1. Applicability.
a. These Terms and Conditions of use apply to all use of the CMA CGM eCommerce platform, including eServices as defined below, and any other password protected areas of the CMA CGM website.
b. These terms apply in addition to the Basic User Agreement applicable to public areas of CMA CGM’s website. In the event of conflict between the Basic User Agreement and this Registered User Agreement, the terms of this Registered User Agreement shall take precedence to the extent of the conflict.
c. These Terms & Conditions supersede any prior eServices agreement that may have been entered into between CMA CGM and User.
d. These Terms & Conditions are not a contract of carriage and except where otherwise expressly stated herein, shall not affect, or form part of, the terms of any contract of carriage with CMA CGM.
CMA CGM shall have the right to refuse at any time to perform any services which it reasonably considers being in breach of the present Terms & Conditions, non-compliant with the Economic Sanctions, illicit, illegal or which it is unable to perform due to safety considerations (such as, but not limited to perishability or weight of the Cargo).
2. Terms Subject to Change.
CMA CGM may, at any time and without prior notice, modify these legal terms and conditions. By using the eServices, you accept these modifications. You are therefore advised to check the legal terms regularly to be aware of the latest modifications.
3. Definitions.
a.”Account” means a personal and non-transferable internet account that is assigned to the customer and allows to purchase the eServices. b. “Affiliate” means any entity that directly controls, is controlled, or is under common control with CMA CGM. “Control” for the purposes of this definition, means direct or indirect ownership of 50% of the voting interests or otherwise holding more than 50% of voting rights in the controlled entity. c. “Agent” means any relevant agent of CMA CGM or its Affiliates, intervening in the performance of the eServices. d. “CMA CGM” means CMA CGM S.A. and all brands, subsidiaries and/or Affiliates of CMA CGM S.A..
e. “Content” means any information, data, document, text, image, or other material generated or otherwise made available to the User via the eCommerce platform and/or the CMA CGM website.
f. “eCommerce platform” includes all areas of the CMA CGM website that are accessible by registration only.
g. “Economic Sanctions” means any international and national economic sanctions such as, but not limited to, the sanctions regimes imposed by the United Nations, European Union, UK and U.S. and/or any other relevant State, organisation or union and their corresponding banned entities lists such as, but not limited to, the Special Designated National and Blocked Persons List (OFAC) the European Union List of Persons and Entities Subject to Financial Sanctions.
h. “eServices” means all information and services obtained by the User via registration to use the Website.
i. Terms & Conditions means the terms and conditions of use set forth herein including any other agreement, manual, instruction, or other document incorporated by reference herein.
ji. “User Materials” means any information, data or other content or materials posted or uploaded by the User to the CMA CGM website.
k. “User” means the individual or company in whose name the registration is sought and any individual allowed access to the Website by a registered user whether through assignment of a password or any other means.
l. “You” and “your” means every individual accessing password protected areas of the Website and every company on behalf of whom the individual is accessing the Website.
4. Authorized Use.
CMA CGM grants you a personal, revocable, limited, non-exclusive, royalty-free, non-transferable license to use the Website and any programs, services, tools, materials, or information made available through or from the Website conditioned on your continued compliance with these Terms & Conditions. These Terms & Conditions permit you to display, print, copy into your computer memory, and download Content for your own internal business purposes as necessary to effectively use the eServices and you acknowledge that all such electronic or printed copies of the Content remain the property of CMA CGM. This limited license permits you to use the Website for legitimate business purposes only.
CMA CGM is committed to comply with all applicable Economic Sanctions. The creation of the Account is subject to prior compliance check to ensure that the User and/or any party appearing in any contract of carriage neither appears nor is held, directly or indirectly, by any entities appearing on the banned entities lists issued by any Economic Sanctions authorities as per above definition. CMA CGM reserves its right to decline the creation of an Account if it appears from the compliance check that the User and/or any party to be mentioned in the contract of carriage appear on any of the sanctions lists or is linked in any way to a sanctioned entity.
