General Terms and Conditions of PortGround GmbH

Cargo Handling Segment, at Leipzig-Halle and Dresden International Airports
 

1. General Terms and Conditions/Scope of Application

  1. The General Terms and Conditions of PortGround GmbH (hereinafter: “PG”) apply to all activities of PG, in particular the handling, transshipment, and storage of (air) cargo. Special services provided by PG in addition to or outside the scope of an existing contract (handling contract) are also subject to these General Terms and Conditions.

  2. By placing an order with PG, the client accepts the Terms and Conditions in effect at the time the order is placed (available at https://www.mdf-ag.com/portground-gmbh/).
    Deviating provisions shall not apply unless they are expressly acknowledged by PG, at a minimum in writing (via email). PG’s Terms and Conditions shall apply even if the service is performed without reservation despite PG’s knowledge of conflicting or deviating terms and conditions of the Client. PG’s acceptance of a delivery, service, or goods from the Client does not constitute consent to the Client’s general terms and conditions. 

  3. Individual agreements made with the Client on a case-by-case basis (including ancillary agreements, additions, and amendments) shall in all cases take precedence over these terms and conditions. For evidentiary purposes, such agreements must be made in writing at a minimum.

  4. Legally significant declarations and notices to be issued by the parties after the conclusion of the contract (e.g., setting of deadlines, reminders

2. PG Services

  1. PG handles (air) cargo shipments at the Leipzig/Halle and Dresden International airports. In addition to export and import handling, PG offers other services (special services) that must be ordered separately. These other services include, in particular, warehouse handling, dangerous goods handling, truck handling, perishables handling (PER), pharmaceutical handling (PIL), e-commerce handling, special cargo services (VAL, VUN, etc.), small and large animal handling (AVI), ULD control, sorting and order-picking activities, loading and unloading of truck shipments, warehousing, as well as the storage and retrieval of air freight shipments on behalf of freight forwarders and other parties in the logistics chain, and customs clearance. 

  2. PG is entitled at any time to have services performed in whole or in part by third parties (subcontractors).

3. Customs Treatment of Goods

  1. Goods temporarily held in custody by PG are classified as Community or non-Community goods for customs purposes.

  2. For import and transshipment shipments, PG’s customs responsibility and liability toward the client ends upon proper delivery to the recipient. In the case of non-Community goods, this requires a permissible customs-law classification of the goods in accordance with Articles 48 and 49(1)(b) of the Customs Code. In this context, the client must comply with all customs regulations and ensure that any collector they have commissioned does the same. PG offers import and customs clearance services upon request. Please direct inquiries to customs@portground.com.

  3. Should PG be held liable by the customs authorities in the event of discrepancies, incorrect information in the arrival manifest, or so-called “aliud” goods—in particular regarding the settlement of the customs debt—the client must indemnify PG against such claims upon first request and reimburse PG for any payments made.

  4. For export shipments (ready for carriage), the respective client bears sole responsibility under customs law.

4. Fees/Billing 

  1. Unless separate pricing agreements have been made with the client regarding PG’s services, these services will be billed in accordance with PG’s fee schedule, depending on PG’s location and based on the version in effect at the time the order is placed. The fee schedule forms an integral part of PG’s General Terms and Conditions and is published at the following link: https://www.mdf-ag.com/unternehmen/portground-gmbh/, under the subheading “Numbers, Data, Facts”; subheading “Operational Documents/Fee Schedule.”

  2. (All reasonable and documented expenses incurred by PG on behalf of the Client shall be reimbursed by the Client at cost plus an administrative surcharge of 15% (fifteen percent).

  3. The prices stated in the fee schedule and the offer are subject to change. All prices listed in the published fee schedules are net prices excluding sales tax. Sales tax is to be paid separately unless a tax exemption applies under the Sales Tax Act (UStG).

  4. The PG is entitled to withhold performance in the event of non-payment or late payment by the Client.

  5. PG will issue an invoice to the client for the services rendered. The following applies in this regard: Payment for the services rendered is due immediately. For credit customers, a payment term of 14 days from the date the invoice is issued is granted, unless otherwise specified in the contract.
    The determining factor for whether a payment is timely is the date the payment is received in the following PG account:

              Commerzbank Dresden

              IBAN: DE24 8504 0000 0800 6694

              BIC: COBA DE FF 850 - 00

  6. In the event of late payment, PG is entitled to late payment interest in accordance with Section 288(2) of the German Civil Code (BGB) and the flat-rate fee under Section 288(5) of the BGB.

5. Applications and Declarations

  1. All applications and declarations must be submitted to PG truthfully and in full. The client is liable to PG for any damages resulting from false or incomplete declarations.

