GENERAL TERMS AND CONDITIONS
Definitions & Abbreviations
Clients’ Obligations
Limitations Of Liability
Transportation Security Administration Notification
Exclusions
Bills Of Lading & Warehouse Receipts
Subcontracting to Other Carriers & Warehousemen
Unclaimed Goods, Undeliverable Cargo, Abandoned Property
Indemnification
Rate Application and Payment Terms
Foreign Exchange Rate Adjustment Fee Policy
Storage-in-Transit
Hazard Pay Policy
1. Definitions & Abbreviations
“A4”: Atelier 4, LLC and its employees, acting either or jointly as a Carrier, Broker, or Warehouseman.
“Agent”; Persons, including their employees & assignees, who act on behalf of the Client or at their direction, indirect or otherwise, in order to release, receive, handle, store, or otherwise transact the Goods in this contract.
“BOL”, “Bill of Lading”: A contract representative of an order for A4 to perform transportation, packing and/or related shipping logistics services. This document may serve as a Bill of Lading as indicated on the face.
“Cargo”, “Goods”: Items in whole or in part, in packed or unpacked state, that are tendered to A4 for transportation, handling, and/ or warehousing services, and are subject to the rules and limitations set forth herein.
“Consignee”: Person or parties who receive cargo from A4 and act as recipient on behalf of the client.
“Client”: Persons, parties, businesses, or organizations who hire A4 to collect, deliver, and/or take bailment of cargo and perform transport, storage, and related services, who then become liable to A4 for charges incurred, and who become bound by the terms & conditions contained on the face and back of this document herein.
“Damage”, “Loss”, Impairment, physical harm, deterioration, alteration, disappearance, and/or destruction caused to goods or cargo by events, accidents, or means that are known or unknown. These terms are also hereby understood to define and apply to loss of revenue, interest, marketability, profit, opportunity, and/or utility.
“Dock Receipt”, “Warehousing”; A contract representative of an order for A4 to perform services for storage, bailment, and/or take temporary possession and deposit of goods. This document may serve as a Warehouse Receipt or Dock Receipt as indicated on the face, with those terms used interchangeably.
“Exclusions”: Conditions and occurrences as set forth herein that protect and relieve A4 from all liability and responsibility for loss and damage related to goods identified in this contract.
“Loss Protection”: A fee charged by an underwriter to the client that is based on a value on goods declared by that client. Payment of the loss protection fee allows the client to collect the declared value in the event of a loss or mishap. A4 only offers loss protection via a separate contract, and not on this BOL or Dock Receipt.
“NVD”: No value declared. Client, their agents, and assignees, consign cargo and goods to A4 for transport, handling, warehousing, storage, or related services, and does not declare a value and releases A4 to its contractual maximum level of liability as set forth in Section 3.
“PBS”: Packed by shipper, condition of contents unknown, A4 has not inspected the goods.
“Reasonable”: Accepted as sufficient, rational, normal, and common when compared to standard and customary practices and procedures in the industry of transportation and storage for fine arts, collectibles, and related goods.
“Shipper”: Person or parties who consign cargo to A4 and act as releaser on behalf of the client.
2. Client’s Obligations
A. Clients, their agents, and assignees must read and understand the terms of A4’s BOL and Dock Receipt. A4 is not responsible for explaining all terms verbally.
B. All terms are accepted and binding to client once shipper or agent acting on client’s behalf sign the face of this BOL or Dock Receipt. In the event that shipper and their employees are acting as agents for the client, it is the shipper’s responsibility to notify client of all terms as set forth in the A4 BOL and/or Dock Receipt.
C. If A4 is to receive goods that are PBS, it is the shipper’s responsibility to adequately pack and protect the goods to ensure safe transportation, handling, and/or storage. The shipper is also obliged to properly label each item in order to prevent delay, disappearance, or errant dispatch.
D. Shipper and client are obliged to provide accurate and complete information in order to prevent delay or errant dispatch. Furthermore, the client is responsible to notify consignee of impending arrival of cargo and secure approval for A4’s delivery.