5. Unauthorized Use.
Except as otherwise expressly authorized you may not use the Website in any manner not specifically authorized or for any improper purpose. Without limitation, the following activities shall constitute unauthorized use:
a. Except as otherwise expressly authorized, you may not copy, store, reproduce, transmit, distribute, display, rent, lease, sell, modify, license, sublicense, or commercially exploit any Content in any manner not expressly permitted by these Terms & Conditions.
b. You may not modify, translate, decompile, create derivative work(s) of, copy, distribute, disassemble, reverse engineer or otherwise use the Website in any manner not expressly permitted herein.
c. You may not use any automatic device, program, script, algorithm, or methodology, or any manual process to access, acquire, copy, or monitor any portion of the Website or in anyway circumvent the navigational structure or presentation of the Website to obtain or attempt to obtain any materials, documents, or information through any means not purposely made available by CMA CGM through the Website.
d. You may not attempt to gain unauthorized access to any portion or feature of the Website, including, without limitation, the account of another User(s), or any other systems or networks connected to the Website or to any CMA CGM server or to any of the eServices offered on or through the Website by hacking, password mining, or any other illegitimate or prohibited means.
e. You may not probe, scan, or test the vulnerability of the Website or any network connected to the Website, nor breach the security or authentication measures on the Website or any network connected to the Website
f. You may not reverse look-up, trace, or seek to trace any information on any other User of or visitor to the Website.
g. You may not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Website or CMA CGM’s systems or networks or any systems or networks connected to the Website, or use any device, software, or routine to interfere with the proper working of the Website or any transaction conducted on the Website, or with any other person's use of the Website.
h. You may not forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any message or transmittal you send to CMA CGM on or through the Website.
i. You may not use the Website in an unlawful manner or in a manner that could damage, disparage, or otherwise negatively impact CMA CGM.
6. User Obligations.
a. By downloading, accessing, or using the Website in order to view information and materials or submit information of any kind, you represent that you are at least the legal age of majority and will, at all times, provide true, accurate, current, and complete information when submitting information or materials on the Website, including, without limitation, when you provide information via a registration or submission form. If you provide any false, inaccurate, untrue, or incomplete information, CMA CGM reserves the right to terminate immediately your access to and use of the Website.
b. You agree to abide by all applicable local, state, national, and international laws and regulations with respect to your use of the Website. Without limiting the generality of the foregoing, you agree that you shall not use nor disclose to any other party in a manner not permitted by these Terms & Conditions any personally identifiable information, which you receive or which is made available from CMA CGM in connection with these Terms & Conditions. These Terms & Conditions are also expressly made subject to any applicable export laws, orders, restrictions, or regulations. You shall not export the Website content (or access thereto) without complying with such laws, orders, restrictions, or regulations.
c. You acknowledge and agree that use of the Internet and access to or transmissions or communications with the Website is solely at your own risk. While CMA CGM has endeavored to create a secure and reliable Website, you should understand that the confidentiality of any communication or material transmitted to/from the Website over the internet or other form of global communication network cannot be guaranteed. Accordingly, CMA CGM is not responsible for the security of any information transmitted to or from the Website.
d. You agree to assume all responsibility concerning activities related to your use of the Website, including, providing any support or meeting any requirements of your contracts with third parties, obtaining and paying for all licenses and costs for third-party software and hardware necessary for implementation of the Website, and maintaining and backing up any data. Any support, training, updates, upgrades, or maintenance required for the eServices shall only be available through the sole discretion of CMA CGM or pursuant to the terms and conditions of a separate written agreement with CMA CGM.
7. Requests and Instructions.
You acknowledge and agree that CMA CGM may choose at its option to rely on all service requests, instructions, messages, letters, agreements, contracts, authorizations, acceptance, approvals, undertakings and/or acknowledgements (“Requests”) sent by you to CMA CGM via the Website and that it may choose at its option to treat such Requests as: (a) an expression of your legal intent; (b) “written” and “signed” by you; and (c) binding and conclusive evidence against you. The electronic signature affixed by you via the Website on all and any Requests, including those regarding the eLOI (electronic letter of indemnity) and the Paperless B/L (electronic bill of lading), shall have the equivalent legal effect of a handwritten signature. You (a) acknowledge that Requests shall not be denied enforceability merely because they are concluded electronically and (b) agree that you shall not contest the validity or enforceability of Requests under the provisions of applicable laws relating to whether certain agreements are to be in writing or signed by them to be bound thereby. Requests, if introduced as evidence on paper in any judicial, arbitration, mediation, or administrative proceedings, will be admissible to the same extent and under the same conditions as other business records originated and maintained in documentary form.
