Standard Trading Terms for Network Aviation Group Companies
These Standard Trading Terms apply to Network Aviation Group and each of its present and future subsidiary, associated, affiliated, acquired, successor and group companies, including but not limited to A.N.A. Aviation Services Limited trading as Network Airline Services, Network Airline Management Limited, VIAGROUP nv, and any other Network Aviation Group company which contracts with, invoices, arranges services for, or provides services to the Customer from time to time.
Each such company is referred to in these Terms as a “Network Aviation Group Company”.
These Terms shall apply to all contracts for Carriage, air cargo services, general sales agency services, cargo sales, cargo management, charter, handling, forwarding, logistics, ancillary services, or any other related services agreed between a Network Aviation Group Company and a Customer.
Where any contract, booking, quotation, airwaybill, invoice, CASS entry, statement, correspondence, online portal, or other document refers to Network Aviation Group, Network Airline Services, Network Airline Management, VIAGROUP nv, NAS, NAM, VIA, or any other trading name or group company name, such reference shall be deemed to include the relevant Network Aviation Group Company providing, arranging, managing, invoicing, or contracting for the relevant services.
The Customer’s attention is drawn in particular to the published Terms which serve to limit or exclude the liability of the relevant Network Aviation Group Company, or pursuant to which the Customer is required to indemnify the relevant Network Aviation Group Company.
The key Terms governing payment and ancillary terms are summarised below.
1 – RATES AND CHARGES
1.1 The Customer shall pay the relevant Network Aviation Group Company in accordance with the following rates and charges:
1.1.1 the rates and charges for Carriage attached hereto, or as otherwise published by the relevant Network Aviation Group Company, or any other Network Aviation Group Company on its behalf, as amended from time to time, which may be amended at any time without prior notice being given to the Customer;
1.1.2 any written contract rates specifically agreed between the relevant Network Aviation Group Company and the Customer; and
1.1.3 any spot rates for the Customer agreed and confirmed in writing by a duly authorised representative of the relevant Network Aviation Group Company.
1.2 Except as otherwise agreed between the relevant Network Aviation Group Company and the Customer, or as notified to the Customer, the rates and charges apply only from airport to airport and do not include any ancillary service given by the relevant Network Aviation Group Company in connection with the Carriage.
1.3 Rates and charges are published in the currency shown in the applicable rate tariffs and may be paid in any other currency which the relevant Network Aviation Group Company has notified in writing is acceptable to it. When payment is made in a currency other than the currency in which the rate or charge is published, such payment will be made at the rate of exchange established for such purpose by the relevant Network Aviation Group Company, the current statement of which is available for inspection at the office where payment is made. The provisions of this paragraph are subject to applicable exchange laws and government regulations.
1.4 Full applicable charges, whether prepaid or collect, fees, duties, taxes, charges, advances and payments made, incurred, or to be incurred by the relevant Network Aviation Group Company, and any other sums payable to the relevant Network Aviation Group Company, will be deemed fully earned, whether or not the Cargo is lost or damaged, or fails to arrive at the destination specified in the contract of carriage. All such charges, sums and advances will be due and payable upon receipt of the Cargo by the relevant Network Aviation Group Company, except that they may be collected at any time upon demand.
1.5 The Customer agrees to pay and indemnify the relevant Network Aviation Group Company in full against all freight rates, storage rates, unpaid charges, unpaid collect charges, advances and disbursements. The Customer also guarantees payment of all costs, expenditures, fines, penalties, loss of time, damage and other sums which the relevant Network Aviation Group Company may incur or suffer by reason of the inclusion in the Shipment of articles the carriage of which is prohibited by law or by these Terms, or the illegal, incorrect or insufficient marking, numbering, addressing or packing of packages or descriptions of the Cargo, or the absence, delay or incorrectness of any export or import licence or any required certificate or document, or any improper customs valuation, or incorrect statement of weight or volume.
The relevant Network Aviation Group Company shall have a lien on the Cargo for each of the foregoing and, in the event of non-payment thereof, shall have the right to dispose of the Cargo at public or private sale in accordance with condition 2.2 below, without discharging any liability to pay any deficiencies, for which the Customer and the Consignee, being the designated recipient of the Cargo where payment is agreed on a charges collect basis, shall remain jointly and severally liable.