3. Limitations of Atelier 4, LLC Liability
A. The maximum liability of Atelier 4, LLC for loss or damage by any cause, including negligence, is limited to $0.60 (sixty cents) per pound as determined by actual weight of unwrapped goods. In shipments of multiple items, the $0.60 per pound maximum liability shall apply to each item separately. To determine A4’s maximum liability on goods released at $0.60 per pound for items being made subject to a claim when A4 is not in physical possession of the cargo, dimensional weight shall apply as determined with a cubic factor of 194 cubic inches per one pound. Should any claim in an amount in excess of the foregoing limits of liability be asserted against Atelier 4, LLC by a third party for loss or damage to cargo transacted and handled by A4, the client, shipper, consignee, and their agents & assignees agree to indemnify and hold A4 harmless as against any such claim. This provision shall be in force irrespective of the cause of such loss or damage, including negligence.
B. Clients are duly notified that A4 does not automatically provide cargo loss protection for clients’ goods, neither during transit, storage, nor handling services. Clients, their agents, and assigns warrant that they shall jointly or severally maintain insurance coverage on all goods transacted for services by A4 and in an amount equal to one hundred percent of the replacement cost thereof, and hereby release A4 from any liability for claims which are or would have been covered by the foregoing client’s insurance.
C. Cargo loss protection, when offered, will be contracted in writing on a company addendum and attached to this BOL or Dock Receipt. Absent any such rider, all goods transacted by A4 shall be deemed as NVD and uninsured by A4.
D. A4 shall not be liable for loss or damage due to lack of detailed and specific client instruction in handling and/or placement of goods, and likewise, in the event client or their agent issue specific instructions that lead to loss or damage on or about their property or premises.
E. A4 cannot be held responsible and shall remain exempt from liability for physical, consequential, or punitive damages or loss, or loss caused by delay, when conditions beyond A4’s control are encountered, including:
• Extreme weather and/or variations in temperature and climate, acts of nature and God, events of force majeure.
• Breakdown or mechanical defect of vehicles or equipment; roadway lack of capacity, closure, or impassability.
• Deterioration caused by insects, vermin, mold, mildew, rust, quarantine; losses caused by detention of aircraft.
• Civil disobedience, riots, strikes or lockouts; illegal or unlawful actions by others; losses due to acts of terrorism.
A4 is not bound to transport goods by any particular means, schedule, vehicle, conveyance, or otherwise than with reasonable dispatch. A4 is not bound to store goods by any particular means or location absent an executed storage contract executed in advance of depositing goods with the company.
F. A4 will remain at liberty to reasonably inspect consigned goods, however will not be bound to do so, nor will A4 be required to perform such inspections in any particular method other than with reasonable visual scrutiny.
G. A4 will be released from liability for cargo when directed to accept and load or deliver and unload at unmanned locations where the shipper, consignee, client, or their agents are not present.
H. A4 is only liable to effect inside delivery and will not be liable for unwrapping or unpacking cargo unless such requests are ordered in advance and in writing. “Inside delivery” is hereby defined as delivery taking place inside consignee’s location or structure at or near a common point of entry and within a reasonably accessible area.
I. Claims regarding loss or damage of any kind must be made in writing and within seven days of the delivery date of shipment or release of warehouse goods. A4 reserves the right to inspect all items and wrapping materials that are being made subject to a claim. It is the responsibility of the consignee to retain the goods in the original container(s) and/or materials and to make such goods and materials available for inspection by A4, or its legal liability insurance adjuster. Claims not reported within seven days of the BOL delivery or Dock Receipt date shall be deemed waived. Claims are also subject to the terms of Sections 9 & 10.
J. The rights and obligations of the Parties hereunder shall be construed and enforced in accordance with, and shall be governed by, the laws of the State of New York, without regard to its principles of conflicts of laws. Any dispute, claim or controversy arising out of or relating to this Document or any other Agreement between the parties, or the breach, termination, enforcement, interpretation or validity thereof, shall be brought in the Supreme Court of the State of New York, County of New York or in the United States District Court for the Southern District of New York. The Parties hereby irrevocably submit to personal jurisdiction in New York and consent to venue in the Courts referenced herein. In any action or proceeding brought by one party as against the other, the client specifically waives their right to a jury trial and agrees not to interpose any counterclaim on any action commenced by A4. All insurance policies covering goods that client has or shall procure on its own behalf shall specifically contain a waiver of subrogation as and against A4. A4 reserves all of its rights and remedies at law and in equity.
