New York Region: (201) 552-2494 • Los Angeles Region (310) 209-8504 • Milan, Italy

Terms of Use

Our Agreement shall be governed by the laws of the State of California. Customer agrees that all actions or proceedings arising directly or indirectly from this Agreement shall be litigated only in courts having situs within the County of Los Angeles, State of California. Customer hereby consents to the jurisdiction of any local, state or federal court located within the County of Los Angeles, State of California and waives personal service of any and all process arising out of or connected with this Agreement or its breach. Customer agrees that any process or related document may be served by mail, first class, postage prepaid, directed to Customer at the address hereinabove stated; and service so made shall be deemed complete four days after the same shall have been posted as aforesaid.
 
2. All remedies of Corporation hereunder are cumulative and may be exercised concurrently or separately, and the exercise of any one remedy shall not be deemed to be an election of such remedy or to preclude the exercise of any other remedy. No failure on the part of Corporation to exercise, and not delay in exercising, any right or remedy hereunder shall operate as a waiver thereof. Whenever any payment is not made when due hereunder, such amount shall bear interest at the rate of eighteen percent (18%) per annum from its due date. Customer agrees to pay all expenses Corporation may incur in connection with the enforcement of any of its remedies under this Agreement including all costs, legal expenses and attorneys’ fees.
 
3. Corporation shall have a lien on all Goods/Personal Property delivered to Corporation by Customer for all unpaid freight, storage and other charges which are payable on account f the transport and/or storage of Goods/Personal Property by Customer, including charges which are determined to be due upon inspection of the Goods/Personal Property.
 
4. The transportation of the Goods/Personal Property is subject to inherent delays which cannot be controlled by Corporation. Notwithstanding any oral or written agreement to the contrary, Corporation does not guarantee that the Goods/Personal Property will arrive at the destination at any particular time, and Corporation shall not be responsible for any damages resulting from delay, including consequential damages, unless the delay has been commercially unreasonable.
 
5. If the Goods/ Personal Property are initially accepted for transport, and if the Goods/Personal Property are not claimed within forty-eight (48) hours after notice of arrival is Personal Property given to the Customer, Corporation will hold the shipment as a Bailee, and not as a Co-signee/Broker. In such event, Corporation shall have the right to sell the Goods/Personal Property at a public or private sale not less than thirty (30) days after having given written notice of its intention to do so to the Customer. Corporation shall have the right to reimburse itself for any unpaid storage, freight or other charges incurred in connection with the Goods/Personal Property from the proceeds of the sale, and to remit the balance to the Customer.
 
6. Corporation shall not in any event be liable for any damage, theft or other loss to the Product, materials or other property in the possession or control of Corporation unless such loss results solely from negligence or the intentional wrongful acts or omissions of Corporation. Customer acknowledges and agrees that, except as provided in this paragraph, the insurance described in Section 6 below shall constitute its sole recourse in the event of any loss to the Product, materials and/or other property of Customer in the possession or control of Customer. Customer’s maximum liability for damages under this Agreement, whether in contact or tort, shall be limited to the fees paid by Customer to Corporation for the relevant services under this Agreement.
 
7. NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. WITHOUT LIMITING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT WILL CORPORATION’S LIABILITY TO CUSTOMER EXCEED THE TOTAL FEES PAID TO CORPORATION UNDER THIS AGREEMENT.
 
8. Notice of loss or damage to the Goods/Personal Property must be given in writing to the Corporation (i) at the time of delivery with respect to loss or damage which is not concealed Personal Property, (ii) within seven (7) days after delivery if loss of damage is concealed, or (iii) if the Goods/Personal Property are not delivered, within fourteen (14) days after the date upon which the Goods/Personal Property were expected to be delivered. The Notice of Loss of Damage must describe the general nature of any loss or damage and notify Corporation where the Goods/Personal Property may be inspected. The Goods/Personal Property and all packaging shall be maintained for Corporation’s inspection for at least thirty (30) days after the date written Notice of Loss or Damage is sent to Corporation. The Customer must also provide copies of the truck tag, bill of lading, warehouse receipt and any other document which concern the damage or loss claimed upon request of Corporation.
 
9. At its sole expense, Customer shall obtain and keep in force during the term of this Agreement, and for so long thereafter as any Product, materials or other property is in the possession or control of Corporation, or in transport, the following insurance, on an occurrence basis. All-Risk Property Insurance including, without limitation, change of environment/spoilage coverage, in an amount adequate to cover the replacement cost of all Product, material and other Customer property that may be in the possession or control of Corporation. Without limiting the foregoing, Customer shall hold harmless Corporation from and against all loss of or to the Property, and shall obtain a waiver of subrogation endorsement from the insurance carrier for the replacement value of all such Product, material and property.
 
10. The relationship between the parties is that of independent contractors, and this Agreement does not establish or create a partnership, joint venture, or other agency relationship between the parties.
 
11. If any clause, sentence, or paragraph or part of this Agreement or the application thereof shall, for any reason, be adjudged by a court or other tribunal of competent jurisdiction to be invalid, such judgment shall not affect, impair or invalidate the remainder of this Agreement or the application thereof, but shall be confined in its operation to the clause, sentence or paragraph, or part thereof, directly involved in the controversy in which such judgment shall have been rendered and to the circumstances involved. It is the intent of the parties that this Agreement would have been accepted even if such invalid provisions had not been included.
 
12. If Corporation’s services or of its Agents services are delayed or prevented from the performance of any act required hereunder, beyond the reasonable control of Corporation, caused by, including but not limited to by an act of God, governmental act, fire, explosion, war, armed conflict, civil commotion, such services shall be excused for the period of delay and the term for delivery etc. shall be extended for a period equivalent to the period of such delay.
 
13. These Terms and Conditions of Service may only be modified, altered or amended in writing signed by Corporation.