8. Protection of Passwords.
CMA CGM is not responsible for unauthorized use of your password or account. Once you have created your username and password, you are responsible for employing best practices to protect the security and confidentiality of the password and account, including but not limited to:
a. Your password should consist of at least eight (8) characters and should contain a mixture of upper case letters, lower case letters, numbers and characters;
b. Your password should be changed on a regular basis. CMA CGM recommends that you change it every 90 days.
c. You must keep your account password and information confidential and not share it with any other person.
If you lose your password or become aware of access to your account other than by you, you agree to notify CMA CGM immediately. If you leave the company on whose behalf you are registered, you agree to notify CMA CGM and terminate your account immediately.
9. Privacy Policy.
You understand, acknowledge, and agree that use of the Website requires the submission, use, and dissemination of various personal identifying information. Accordingly, if you wish to access and use the Website, you acknowledge and agree that your use of the Website will constitute acceptance of CMA CGM’s personal identifying information collection and use practices. CMA CGM’s practices are in compliance with the European Data protection Directive through the U.S. Department of Commerce Safe harbor Program, and Fair information process established by the Organization for Economic Cooperation and Development (OECD). Please see CMA CGM’s Privacy Policy for a summary of CMA CGM’s personal identifying information collection and use practices.
10. Proprietary Rights.
These Terms & Conditions provide only a limited license to access and use the Website. Accordingly, you expressly acknowledge and agree that CMA CGM transfers no ownership or intellectual property interest or title in and to the Website to you or anyone else. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code),programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, look and feel, and arrangement of any content contained on or available through the Website, unless otherwise indicated, are owned, controlled, and licensed by CMA CGM and its successors and assigns and are protected by law including, but not limited to all worldwide applicable copyright, trade secret, patent, and trademark laws and regulations. Except as expressly provided herein, CMA CGM does not grant any express or implied right to you or any other person under any intellectual or proprietary rights. Accordingly, your unauthorized use of the Website may violate intellectual property or other proprietary rights laws as well as other laws, regulations, and statutes.
11. Provision of eServices.
CMA CGM shall use commercially reasonable efforts to make the eServices available. In the event that the eServices are not available as a result of a failure by CMA CGM to perform its obligations under these Terms & Conditions, CMA CGM will endeavor, giving due regard for the cost, time, and effect on other Users of the eServices, to correct any such failure. CMA CGM may change the scope of eServices or information and materials available at any time. In the event that the eServices or any portion thereof are not available or if you become dissatisfied with the eServices or any portion thereof, in any way and for any reason, your only recourse is to immediately discontinue use of the eServices or the applicable portion thereof and notify CMA CGM of your termination of use.
12. Accuracy of Content.
CMA CGM shall use commercially reasonable efforts to ensure that the Content accurately reflects the relevant part of CMA CGM records held on CMA CGM’s computer systems, or information received from a third party. However, CMA CGM makes no warranties as to the quality, accuracy, completeness, or timeliness of the information. Certain content is provided for information only and may be subject to change. In no event shall any notification generated in connection with the eServices be deemed an acceptance of obligations or liability contrary to the terms and conditions of the contract of carriage.
13. Other Disclaimer of Warranties.
CMA CGM makes no representations or warranties in connection with the eServices or the results that can be achieved therefrom, and expressly disclaims all warranties, express or implied, including, without limitation, any warranty of merchantability, fitness for a particular purpose, non-infringement, or any other implied warranty under any governing law. CMA CGM also makes no representation or warranty that the Website will operate error free or in an uninterrupted fashion or that any files or information that you download from the site will be free of viruses or contamination or destructive features.