4. Transportation Security Administration Notification
Client consents to and authorizes A4 to perform air cargo screening with no liability to A4 for loss or damage.
5. Exclusions
A. Client automatically and hereby releases A4 from liability and responsibility for damage, loss, or loss due to delay, for goods that are inherently resistant to safe or secure transport and storage, including but not limited to;
Items improperly, insufficiently, and/or inadequately packed, braced, and/or mislabeled by the shipper.
Items containing internal damage or concealed breakage; glass, ceramic, and stone with existing cracks.
Items of inherent vice or weakness due to poor craftsmanship & fabrication, items of concrete or unfixed plaster.
Items with waxen, resinous, or viscous surface area, be they in wet, semi-dry, or hardened state.
Damaged or excessively worn antique items in disrepair, items exhibiting prior repairs or breakage, brittle items.
Uncured and/or not thoroughly dry paintings; uncured and/or unset varnish applied to furniture and sculpture.
Items with directional orientation to which the shipper does not clearly affix descriptive arrows in advance.
Items shipped or warehoused unwrapped or insufficiently protected at the stated request of the client.
In relation to subjective terms as used herein (“inadequately packed”, “inherent vice”, “excessively worn”, etc.) it is understood that the client allows and releases A4 to define and interpret these terms as reasonably and commonly acceptable in A4’s industry and as applied against customary, common, and previous occurrences in the normal course of packing, shipping, storage, and related services.
B. Client indemnifies A4 against loss to property or personal injury in the event that client or their agent interferes with or impedes A4 collection, delivery, and/or handling procedures.
C. A4 will not transport nor place in storage currency, specie, precious stones and metals, jewelry, or negotiable documents at any time. In the event that A4 is made to transport or place in storage such items without A4’s knowledge and written consent, A4 shall carry no liability whatsoever for or in connection with the goods.
D. A4 shall not be liable for loss of goods due to inventory shortage or unexplained or mysterious disappearance of goods unless the client establishes that such loss occurred because of A4’s failure to exercise reasonable care in transporting, storing, or warehousing the goods. Client agrees that any such shortage or unexplained or mysterious disappearance of goods shall not constitute a conversion in the absence of evidence that the goods were actually converted by A4 for its own use. In no event shall A4’s liability for a shortage or unexplained or mysterious disappearance of goods exceed the limitations set forth in Section 3A herein.
E. The following types of cargo will not be accepted by A4 under any circumstances: contraband or illegal substances; firearms or ammunition; explosive, noxious or dangerous goods; solvents, fuels, or flammables; livestock, plants, foodstuffs, biological or hazardous goods. The act of consigning items of these types to A4 by the shipper, acting with or without knowledge of the client, shall entitle A4 to recover any and all costs for fines, penalties, legal fees, damage to A4 equipment and/or personal injury and compensation to A4 employees. The client also shall be liable for and indemnify A4 against all loss or damage to other property or persons caused by said dangerous goods. A4 is at liberty to dispose of any items consigned with or associated with said dangerous goods at any time and place deemed appropriate by A4 with disposal charges billable to the client.
6. Bills of Lading & Warehouse Receipts
A. Only A4 employees may alter the face of A4 documents. In the event that any shipper or consignee alters an A4 document by making written additions or deletions without advance written consent of A4, A4 shall be released from providing or completing services, and from any liability relating to those additions or deletions. All conditions set forth in this document are binding and cannot be modified, altered, or waived by any person including A4 employees, save for officers of the company, and then only in writing and when signed by such an officer.
B. A4 retains the right to prepare other BOLs, Dock Receipts, and addenda as necessary to sufficiently service goods. Should the client, by their request or actions, instigate A4 to exchange this document for another, the shipper’s signature on the original document shall enforce and transfer all conditions, instructions and/or values from the original document onto any subsequent BOL or Dock Receipt covering the goods, and including subcontractors as described herein.
