General Terms and Conditions of Digital Logistics GmbH for Customers of Digital Logistics GmbH
Digital Logistics GmbH (hereinafter referred to as "Digital Logistics") operates an online portal for logistics and forwarding services, in particular eCommerce fulfillment services, under the domain www.warehousing1.com under the name "Warehousing1". The GTC regulate the basic principles of the use of the services offered by Digital Logistics.
Scope of application
- These General Terms and Conditions (hereinafter referred to as "GTC") apply to users of the online portal www.warehousing1.com (hereinafter referred to as "User"), who are put in contact with providers of logistics services (hereinafter referred to as "Provider") via the portal. All services provided by Digital Logistics to Users and Suppliers are provided exclusively on the basis of these GTC, unless expressly agreed otherwise. We expressly object to the inclusion of the customer's General Terms and Conditions of Business for current and future transactions.
- Users of the online portal www.warehousing1.com become customers of Digital Logistics GmbH by concluding a contract via the portal or outside it. Users may conclude the contract for logistics and forwarding services with Digital Logistics GmbH or directly with a provider.
- Digital Logistics expressly offers its services only to "entrepreneurs". Pursuant to § 14 of the German Civil Code (BGB), the user is an entrepreneur if, when entering into the contract, he or she acts as a natural person or legal entity or partnership with legal capacity in the exercise of his or her commercial or independent professional activity.
- Deviating, conflicting or supplementary terms and conditions of the user shall not become part of the contract. If there is no agreement, the legal regulations apply.
- By using the services offered by Digital Logistics, users consent to Digital Logistics' GTC. Users who do not consent to the GTC are prohibited from using Digital Logistcs' services. A user uses the data from the time he/she retrieves information from the internet portal. This is to be seen independently of whether the user receives the data via the Internet portal or outside of it (e.g. by telephone or e-mail). A data use is therefore already present when making contact and when creating a request.
Submitting a request
- To submit a request, the user fills out all mandatory fields of the registration form on the portal https://www.warehousing1.com completely. Digital Logistics reserves the right to refuse registrations. If the User's master data change, the User must inform Digital Logistics immediately. A request can also be made by telephone or e-mail.
- Wird eine Anfrage bei Digital Logistics nach einer Dienstleistung, insbesondere nach eCommerce Fulfillment-Dienstleistungen, gestellt, wird Digital Logistics dazu beauftragt dem Nutzer ein oder mehrere Angebot der Digital Logistics oder von Anbietern für eine solche Dienstleistung zu stellen. Die Anfragestellung ist kostenlos und unverbindlich.
- After the request is made, Digital Logistics logistics consultants contact the user to specify the details of the booking request together with the user. Digital Logistics then identifies logistics service providers that match the user's request. The user agrees to be contacted by providers from the Digital Logistics network using the respective contact details.
- The user agrees to be contacted by providers from the Digital Logistics network using the respective contact details.
- User consents to Digital Logistics sharing User's contact information and the specifications of the request with third party providers and that these providers may transmit order, quote and billing related data to Digital Logistics.
Answer to the request
- If a request is successful, Digital Logistics will contact the user with one or more offers from third-party providers from Digital Logistics' provider network. If the user accepts one of the offers, the contact between the third party provider and the user will be established.
- Digital Logistics reserves the right to contact the User after establishing contact with the Third Party Provider in order to ask the User for a customer review or to inquire whether a contractual relationship has been established between the User and the Third Party Provider.
- After receiving one or more offers, the customer himself decides whether to accept a corresponding offer.
- The user concludes the contract for logistics and forwarding services either directly with Digital Logistics or with a provider mediated by Digital Logistics. Digital Logistics reserves the right to decide whether it wishes to enter into a contractual relationship with the User itself, or whether the provider offers the contract directly.
- If Digital Logistics has not found a provider for the request or the customer has not entered into a contractual relationship with the identified provider, Digital Logistics reserves the right to present the user with other providers corresponding to the request at a later time
- Digital Logistics takes measures to ensure that users are put in contact with the most suitable providers in the Digital Logistics network, but cannot guarantee suitability in individual cases. Providers in the Digital Logistics partner network undertake to comply with the guidelines and quality standards customary in the industry. The User nevertheless undertakes to examine each provider as it would be appropriate even without brokerage of Digital Logistics.
- All information regarding the timing of a callback, a contact or a mailing or other time period-related information is to be understood as guidelines. The exact duration of the individual processes depends on various factors, such as the complexity of the request, and may deviate considerably from guideline values in individual cases.
- Digital Logistics brokers logistics and/or freight forwarding services to interested users through its network.
- If the user is interested, Digital logistics establishes contact between the provider and the user.