1.6 If the gross weight, measurement, quantity or declared value of the Cargo exceeds the gross weight, measurement, quantity or declared value on which charges for Carriage have been previously computed, the relevant Network Aviation Group Company shall be entitled to require payment of the charge on such excess.
1.7 All charges applicable to a Shipment are payable in full by the Customer on or before the final day of the month following the month in which they fell due, unless otherwise agreed in writing or stated on the relevant invoice.
1.8 For the avoidance of doubt, the relevant Network Aviation Group Company shall be entitled to full reimbursement on an indemnity basis for all costs and expenses incurred in pursuing or collecting unpaid or overdue charges, including but not limited to legal costs, court costs, process server costs and/or other related costs. The relevant Network Aviation Group Company shall be entitled to payment of interest on any overdue charges at the rate specified in the Late Payment of Commercial Debts (Interest) Act 1998, as amended from time to time, or such other applicable statutory or contractual rate as may apply.
1.9 The relevant Network Aviation Group Company may cancel the Carriage of the Shipment upon refusal by the Customer or Consignee, after demand, to pay the charges or portion thereof so demanded, without the relevant Network Aviation Group Company being subject to any liability therefore.
2 – PAYMENT PROCEDURES
2.1 The relevant Network Aviation Group Company may, upon notice to the Customer or otherwise as detailed in the relevant invoice sent to the Customer, opt for one of two payment methods:
2.1.1 Payment through CASS
If specified in the relevant invoice, or otherwise notified to the Customer, the Customer shall pay all charges due through IATA’s Cargo Accounts Settlement System, referred to as “CASS”.
Invoices for charges to be paid through CASS may be issued in the name of an airline, carrier, principal, GSSA, or other third party “c/o” or in association with a Network Aviation Group Company. Notwithstanding any such description, the invoice is payable to the relevant Network Aviation Group Company unless expressly stated otherwise in writing.
The Customer accepts and acknowledges that it is contracting with the relevant Network Aviation Group Company as principal, unless expressly stated otherwise in writing, and that all charges due pursuant to such invoices and/or paid or due through CASS shall become and remain at all times the property and legal entitlement of the relevant Network Aviation Group Company from the time such charges become due.
Neither the Customer nor any other party, including but not limited to any airline, carrier, shipper, consignee, freight forwarder, or agent, shall have any right of claim, lien, charge or any other right of recovery over the monies representing the charges while being processed through CASS or otherwise, except where expressly agreed in writing by the relevant Network Aviation Group Company.
2.1.2 Direct Billing
If specified in the relevant invoice, or otherwise notified to the Customer, the Customer shall pay all charges due through a direct billing method, as specified and notified by the relevant Network Aviation Group Company to the Customer from time to time.
Any payment demanded or agreed on a direct billing basis shall be paid by the Customer within 30 days of the date of the invoice, although the relevant Network Aviation Group Company reserves the right to demand a shorter payment period from time to time at its sole discretion, if specified in the relevant invoice or otherwise notified to the Customer.
2.2 The relevant Network Aviation Group Company may from time to time, at its sole discretion, agree payment by the Consignee, being the designated recipient of the Cargo, at the time of delivery on a “charges collect” basis. In the event of any payment agreed on a “charges collect” basis, both the Customer and Consignee shall, notwithstanding any other remedies to which the relevant Network Aviation Group Company may be entitled, remain jointly and severally liable for such payment in the event of a failure to pay at the time of delivery.
2.3 The benefit of all invoices and/or charges due to the relevant Network Aviation Group Company may be assigned by that company at any time at its sole discretion to any third party, including but not limited to pursuant to an invoice discounting, factoring, financing, intra-group, or debt recovery arrangement. In the event of such an assignment, the Customer agrees to pay all charges due into such alternative third party bank account as may be directed, including but not limited to a trust account. The relevant Network Aviation Group Company further reserves the right to assign any rights of recovery in respect of such charges to such third party.
2.4 The relevant Network Aviation Group Company shall have a general lien over all Cargo and documentation relating to Cargo in its possession, custody or control for all charges and other sums due from the Customer to any Network Aviation Group Company from time to time:
2.4.1 the relevant Network Aviation Group Company shall be entitled to sell or otherwise dispose of such Cargo or documents at the expense of the Customer, and apply any proceeds to such outstanding sums due, having given 14 days’ written notice to the Customer; and/or
2.4.2 if the Cargo is liable to perish or deteriorate within 48 hours, the relevant Network Aviation Group Company will take reasonable steps to advise the Customer, but thereafter shall be entitled to immediately take the actions described in the clause above upon non-payment of sums due, without further liability or requirement for notice.