C. If in the reasonable opinion or judgment of A4 it becomes at any stage necessary or to depart from client’s instructions in relation to cargo in transit, or goods deposited absent an executed contract, then A4 shall be at liberty to execute any new BOL or Dock Receipt instructions as deemed necessary and in the interest of safe and timely handling of the cargo, and with charges billable to the client.
7. Subcontracting to Other Carriers & Warehousemen
A. Absent specific written instructions from the client, or absent an executed storage contract, A4 shall be at liberty to engage subcontractors as needed and as deemed reasonably appropriate by A4.
B. Upon tendering goods to another carrier or warehouseman, the client understands and agrees that said subcontractor becomes liable for the goods under its own BOL or Dock Receipt. It is understood that A4’s receipt of subcontractor’s BOL or Dock Receipt constitutes an agreement between A4 and its client to release cargo, and for said cargo to be then governed by the subcontractor’s document terms and conditions. A4 shall not be liable to review other parties’ terms and conditions on the client’s behalf.
C. Client agrees to unconditionally reimburse A4 for any monies advanced to subcontractors engaged for shipment, handling, and/ or storage of client’s goods, whether or not the job is completed as originally planned.
8. Unclaimed Goods, Undeliverable Cargo, Abandoned Property
A. BOL cargo that is rendered undeliverable by an act or omission of the client or their agent shall be deposited at A4 as a warehouseman, or deposited with a reputable subcontracted warehouseman of A4’s choosing, with associated charges billable to the client. Absent an executed storage contract, A4 shall be at liberty to require removal of deposited goods along with payment of charges due after thirty (30) days and after written notice to client. Deposited goods that remain unclaimed for sixty (60) days after A4’s written request to remove such goods shall be deemed abandoned property.
B. Regarding abandoned property, A4 shall be at liberty to place a lien on, or dispose of, any or all of said property as allowable under applicable law. Lien placement shall be for the purpose of recouping the company’s invoiced charges due, as well as normal and reasonable fees for handling, storage, and costs of disposal or sale, including A4’s legal fees, as well as amounts for any monies advanced to third parties. Prior to such disposal or sale A4 will notify all known affiliated parties in writing and will enclose inventory and written terms for said disposal or sale.
9. Indemnification
A. Client indemnifies A4 for its legal fees and all related costs in the event goods transported and/or placed in storage by A4 are found to be stolen, illegally imported or obtained, fraudulently declared or converted, or should A4 be made a party to any legal action disputing ownership, authorship, usability, or marketability of the goods.
B. In the event A4 is required to answer to any court action or demand relating to client’s goods, or, to appear in a legal proceeding or action, either as plaintiff or defendant, to enforce these Terms & Conditions or A4’s rights herein in a court of law, including enforcing the limitations of liability contained herein, A4 shall be entitled to recover its attorney’s fees and all related costs incurred in answering and defending itself in such proceeding or action. The terms of this Section 9 survive the completion of services and/ or release of warehoused goods.
10. Rate Application and Payment Terms
A. Estimates are issued on the basis of immediate acceptance; A4 maintains the right to withdraw or revise any estimate, whether issued verbally or in writing. Should any changes occur in regards to the rate of freight shipping, packing or warehousing services, storage, or any other charges that are applicable to the goods, then estimates shall be subject to immediate revision accordingly. A4 may make such revision with or without notification to the client, even after A4 has accepted the goods. Rate adjustments may be triggered by any of, but not limited to, the following; additional cargo volume and/or weight; additional collections, deliveries, reroutings, and/or extra handling services; delays caused by lack of preparation, non-availability of cargo, and/or errors & omissions made by the client; unwillingness of consignee to receive goods; and additional services ordered on the client’s behalf at either the collection or delivery, or by anyone acting on behalf of the client.
B. Payment terms are net receipt upon presentation of invoice unless otherwise stated on the face of this document. A4 reserves the right to assess fees to the client for payments in arrears and collection procedures on delinquent accounts including, but not limited to, reasonable legal fees and interest on unpaid amounts.
C. No claims for loss or damage will be entertained until all A4’s charges have been paid in full. Any amounts alleged to be part of a claim may not be deducted from the total due and payable charges.
11. Foreign Exchange Rate Adjustment Fee Policy
All fees for services performed by foreign (non-United States) agents, partners, and affiliates will be subject to a 3% surcharge. This Foreign Exchange Rate Adjustment Fee is applied to offset currency exchange rate fluctuations and related transaction costs incurred during international shipments.