14. User Content.
a. You are solely responsible for the accuracy and completeness of all User Materials. You are responsible for the accuracy and completeness of communications received by CMA CGM or its agents and for ensuring that they achieve the User's intended purpose and that they are transmitted correctly to CMA CGM or its agents. CMA CGM and its agents are not liable for any delay or loss where the contents of a communication they receive are inaccurate, incomplete or where a communication is not received by them.
b. If you request the cancellation or modification of a communication which CMA CGM or its agents have received, CMA CGM will make reasonable efforts to comply with the request. However, CMA CGM and its agents are not liable for any failure to cancel or modify such a communication.
c. You shall ensure that the User Materials do not infringe any Intellectual Property Right or other right of any third party and are not defamatory, unlawful, immoral or otherwise likely to breach or infringe any right or requirement or to give rise to any claim for loss or damage by any third party. You shall indemnify and hold harmless CMA CGM and its affiliates, associates and agents against any claims, losses, actions, proceedings, damage or other liabilities whatsoever (including damages or compensation paid by CMA CGM to compromise or settle a claim) and all legal costs or other expenses, suffered by CMA CGM or its affiliates and associates as a result of any actual or potential breach of this clause.
15. eServices.
Registered Users have the option of selecting varying service packages, which may include some or all of the below services. Not all services will be available to all customers or in all areas. Certain services are subject to preapproval by CMA CGM and CMA CGM reserves the right to revoke access to any service at any time or discontinue or modify any service at any time. Use of any of the eServices is subject to these Terms & Conditions and any instructions included in the module or as a separate user guide. Failure to use the eServices in accordance with such instructions shall constitute improper use and be considered a breach of these Terms & Conditions.
A. General Documentation services:
(1) These services include, but are not limited to, bill of lading draft production and approval, access to copies of a bill of lading and/or sea waybill, sea waybill and original bill of lading production, and the ability to print sea waybills.
(2) You understand and agree that you shall never sign any original bill of lading on behalf of CMA CGM or add to, delete, amend or supplement any term, condition, heading, provision or other written item such as but not limited to writings indicating or creating ad valorem terms, notations, endorsements, and/or data unless you receive prior written consent from CMA CGM.
B. OBL Printing Services.
(1) CMA CGM does not guarantee the ability to print original bills of lading via the eCommerce platform in all global locations. You agree that CMA CGM shall not be liable for any damages arising out of or related to the unavailability of this service and understand that this term supplements the limitation of liability and indemnity terms found in Term 16 and 17.
(2) CMA CGM may at any time limit OBL printing services available to you to printing sea waybills, regardless of whether you were previously authorized to print original bills of lading.
(3) If you are authorized to print original bills of lading via the eCommerce platform, CMA CGM will provide a fixed quantity of forms to use for printing the bills of lading (“the Blank Forms”).
(4) You shall ensure that CMA CGM is provided with any/all information necessary to issue the bill of lading.
(5) Original bills of lading shall only be printed directly onto the Blank Forms and shall not be copied onto the Blank Forms by any other method.
(6) You shall not print more bills of lading than the exact number authorized by CMA CGM. If you become aware that more original bills than authorized were printed, you agree to immediately inform CMA CGM and comply with all instructions for destruction or return of the applicable bills of lading.
(7) OBL printing procedure: You agree to comply with the following procedure when using the OBL printing service to print original bills of lading:
a. You agree to acknowledge receipt of the Blank Forms in writing.
b. You agree to use the Blank Forms only to print electronic files provided by CMA CGM for the purpose of printing authorized original bills of lading.
c. You agree to set up and maintain appropriate security procedures for the safeguard of the Blank Forms against unauthorized or unlawful use. These security procedures will include, but not be limited to, the following:
i. Maintaining a record of the Blank Forms, including documentation of their serial numbers and whether they have been used to print original bills of lading; this record will be available to CMA CGM upon its first demand;
ii. Storage of the Blank Forms in a safe and secure location;
iii. Administrative procedures designed to prevent any loss of the Blank Forms;
iv. Prevention of any alteration or modification of the Blank Forms, including but not limited to the terms, figures or components shown on the Forms.
v. Return to CMA CGM of the Blank Forms remaining in your possession upon termination of these Terms & Conditions or other demand by CMA CGM, within seven (7) days of termination or notice of demand; all return costs will be your sole responsibility.
d. You agree to inform CMA CGM immediately if you become aware of any misuse of the Blank Forms, or breach of security involving the loss of, unauthorized access to or unauthorized use of the Blank Forms.
e. Upon reasonable notice provided to you by CMA CGM, you agree to allow CMA CGM access to your offices and/or any location where the Blank Forms are stored; if any of the Blank Forms are missing, you agree to designate an authorized representative to assist CMA CGM in locating the Blank Forms.