2.5 The Customer shall not be entitled at any time to set off any charges or amounts due to any Network Aviation Group Company against any amounts, liabilities, costs, damages or charges which may be owed, or which the Customer believes may be owed, by any Network Aviation Group Company to the Customer, whether proven or otherwise.
3 – CARRIER’S GENERAL CONDITIONS OF CARRIAGE
Any contract for carriage agreed between a Network Aviation Group Company and the Customer shall also be subject to the relevant Carrier’s Conditions of Contract, Conditions of Carriage and any other regulations made or issued by the Carrier, copies of which are available upon request from the relevant Network Aviation Group Company.
The Customer shall be deemed to have accepted such conditions and regulations, whether or not copies were provided, upon requesting or placing an order for a contract of carriage with a Network Aviation Group Company.
As between the relevant Network Aviation Group Company and the Customer, in the event of any conflict or inconsistency between such conditions and regulations and these Terms, these Terms shall prevail.
4 – GENERAL RIGHTS OF NETWORK AVIATION GROUP COMPANIES
Without limitation to any other rights or benefits conferred upon a Network Aviation Group Company in these Terms, or any obligations imposed thereon, the relevant Network Aviation Group Company may, at its sole discretion:
4.1 refuse to carry any passenger, baggage, Cargo or mail;
4.2 decide what load may be carried and its distribution;
4.3 decide whether, when and how a flight may safely and legally be undertaken and where and when the aircraft should take off or be landed; and
4.4 generally take any decisions as to all matters relating to the operation of the aircraft, the Carriage, the Shipment, or the services provided.
5 – NON-PERFORMANCE, DELAY, VARIATIONS AND DIVERSIONS
Without limitation to any of the other Terms:
5.1 any departure and arrival times communicated to the Customer in any form are approximate and the relevant Network Aviation Group Company does not guarantee them;
5.2 the relevant Network Aviation Group Company assumes no responsibility for making or meeting any connections;
5.3 the relevant Network Aviation Group Company may vary, alter or deviate from the times shown or communicated to the Customer if, in its reasonable discretion, it is desirable, necessary or unavoidable to do so, or if it is required to do so by any airport, airline, carrier, ground handler, government body, regulator, or competent authority, or if it is necessary to avoid a breach of any law or regulation.
6 – GROUP APPLICATION AND THIRD PARTY RIGHTS
6.1 These Terms are intended to apply for the benefit of each Network Aviation Group Company, whether acting as principal, agent, GSSA, cargo sales agent, cargo manager, service provider, contracting party, invoicing party, or otherwise.
6.2 Any Network Aviation Group Company which provides, arranges, invoices, manages, procures, or facilitates any service for the Customer shall be entitled to rely upon and enforce these Terms.
6.3 Where one Network Aviation Group Company contracts with the Customer, any other Network Aviation Group Company involved in the performance, arrangement, invoicing, administration, recovery, or management of the relevant services shall also be entitled to the benefit of these Terms.
6.4 The Customer acknowledges that group companies may trade under different names, brands, local entities, branches, acquired businesses, or operating divisions, including but not limited to Network Airline Services, Network Airline Management, VIAGROUP nv, and other Network Aviation Group brands. The use of any such name shall not prevent the relevant Network Aviation Group Company from relying upon these Terms.
7 – GENERAL
These Terms shall be governed by the laws of England and shall be subject to the jurisdiction of the English courts, unless otherwise mandatorily required by applicable law or expressly agreed in writing by the relevant Network Aviation Group Company.
Nothing in these Terms shall limit any wider rights, remedies, liens, indemnities, protections, defences, or limitations of liability available to any Network Aviation Group Company under statute, convention, common law, contract, applicable carrier terms, airwaybill conditions, or other applicable law.
For the purposes of these Terms, references to “Customer” shall include the shipper, consignor, consignee, freight forwarder, agent, contracting party, booking party, payer, beneficial owner of the Cargo, and any party requesting, arranging, benefiting from, or paying for the relevant services, as applicable.