- Contracts concluded in this way are concluded directly between the Provider and the User without the involvement of Digital Logistics.
- Under the brand name WH1+, Digital Logistics operates a premium solution with selected premium providers.
- Digital Logistics will offer the premium solution to the user if, after internal evaluation, it concludes that the order qualifies for the premium solution.
- Within the framework of WH1+, Digital Logistics either becomes the User's contractor itself, or concludes a contract in the name and on behalf of the Provider as the Provider's legal representative.
- If Digital Logistics itself becomes the User's contractor, it shall engage the Provider as a subcontractor to carry out the order.
- Digital Logistics reserves the right that a cooperation within the framework of WH1+ is dependent on the user accepting further general contractual conditions of Digital Logistics supplementing these general terms and conditions.
Duties of the user
- Customer undertakes to Digital Logistics that all information provided by Customer in the online form, via electronic means of communication, in particular e-mail, and by telephone, is true and complete.
- Digital Logistics is under no obligation to check the data, documents and information provided by the User for any ambiguities, incompleteness or inaccuracies.
- The User undertakes to Digital Logistics that the use of the services offered by Digital Logistics will not violate any legal prohibitions, public morals or the rights of third parties.
- The user agrees not to duplicate any data that could jeopardize the offer of Digital Logistics or providers from the partner network.
- If a natural person signs the offer made by Digital Logistics on behalf of a legal entity, he/she guarantees to be authorized to represent the legal entity.
Termination of the Contractual Relationship
- Digital Logistics expressly reserves the right to discontinue or change individual services of the Internet portal or the Internet portal as a whole at any time.
- In addition, the termination of service contracts is conclusively regulated in this.
Liability of Digital Logistics
- Digital Logistics is liable for all its operations according to the ADSP 2017 and, if applicable, according to the Logistics GTC 2019, as far as these do not conflict with any mandatory legal regulations.
In the event that the ADSp 2017 and the Logistics General Terms and Conditions 2019 do not apply in whole or in part to the provision of services by Digital Logistics, Digital Logistics shall be liable as a freight forwarder in accordance with the following clauses, thereby deviating from the provisions of Sections 431 HGB and 475 HGB.
Paragraph 23 ADSp 2017, Liability Limitations
Paragraph 23.1 Except in case of damages during carriage of goods by sea or ordered warehousing, the Freight Forwarder’s liability for damages to goods is limited according to Section 431 (1), (2) and (4) HGB, to:
- Paragraph 23.1.1 8,33 Special Drawing Rights (SDR) for every kg, whenever the Freight Forwarder is:
- - a carrier, as defined by Section 407 HGB
- - acting as principal (“Spediteur im Selbsteintritt”), fixed costs freight forwarder (Fixkostenspediteur) or consolidator (“Sammelladungsspediteur”), according to sections 458 to 460 HGB or
- care, custody and control Freight Forwarder (“Obhutsspediteur”) according to Section 461 (1) HGB.
Paragraph 23.1.2 2 instead of 8.33 SDR for every kg, whenever the Principal has agreed to a Freight Forwarding Contract which is subject to a variety of transport means and includes carriage of goods by sea and an unknown damage place. In case of a known damage place, the liability according to section 452a HGB is subject to the liability exclusion and liability limitation of the ADSp.
Paragraph 23.1.3 Whenever Freight Forwarder’s liability according to clause 23.1.1 ADSp exceeds an amount of EUR 1,25 million per Damage Case, this liability is furthermore limited to EUR 1,25 million per Damage Case, or to 2 SDR for every kg, whichever amount is higher.
Paragraph 23.2 The liability of the Freight Forwarder for damages to the goods in its custody for Freight Forwarding Contracts which are subject to carriage of goods by sea and cross-border transportation is limited to the maximum statutory liability amount. Clause 25 ADSp remains unaffected.
Paragraph 23.3 For all cases out of scope of clauses 23.1 and 23.2, such as section 461 (2) HGB, 280 ff BGB, the liability of the Freight Forwarder for damages to goods is limited according to Section 431 (1), (2) und (4) HGB to a maximum of:
Paragraph 23.3.1 2 SDR per kg for Freight Forwarding Contracts relating to carriage of goods by sea or a transportation by a variety of transport means, but including carriage of goods by sea,
Paragraph 23.3.2 8.33 SDR per kg for all other Freight Forwarding Contracts.
Paragraph 23.3.3 Furthermore, the Freight Forwarder’s liability is limited to the maximum amount of EUR 1,25 million for each case of damage.
