery, section 441 paragraph 1 shall apply mutatis mutandis to the forwarder.
(2) If a previous carrier or forwarder is satisfied by a subsequent forwarder, the claim and lien of
the former shall pass to the latter.

§ 466 – Deviating agreements concerning liability
(1) Insofar as the forwarding contract does not concern the dispatch of letters or consignments
similar to letters, the liability provisions in section 455 paragraphs 2 and 3, section 461 paragraph
1 and sections 462 and 463 may only be deviated from by an agreement negotiated in detail, even
if it is made for a plurality of similar contracts between the same contracting parties.
(2) Notwithstanding paragraph 1, the compensation payable by the forwarder for loss of or
damage to the goods may also be limited by pre-formulated contract terms to an amount other
than that provided for in section 431 paragraphs 1 and 2, if this amount is
1. is between 2 and 40 units of account and the user of the pre-formulated contractual terms
informs his contractual partner in an appropriate manner that they provide for an amount other
than that provided for by law, or
2. is less favorable for the user of the pre-formulated contractual terms than the amount provided
for in Section 431 (1) and (2).
Furthermore, pre-formulated contract terms may limit the amount of compensation to be paid by
the shipper under Section 455 (2) or (3).
(3) Section 458 sentence 2, section 459 sentence 1 and section 460 paragraph 2 sentence 1 may
be deviated from by contractual agreement only to the extent that the provisions referred to therein
permit deviating agreements.
(4) If the consignor is a consumer, the provisions referred to in paragraph 1 may in no case be
deviated from to his detriment, unless the contract of freight forwarding concerns the carriage of
letters or consignments similar to letters.

(5) If the contract of freight forwarding is governed by foreign law, paragraphs 1 to 4 shall
nevertheless apply if, according to the contract, both the place of taking over and the place of
delivery of the goods are situated in Germany.

21. Payment claim
The claim for payment of the freight arises with delivery of the freight. The LSP grants the principal
a payment deadline of 30 days net from the billing date. Discount deductions are not accepted by
the LSP. In addition, the principal has to bear all accumulated reminder fees as well as the costs
associated with the execution of the outstanding claim.

22. Contractual language
The contractual language is German. There is a German and an English version of this
agreement. The English translation exclusively serves informational purposes, solely the German
version is binding, also with regard to the interpretation of English terms and definitions in the
English version.

23. Jurisdiction
This agreement is governed by Austrian law, excluding the provisions of the international private
law (IPR). Any disputes between the parties arising out of or in connection with this agreement
including, without limitation, disputes on the existence of this agreement or on separate contracts
entered into by the parties in execution of this agreement, shall be decided exclusively by the court
in DE-55130 Mainz, that is competent as regards the subject matter of the dispute.
This agreement is valid without confirmation!