f. You agree not to re-print any original bill of lading unless CMA CGM expressly authorizes you to do so via written permission by an authorized representative. You understand and agree that you may be required to provide additional assurances and protections, including but not limited to bank guarantees and letters of indemnity, as a condition for CMA CGM authorizing any re-print of an original bill of lading. You expressly agree and warrant to CMA CGM that you will only reprint an original bill of lading in compliance with the requirements and conditions provided by CMA CGM, including receiving written authorization from CMA CGM.
g. You understand and agree that you, as the authorized registered User, are the only party authorized to print any original bills of lading via the eCommerce platform. This authority may not be delegated to any other party without CMA CGM’s written consent. If you receive written consent from CMA CGM, you agree to remain fully liable under Terms 16 and 17 of these Terms & Conditions for all acts/omissions of any party delegated the authority to act on your behalf.
h. You understand and agree that you are responsible for all blank forms in your possession, and that you will be strictly liable for the misuse of any blank form for which you have acknowledged receipt. Any such misuse will be considered a breach of these terms and conditions, which will be subject to Term 17 indemnification obligations.
C. Paperless B/L services:
(1) These services include, but are not limited to, issuance, transfer between users, surrender to carrier and management of bills of lading in electronic form only, in lieu of traditional paper bills of lading.
(2) Access to these services requires acceptance by you of the terms thereof. The terms will be submitted for your signature upon first use of these services and every time the terms applicable to these services are amended. The performance of the Paperless B/L services shall always be subject to the abovementioned terms which, in case of discrepancy, shall prevail over these Terms & Conditions to the extent of such discrepancy.
(3) The terms of Paperless B/L services shall apply during the entire duration you have access to these services, and, in any case, until full and final settlement of parties’ respective rights and obligations resulting from the contract of carriage concluded by way of Paperless B/L services.
(4) CMA CGM reserves the right to suspend or restrict your access to Paperless B/L services if you breach any of the terms applicable thereto and in the following circumstances:
a. CMA CGM is required to do so in order to comply with an order, instruction or request from any governmental, administrative, judicial, or emergency body or any other body of competent jurisdiction;
b. CMA CGM has reasonable grounds to suspect a material misrepresentation, attempted fraud, or illegal activity in connection with Paperless B/L services;
c. CMA CGM has reasonable grounds to suspect that you have supplied false information.
d. In an emergency, if in CMA CGM’s opinion, it is necessary to do so to protect the Website.
(5) The liability of CMA CGM in connection with the provision of Paperless B/L services shall at all times be limited for all claims in the aggregate to CMA CGM’s liability under the relevant bill of lading and Bill of Lading CMA CGM Terms and Conditions applicable thereto (available at https://www.cma-cgm.com/products-services/shipping-guide/bl-clauses).
D. Shipment services:
(1) These services include, but are not limited to, quotes for carriage, online booking, shipping instruction submission, and General Documentation services referred to above. You consent to CMA CGM sharing with third parties information and data contained in or related to online bookings, shipping instructions, bills of lading, waybills and other documents or events generated during the course of the provision any carriage services.
(2) CMA CGM reserves the right to refuse instructions received from you via the eCommerce platform; CMA CGM will only carry out reasonable instructions in accordance with regular business practice and procedure.
(3) Online booking: Online booking service is a tool provided by CMA CGM to facilitate the exchange of information prior to You forming a contract of carriage with CMA CGM. CMA CGM will act upon a booking request and may issue a conditional booking confirmation.
(4) For all online booking services used, actual provision of carriage is subject to final acceptance by CMA CGM and availability of space, equipment or vessels as well as the Bill of Lading CMA CGM Terms and Conditions, available at https://www.cma-cgm.com/products-services/shipping-guide/bl-clauses, which shall always apply in addition to any other applicable terms and conditions specified by CMA CGM. By accepting these Terms and Conditions and by using the Shipment services, you acknowledge to having read, accepted in full, and agree to be bound by the Bill of Lading CMA CGM Terms and Conditions in the capacity as “Merchant” as that term is defined herein.