Paragraph 23.4 The liability of the Freight Forwarder for all other damages than damages to the goods with the exception of damages during ordered warehousing or damages to personal injury or goods of third parties is limited to three times the amount that would be payable for the loss of goods according to clauses 23.3.1 or 23.3.2 ADSp. Furthermore, the Freight Forwarder’s liability is limited for each case of damage to the maximum amount of 125,000 Euros.
Paragraph 23.4.1. Sections 413 (2), 418 (6), 422 (3), 431 (3), 433, 445 (3), 446 (2), 487 (2), 491 (5), 520 (2), 521 (4), 523 HGB as well as any relevant liability provisions in international conventions shall remain unaffected.
Paragraph 23.4.2. Clause 23.4 ADSp is not applicable on statutory provisions, such as Article 25 Montreal Convention (MC), Article 5 Règles uniformes concernant le Contrat de transport international ferroviaire des marchandises (CIM) or Article 20 Convention de Budapest relative au contract de transport de marchandises en navigation intérieure (CMNI), which extend Freight Forwarder’s liability or permit to extend.
Paragraph 23.5. If Freight Forwarder’s liability according to Articles 23.1, 23.3 and 23.4 ADSp exceeds the amount of EUR 2,5 million per Damage Event, then Freight Forwarder’s liability is, irrespective of how many claims arise from a single Damage Event, further limited to a maximum amount of EUR 2,5 million per Damage Event or to 2 SDR per kg for lost or damaged goods, whichever amount is the higher. When there is more than one claimant, the Freight Forwarder’s liability shall be proportionate to individual claims.
- If the regulations of the ADSp 2017 , as well as the Logistics GTC 2019 do not apply, Digital Logistics is liable according to the following regulations:
- Digital Logistics is fully liable for culpably caused personal injuries,
- Digital Logistics is fully liable for property damage caused by gross negligence and intent,
- for damage to property caused by slight negligence, the liability of Digital Logistics is limited to the breach of essential contractual obligations. In terms of amount, Digital Logistics is liable for such damages only up to the contractually foreseeable damage.
- Disruptions to data traffic caused by force majeure or events beyond the control of Digital Logistics shall suspend the contractual obligations of the parties for the duration and to the extent of the disruption.
- Digital Logistics collects, processes and uses personal data of the Customer, as well as of customers of the Customer, only on the basis of the relationship with the Customer for the purposes agreed with the Customer or if there is another legal basis in accordance with the statutory provisions.
- Only such personal data is collected that is necessary for the performance and processing of the service of Digital Logistics and the Customer or that the Customer has voluntarily provided to Digital Logistics. The Customer has the right at any time to obtain information about his stored personal data, their origin and recipients and the purpose of data processing, as well as a right to rectification, revocation of use, objection, restriction of processing and blocking or deletion of incorrect or inadmissibly processed data. Customer shall notify Digital Logistics of any change in personal data if this is necessary for Digital Logistics to be able to fulfill the order.
- Digital Logistics is expressly entitled to disclose personal data provided by the Customer to third party companies contracted by Digital Logistics, if this appears necessary for the performance of the contract.
- Personal data is protected by appropriate technical and organizational measures. These precautions relate in particular to protection against unauthorized unlawful or even accidental access, processing, loss, use and manipulation. Digital Logistics assumes no liability for the disclosure of information due to errors in data transmission and/or unauthorized access by third parties (e.g. hacker attack on e-mail account or telephone, interception of faxes), which are not caused and are not the fault of Digital Logistics. Digital Logistics will not store data of the Customer, as well as of customers of the Customer, longer than is necessary for the fulfillment of the contractual or legal obligation and for the defense of any liability claims.
Changes to the general terms and conditions
- Digital Logistics is entitled to change or amend these General Terms and Conditions.
- Digital Logistics will send amendments to the General Terms and Conditions by e-mail to the e-mail address provided by the User no later than three weeks before the planned entry into force of the amended terms and conditions, stating the content of the amended provisions in each case. Consent to the amended terms and conditions shall be deemed to have been given if no objection to their validity is raised in text form within three weeks of the amended terms and conditions being sent. This shall be pointed out again separately in the notice of amendment. If the User objects to the amendment of the GTC in due form and time, the contractual relationship shall be continued under the previously agreed terms and conditions.
- Digital Logistics reserves the right to terminate the contractual relationship as of the next possible date in the event that the User does not agree to the amended terms and conditions.
- This contract shall be governed by German law to the exclusion of the UN Convention on Contracts for the International Sale of Goods.
- The exclusive place of jurisdiction for all disputes is the competent court in Berlin.
- Should individual provisions of these General Terms and Conditions be invalid, this shall not affect the validity of the remaining provisions. The invalid provision shall be replaced by a provision that comes as close as possible to the purpose of the original provision. In the event of unintended loopholes, the same shall apply to the agreement.