12. Storage-in-Transit
Storage-in-Transit (“SIT”) is temporary warehouse storage of items pending further transit. SIT service is automatically provided by A4 for a maximum of 14 days from the date the goods are received at an Unnamed or Named Location. There is no additional charge for SIT service at Named Locations. Beginning on the 15th day following the date the goods are received into a Named Location, the Client will be responsible for Storage Fees at A4’s current storage rates as well as warehouse handling fees and final delivery charges.
Named Locations
35-00 47th Avenue, Long Island City, NY 11101
2170-2174 NW 87th Avenue, Doral, FL 33172
1636 North Indiana Street, Los Angeles, CA 90063
1960 Cross Beam Drive, Charlotte, NC 28217.
13. Hazard Pay Policy
Atelier 4, LLC (the “Company”) acknowledges the potential risks associated with certain job duties and client locations, and as such the Company provides “Hazard Pay” as additional compensation to its employees performing work in a Hazardous Location. This Hazard Pay Policy outlines the Company’s commitment to ensuring the safety and fair compensation of its employees working in the presence of Hazardous Conditions and within a Hazardous Location. This Policy establishes Increased Hourly Rates Charged to Customers and the application of a Risk Mitigation Fee to address increased costs incurred due to such conditions. This policy applies to any full-time employee of Atelier 4, LLC performing work on-site at a Client Location that is within a Hazardous Location or traveling to or from a Client Location that is within a Hazardous Location.
Policy Definitions:
Client Location: Client location is defined as any location where Atelier 4, LLC has been hired to provide services, and which is not a location either leased or owned by the Company.
Hazardous Conditions: Hazardous Conditions include, but are not limited to, natural disasters, public health emergencies, extreme weather events, or other situations identified as hazardous by official government agencies or deemed so by the Company’s senior management.
Hazardous Location: Hazardous Location is defined as any client location within an area determined by local, state or Federal authorities, or deemed by the Company’s senior management, where Hazardous Conditions are present.
Employee Compensation: During periods of Hazardous Conditions, Atelier 4, LLC full-time employees will be compensated at a rate of twice (2x) their standard hourly pay or salary equivalent for work performed on-site at a Client Location and while traveling to and/or from a Client Location.
Increased Hourly Rates Charged to Customers: Commensurate with the Company’s 2x compensation rate to its employees, customers will be charged at an hourly rate of twice (2x) Atelier 4, LLC’s standard hourly technician and other applicable professional rates then in effect at the time of the job booking.
Risk Mitigation Fee: A 10% fee will be applied to all non-labor charges, fees, and expenses billed to the customer during periods of Hazardous Conditions. This fee is intended to cover costs associated with risk mitigation measures, including but not limited to Personal Protective Equipment (PPE), additional safety measures or procedures, additional safety equipment, and other costs related to ensuring the safety of employees and the continuity of services being provided.
Notification: Customers and employees will be notified promptly of the implementation of this policy during periods of Hazardous Conditions. Notification will include details about the increased hourly rates and the application of the Risk Mitigation Fee. Notification may occur during job estimation, at the time of job booking, at the commencement of the on-site work, or during on- site work if Hazardous Conditions commence, worsen or otherwise occur during the performance of the services.
Exceptions: Exceptions to this policy may be granted at the sole discretion of the Company’s senior management on a case-by-case basis.
Service Provision Disclaimer: The existence of this Hazard Pay Policy is neither a guarantee of service nor a warranty of the completion of services under Hazardous Conditions. Atelier 4, LLC makes no representations or warranties that services will be provided, that services will be completed, or that services will not be interrupted under Hazardous Conditions. The Company’s top priority is the safety of its employees, and Atelier 4, LLC reserves the right to decline to provide services or to cease providing services at any time during Hazardous Conditions. In the event services cannot be completed, the Customer agrees to remit full payment for any charges related to the attempt to provide the services, including but not limited to travel time to and/or from the Client Location, hourly rates per employee assigned to the job, fuel charges, equipment fees, or other fees, charges, and expenses as may occur during an attempt to provide services.