E. SpotOn Booking services:
(1) The SpotOn booking service (the “SpotOn Booking”) consists in a booking of a specific carriage service on agreed conditions in terms of price and performance of carriage, subject always to the conditions set out in section 15.D above and in particular section 15.D(4). The SpotOn Booking is offered as available on the eCommerce platform at a given moment. These SpotOn Booking terms apply exclusively to quotes which specifically identify SpotOn Booking service. SpotOn Booking shall not be interpreted as a conclusion of a contract of carriage between You and CMA CGM.
(2) Each quote for SpotOn Booking, is solely applicable to the specific carriage set out on said quote. The freight appearing on each quote is time-limited for the duration mentioned on the quote. SpotOn quote will automatically expire if You do not place a booking based on said quote within twenty-four (24) hours from issuing of the quote.
(3) The SpotOn Booking service is provided free-of-charge. However, any cancellation, no-show or modification of carriage under SpotOn Booking rules is subject to applicable fees, passing-on of costs and/or reprice of freight, in accordance with the tariffs and rules set out in Appendix B hereto and all references to “Shipper” therein shall be understood as references to You. Said fees apply as soon as the booking is confirmed by CMA CGM in accordance with section 15.D(4) above and may depend upon the Estimated Time of Departure (“ETD”) of the vessel identified on the original SpotOn Booking. In case of equipment shortage or in case of rolling of your cargo, Your sole remedy shall be the cancellation of the relevant SpotOn Booking free-of-charge.
(4) You shall provide all necessary information regarding the cargo (i.e. commodity type, weight, nature, dangerousness) at the moment of the SpotOn Booking. You may not modify the SpotOn Booking unless in cases expressly stated in Appendix B hereto and subject to applicable fees, provided that no modification will be effective without a written confirmation of CMA CGM. Except in cases of equipment shortage or rolling of cargo mentioned above, if You cancel the SpotOn Booking or fail to provide cargo for shipment, the fees stated in Appendix B will apply.
(5) The SpotOn Booking is subject to unilateral alteration, modification, extension or cancellation at CMA CGM’s initiative at any moment. For the first leg of the carriage by sea, CMA CGM will give priority to Your shipment under SpotOn Booking ahead of other merchants whose shipment is not subject to SpotOn Booking. CMA CGM gives no warranty regarding the date of departure, duration of voyage, date of arrival, modes of transportation or vessels used, as may appear on the SpotOn Booking, and may adapt the shipping services to the current circumstances, regarding notably, but not limited to, maritime safety and security, maritime traffic and weather. In case of inability by CMA CGM to provide the carriage as set out in the SpotOn Booking after booking confirmation, your cargo will have priority over cargo of other merchants for the next available space, equipment and/or vessel. The liability of CMA CGM in connection with the provision of SpotOn Booking services shall at all times be limited for all claims in the aggregate to CMA CGM’s liability under the relevant bill of lading and Bill of Lading CMA CGM Terms and Conditions applicable thereto (available at https://www.cma-cgm.com/products-services/shipping-guide/bl-clauses).
F. Invoicing/Payment Services:
(1) These services include, but are not limited to, provision of access to original invoices, invoice copies, and/or payment status. The types and scope of invoicing services available will vary by location.
(2) Invoicing information available may not reflect recent payments, additional charges due, or necessary corrections to your account status. In no event may information obtained through the eServices be used to contest actual account status.
(3) Certain charges may be eligible for payment by credit card or other payment method. If this service is used, any fees associated with your chosen method of payment (e.g., credit card fees) will be solely for your account.
(4) Should you use ePayment Services, the provisions set out in Appendix A shall apply to the countries listed therein.
G Additional or different services:
(1) Service offerings may change from time to time and new services may be added. All eServices shall be subject to these Terms & Conditions even if not specifically mentioned herein. Use of all eServices must be strictly in accord with the instructions included in the applicable modules as well as any separate user guide. Failure to comply with such instructions will constitute a breach of these Terms and Conditions and unauthorized use of the website.
16. Limitation of Liability.
You expressly absolve and release CMA CGM from any claim of harm, loss or damage resulting from a cause beyond CMA CGM’s control, including, but not limited to, failure of electronic or mechanical equipment or communication lines, terminal/port congestion or omission, telephone or other connection problems, computer viruses, unauthorized access, theft, operator errors, severe weather, earthquakes, or natural disasters, strikes, or other labor problems, wars, or governmental restrictions.