  2. Changes to the preprinted form text are not permitted. If changes are necessary, PG will issue a new freight receipt after reviewing the request.

  3. PG is entitled at any time to inspect, determine, or have determined whether the weight, type, or nature of the goods delivered correspond to the information provided in the submitted applications. The client is liable for the costs of the inspection if the information proves to be incorrect.

6. Compliance with Regulations / Sanctioned Persons

  1. The Client must comply with the applicable statutory and regulatory provisions, in particular customs, tax, airport, and police regulations, as well as the regulations governing the transport of dangerous goods by air and road.

  2. The Client acknowledges that the transport or acceptance of goods that are not permitted under the applicable legal regulations governing air transport or storage (prohibited goods), goods that have been misdeclared or are incomplete, or goods belonging to sanctioned persons, is not part of the services provided by PG. Furthermore, PG assumes no liability whatsoever for damage to or loss of prohibited or incorrectly declared goods, or goods belonging to sanctioned persons.

  3. Authorities, such as customs, shall decide on further measures, such as the destruction or seizure of goods that violate legal regulations or that have been incorrectly or incompletely declared.

  4. PG is authorized to destroy goods that are not permitted for air transport or storage under the applicable legal regulations (prohibited goods), goods that have been incorrectly or incompletely declared, or goods belonging to sanctioned persons. In the foregoing cases, the Client has no claim to compensation unless the decision to destroy the shipments was made through gross negligence or willful misconduct. The Client is obligated to indemnify PG against all claims by public authorities or other third parties arising from the destruction of the aforementioned goods. The Client shall bear all costs resulting from the foregoing measures.

  5. For goods that are stored or held in custody by PG without a prior agreement—at a minimum in writing—the client will be billed a separate fee in accordance with the fee schedule specified in Section 3. If the Client fails to comply with PG’s request to pick up the goods or does not do so by the deadline, PG is further entitled to have the goods destroyed at the Client’s expense. Irrespective of this, in the event of (temporary) safekeeping of goods, the client shall bear all costs, customs duties, and tax disadvantages arising from the failure to terminate the (temporary) safekeeping within the specified time. This also applies in the event of theft, fraud, or similar offenses, as well as in the event of improper handling of the goods during safekeeping.

7. Claims for Damages/Complaints

  1. Complaints regarding the quality, quantity, or prices of completed orders must, insofar as they concern apparent defects, be reported to PG in writing immediately upon delivery or release of the goods.
  2. If the recipient accepts the goods without reservation, it is presumed—until proven otherwise—that the goods were delivered in perfect condition and in accordance with the waybill.
  3. Prior to acceptance by the recipient, PG shall, at the recipient’s request and expense, conduct an inspection to determine any damage to or reduction in the quantity of the goods.

8. Liability

  1. provisions, in particular the provisions governing the carriage of goods (German Commercial Code (HGB), Book 4, § 4) and the AdSp 2017, up to a maximum of €2.6 million (in words: two point six million).

  2. PG is liable only for damages resulting from an intentional or grossly negligent breach of duty. Indirect or other consequential damages shall not be compensated. However, this does not apply in cases of intent or gross negligence. Excluded from this are damages resulting from injury to life, limb, or health.

  3. Furthermore, PG shall not be liable for damages caused by unforeseen circumstances beyond PG’s control that cannot be averted with the diligence of a prudent businessman or that are attributable to force majeure. Force majeure includes, in particular, operational disruptions not caused by the fault of PG resulting from fire, water damage, machinery damage, strikes outside the PG corporate group, lockouts, or governmental regulations.

9. Obligation to Notify

  1. PG is only obligated to notify the receiving freight forwarder or the consignee of the arrival of the freight (import) at PG if this has been expressly agreed upon or if a customs clearance contract for document handling exists with the client.
  2. PG does not conduct address verification

10. Place of Performance

The place of performance is determined by the primary location where PG performs its services and may be either Dresden Airport or Leipzig/Halle Airport.

11. Place of Jurisdiction

The place of jurisdiction for disputes arising from this contract and its performance is Leipzig.

12. Governing Law

  1. The laws of the Federal Republic of Germany shall apply; in particular, the Warsaw Convention and the Montreal Convention shall apply. The application of the UN Convention on Contracts for the International Sale of Goods is excluded.

  2. These General Terms and Conditions are legally binding in German. Versions in other languages are non-binding translations only.

13. Severability Clause

If any provision is or becomes invalid in whole or in part, this shall not affect the validity of the remaining provisions. The provision that is wholly or partially invalid shall be replaced by a provision whose economic effect comes as close as possible to that of the invalid provision. 

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