Barriera Tax Warehouses Ltd.
STANDARD WAREHOUSING CONDITIONS  

1.      In these Conditions, the following words have the following meanings:  

"Company" shall mean Barriera Tax Warehouses Ltd.  

"Customer" shall mean any person at whose request or on whose behalf the Company provides Services.  

“Goods” shall mean Alcohol and Alcoholic Products, Tobacco and Tobacco Products, Perfumery  and other ‘general’ items (not being Dangerous goods) which the Company may accept to warehouse from time to time,  at its Premises on behalf of the Customers.   

"Dangerous Goods" shall include goods that are of a dangerous, explosive, inflammable, radioactive or damaging nature.   

“Valuables” shall mean bullion, coins, money, negotiable instruments, precious stones, jewellery, antiques, pictures, works of art,
    and similar properties.  

"Owner" shall mean the owner of goods and/or the owner of containers.  

 "Services" shall mean the services provided by the Company, including warehousing and releasing of goods and the keeping of the records of the Customers’ goods held in the custody and care of the Company.  

“Warehousing Fees” shall mean the fees charged by the Company and payable to the Company in respect of services rendered under these Conditions.  

“Warehousing Space” shall mean the space measured in volume and the area in the warehouse that is assigned at the discretion of the Company to the Customer for the purposes of warehousing of its goods.  

2.0. All business undertaken by the Company is transacted subject to these Conditions, which shall be deemed to be incorporated in any agreement between the Company and the Customer.  

2.1. If at any time,  one or more of such provisions becomes invalid or illegal, the validity or legality of the remaining provisions of these Conditions shall not in any way be affected.  

3.      The Customer entering into any business with the Company warrants to the Company that the Customer is either the Owner or the authorized agent of the Owner and that it is authorized to accept these Conditions not only for himself/herself, but also for the Owner.  

4.      The Customer further warrants that:  
a.         all goods are delivered or imported to Malta in accordance with applicable national laws and regulations, notably Customs and Excise regulations and in accordance with Malta’s obligations arising out of its accession to the European Union.
b.         all the goods have been properly and sufficiently packed and that the Company has no liability for any loss of, damage to or any other claims relating to the goods which are improperly or insufficiently packed; and
c.         the goods and/or the containers are fit and suitable for the carriage, storage and any other handling in accordance with the Customer's instructions; and
d.          it shall fully comply with applicable laws and regulations of  Customs and/or other local and EU authorities.  

5.0. The Customer shall indemnify the Company against all claims, liability, losses, damages, costs and expenses arising out of the Company acting in accordance with the Customer's instructions, or arising from a breach of warranty or obligation on the part of the Customer, or arising from the inaccurate information or insufficient instructions provided by the Customer, or arising from the negligence of the Customer or the Owner.  

5.1. The Customer undertakes that no claim shall be made against any employee, agent or subcontractor of the Company, if such claim imposes upon them any liability in connection with any Services provided by the Company. If any such claim should nevertheless be made, the Customer shall indemnify the Company against all consequences. Any employee, agent or subcontractor shall have the benefit of all provisions herein benefiting the Company as if such provisions were expressly provided for them  or their benefit. For these purposes, the Company contracts for itself and also as agent for each employee, agent or subcontractor.  

5.2. The Customer shall defend, indemnify and hold harmless the Company from and against all claims, costs and demands whatsoever and by whomsoever made or preferred in excess of the liability of the Company under these Conditions, and such indemnity shall include all claims, costs and demands arising from the negligence of the Company, its employees, agents or subcontractors.  

6. The Company will not deal with “dangerous goods” nor with ‘valuables”.  The Customer shall warrant that the goods are neither d“angerous goods” nor v“aluables”. Should the Customer nevertheless deliver any such goods to the Company or cause the Company to handle any such goods, whether or not the Company is aware of the nature of such goods, the Customer shall be liable for all expenses, losses or damage whatsoever caused by  or in connection with such goods and howsoever arising, and shall indemnify the Company against all penalties, claims, damages, costs, expenses and any other liability whatsoever arising in connection with such goods, and such goods may be destroyed or otherwise dealt with at the risk and expenses of the Customer or the Owner in the sole discretion of and without any liability to the Company.  The goods that are likely to cause damage in the case of “Dangerous Goods” include also those goods likely to encourage vermin or other pests.  

7. If delivery of the goods and/or the containers is not taken by the Customer or the Owner at the time and place when and where delivery should be taken, the Company shall be entitled,  albeit not obliged, to store the goods and/or the containers at the sole risk of the Customer and the Owner, whereupon any liability which the Company may have in respect of the goods and/or the containers stored as aforesaid shall wholly cease and the cost of such storage shall be paid by the Customer to the Company.  

8.0 With effect from 1st July 2005, Warehousing Fees shall be charged for a minimum of two months. Consequently, warehousing fees shall at all times be charged on the basis of periods of two months, unless otherwise specified in this Clause.  

8.1 The first period shall cover the period from July 2005 to August 2005.  

8.2 The Warehousing Fees shall be established by the Company in accordance with its internal procedures and such fees shall be notified to the Customer/s accordingly.  