Moreover, in no event shall CMA CGM be liable for any indirect, punitive, incidental, special, or consequential damages arising out of or in any way connected with the use of the website, with the delay or inability to use the website, or for any information, services, programs, products, and materials available through the CMA CGM website, whether based in contract, tort, strict liability, or otherwise, even if CMA CGM has been advised of the possibility of such damages.
17. Indemnity.
You agree to defend, indemnify, and hold harmless CMA CGM and its affiliates and all of their respective employees, agents, directors, officers, shareholders, attorneys, successors, and assigns from and against any and all claims, proceedings, damages, injuries, liabilities, losses, costs, and expenses(including reasonable attorneys' fees and litigation expenses) relating to or arising from any breach by you of these Terms & Conditions.
18. Legal Authority.
You undertake, represent, and warrant that:
a. You understand and acknowledge that your acceptance of these Terms & Conditions of use results in a valid and binding agreement;
b. You have the legal and other requisite authority to enter into these Terms & Conditions with valid and binding effect on you and/or any entity you represent and on behalf of which you are entering into the Terms & Conditions; and
c. You will only use the eServices in compliance with these Terms & Conditions.
19. Notice of Security Breach.
In addition to the foregoing indemnification obligation, if you discover or are notified of a breach or potential breach of security with respect to any personally identifiable information provided or made available by CMA CGM, you shall immediately (i) notify CMA CGM of such breach or such potential breach and (ii) if the applicable data was in your possession or control, including, without limitation, in instances where such possession or control was permitted by these Terms & Conditions at the time of such breach or potential breach, you shall immediately (a) investigate such breach or such potential breach, (b) inform CMA CGM of the results of such investigation, (c) assist CMA CGM using commercially reasonable efforts in maintaining the confidentiality of such information, and (d) assist CMA CGM as reasonably necessary to enforce CMA CGM’s rights and to enable Company to comply with any state or federal law requiring the provision of notice of any security breach with respect to any personally identifiable information of the affected or impacted data subjects.
20. Enforcing Security on the website.
Actual or attempted unauthorized use of the website may result in criminal and/or civil prosecution under applicable laws. CMA CGM reserves the right to view, monitor, and record activity on the website without notice or permission from you, including, without limitation, by archiving notices or communications sent by you through the website or any other means. Any information obtained by monitoring, reviewing, or recording is subject to review by law enforcement organizations in connection with investigation or prosecution of possible criminal or unlawful activity on the website as well as to disclosures required by or under applicable law or related government agency actions. CMA CGM will also comply with all court orders involving requests for such information. In addition to the foregoing, CMA CGM reserves the right, at any time and without notice, to modify, suspend, terminate, or interrupt operation of or access to the website, in order to protect the website, CMA CGM, or CMA CGM’s business.
21. Term and Termination.
These Terms & Conditions and your right to use password protected areas of the website, including the eCommerce platform, will take effect at the moment you click I ACCEPT or you install, access, or log-in to a password protected area of the website and is effective until terminated as set forth below. In addition, CMA CGM reserves the right at any time and on reasonable grounds, which shall include, without limitation, any reasonable belief of fraudulent or unlawful activity or actions or omissions that violate any term or condition of these Terms & Conditions, to deny your access to the website in order to protect its name and goodwill, its business, and/or other Users, and these Terms & Conditions will also terminate automatically if you fail to comply with these Terms & Conditions, subject to the survival rights of certain provisions identified below. Termination will be effective without notice. CMA CGM reserves a right to deactivate your User account on the Website and erase all data contained therein (including User Materials) without notice and without incurring any liability whatsoever if you do not sign in to your User account for a period exceeding eighteen (18) months. You may also terminate these Terms & Conditions at any time by ceasing to use the website, but all applicable provisions of these Terms & Conditions will survive termination, as identified below. In addition to the miscellaneous section below, the provisions concerning CMA CGM’s proprietary rights, feedback, indemnity, disclaimers of warranty, limitation of liability, and governing law will survive the termination of these Terms & Conditions for any reason.