8.3 Payment to the Company shall be due as soon as an invoice is rendered to the Customer.  For any amount unpaid within 30 running days from the date of the invoice, the Company shall be entitled to interest from the date of the invoice until payment at a commercial rate as established by Maltese law.  

8.4 Warehousing Fees that are paid to the Company are not refundable.  

8.5 The Customer shall pay to the Company all sums due without deduction on account of any claim, counterclaim or set-off.  

8.6 In the event that the Customer requests new or additional warehousing space or area, the Company shall charge a warehousing fee established on a pro rata basis.  The said fee shall be established with effect from the date of warehousing until the end of the two month period referred to in Clause 8.1.  

8.7 In the event of transfer of ownership of goods kept in warehousing between Customers who hold goods in warehousing with the Company, and where the goods are left in the area rented by the vendor with its consent, warehousing fees shall be charged on a pro rata basis to the purchaser until the end of the prevailing two month period  referred to in Clause 8.1.

8.8 The Company shall, from time to time, revise its Warehousing Fees provided that, in any such event, it shall give, at least, one month notice to Customers notifying them of the revision of Warehousing Fees.  The revised Warehousing Fees shall take effect at the start of the subsequent two month period referred to in Clause 8.1.  

8.9 All goods and/or containers shall be subject to a particular and general security  for monies due either in respect of such goods and/or containers, or for any particular or general balance or other monies due from the Customer and/or the Owner to the Company. If any such monies due to the Company are not paid within 90 days after notice has been given to the Customer, the goods and/or the containers may henceforth and without the need of any recourse to judicial proceedings or executive title, be sold by auction or otherwise at the sole discretion of the Company at the expense of the Customer, and the proceeds (net of the expenses in connection with such sale) shall be applied in or towards satisfaction of such debts, and the Company shall not be liable for any reduction in value received on the sale of the goods and/or the containers, nor shall the Customer be relieved from the liability of any outstanding debts merely because the goods and/or the containers have been sold.  

9.0 The Company shall be entitled to sub-contract on any terms the whole or any part of the Services whatsoever undertaken by the Company.  

9.1 The Company reserves to itself the discretion as to the means, routes and procedures to be followed in the storage and other handling of goods. The Company has the liberty to use any means, routes or procedures.  

10.0 The Company shall not be liable for any damage to, loss, delay, misdirection or misdelivery of goods and/or containers or liable for any other claims unless it is proved that such damage, loss, delay, misdirection, misdelivery or any other claim are caused by the negligence of the company, its employees, agents or subcontractors. In any event, the liability of the company shall not exceed those limits as set out in Clause 11.2.  

10.1 The Company shall not be liable for any damage, loss or any other claim including taxes, when goods are in transit, to and from the Company.  

11.0      Notwithstanding any other provisions in these Conditions to the contrary, the Company shall not in any event be liable whatsoever for:
a.  any indirect, consequential or economic loss (including loss of market, profit, revenue, business or goodwill); or
b.  any loss, damage, expense or claim arising from fire, flood, storm, typhoon, explosion or strike    howsoever caused and whether or not resulting from any act or omission or default or neglect on the part of the Company, its employees, agents or subcontractors.  

11.1  For the liability which cannot be exempted or excluded by any other provisions in these Conditions, the liability of the Company howsoever arising shall in no event exceed a sum of US$2 per kilogram of the weight of the goods of a ‘general nature’ and  the weight of the goods with regard to Alcohol and Alcoholic Spirits and shall not exceed the sum of US$15 per kilogram of the weight of goods with regard to tobacco and tobacco products. In cases where containers or any other properties are lost, damaged, delayed, misdirected, misdelivered or in respect of which a claim is made, the Company's liability whatsoever shall in no circumstance exceed an aggregate sum of US $750,000 but US $250,000 in any event, in respect of fines, duties, taxes, and errors and omissions.  

11.2. All and any Services provided by the Company gratuitously are provided on the basis that the Company will not accept any liability whatsoever.  

12. Any claim against the Company must be in writing and delivered to the Company within 14 days from the date of the event giving rise to the claim. In the case of loss or damage, the Company shall be given the opportunity to conduct survey or inspect such loss or damage.  

13. The Company shall be discharged of all liability whatsoever in respect of any claim unless action is brought against the Company in accordance with Clause 16 of these Conditions, within 9  months from the date of the event giving rise to the claim.  

14. The defences, exemptions and limitations of liability provided for in these Conditions shall apply in any action against the Company.  

15. These Conditions and any contractual relationship with the Company shall be governed by the laws of Malta.  

16. Any proceedings against the Company shall be brought to an arbitrator in accordance with the laws of Malta. In the event of a dispute, the parties shall nominate a mutually agreed arbitrator. Should no agreement be achieved on the appointment of the arbitrator within three working days from the notification of a request for the appointment of an arbitrator by one of the parties, either of the parties may seek the appointment of an arbitrator by the Malta Arbitration Centre and the dispute shall henceforth be decided by such arbitrator in accordance with the laws of Malta.