Should the (i) User and/or any entity appearing in the Contract of Carriage and/or (ii) the Cargo and its related H.S. Code declared by the User and/or you be or become subject to Economic Sanctions, rendering the performance of the Services in violation of the said Economic Sanctions, CMA CGM shall be entitled to immediately terminate all and any contracts with the User and/or you, without any compensation. If the containers with the Cargo are already loaded on board a vessel, they may be discharged at any place and time CMA CGM may deem convenient, at your or on the User’s costs and expenses.
22. Governing law.
These Terms & Conditions are governed by French law. ANY DISPUTE ARISING IN RELATION TO OR IN CONNECTION WITH THE USE OF THIS CMA CGM WEBSITE AND THE SERVICES SET OUT HEREIN WHICH YOU AND CMA CGM CANNOT RESOLVE AMICABLY SHALL BE SUBMITTED TO THE EXCLUSIVE JURISDICTION OF THE FRENCH COURTS.
23. Miscellaneous.
a. You acknowledge that any breach, threatened or actual, of these Terms & Conditions will cause irreparable injury to CMA CGM, such injury would not be quantifiable in monetary damages, and CMA CGM would not have an adequate remedy at law. You therefore agree that CMA CGM shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of these Terms & Conditions. Accordingly, you hereby waive any requirement that CMA CGM post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to CMA CGM to enforce any provision of these Terms & Conditions.
b. The parties agree that these Terms & Conditions is for the benefit of the parties hereto as well as CMA CGM’s licensors. Accordingly, these Terms & Conditions is personal to you, and you may not assign your rights or obligations to any other person or entity without CMA CGM’s prior written consent.
c. Failure by CMA CGM to insist on strict performance of any of these Terms and Conditions of will not operate as a waiver by CMA CGM of that or any subsequent default or failure of performance.
d. If any provision (or part thereof) contained in these Terms & Conditions is determined to be void, invalid, or otherwise unenforceable by a court of competent jurisdiction or on account of a conflict with an applicable government regulation, such determination shall not affect the remaining provisions (or parts thereof) contained herein and the illegal, invalid, or unenforceable clause shall be modified in compliance with applicable law in a manner that most closely matches the intent of the original language.
e. No joint venture, partnership, employment, or agency relationship exists between you and CMA CGM as result of these Terms & Conditions or your utilization of the website.
f. Headings herein are for convenience only.
Appendix A: Country specific provisions for Invoicing/ePayment Services
MALAYSIA and REPUBLIC OF INDIA:
1. By using payment services, you consent to the processing and transfer of your personal data by CMA CGM’s personal data processors for the purpose of performance of the said payment services. Such processing and transfer will be made in accordance with article 9 of these Terms and Conditions and with the CMA CGM Privacy Policy.
2. The terms applicable to payment services shall be without prejudice to the contract of carriage between you and CMA CGM and these Terms and Conditions. In case of discrepancy between the above-mentioned terms, the contract of carriage shall prevail over these Terms and Conditions which shall prevail over any terms applicable to payment services, to the extent of such discrepancy.
CANCELLATION & REFUND POLICY
3. Any sums paid by you for the services ordered are not subject to cancellation unless such cancellation occurs prior to CMA CGM processing such order of services and performing any of the said services.
4. If (a) CMA CGM refuses, for any reason whatsoever, to perform the services ordered by you or (b) you request for refund which is duly accepted by CMA CGM prior to the execution of services, then CMA CGM will issue a refund of sums paid by you within seven (7) working days following the said refusal or acceptation of refund request. For any request of refund, you may contact CMA CGM at the contact address specified below.
5. Following any chargeback claim made by you to your bank or financial institution, you are required to promptly inform CMA CGM thereof at the contact address specified below. Any such communication should always indicate the payment reference number and the invoice number. If the services for which the chargeback claim was made have not been performed by CMA CGM in accordance with the contract of carriage and/or any other applicable terms, any sums paid by you will be credited onto your account within fourteen (14) working days following the day CMA CGM was informed of the chargeback claim.
6. For any support, requests and claims related to the payment services, you may contact CMA CGM at mby.onlinepayments@cma-cgm.com for Republic of India, and at kua.epayments@cma-cgm.com for Malaysia.
Appendix B: SpotOn Booking services applicable fees available here : CMA CGM, ANL, CNC
