Standard Container Leasing Terms
- Lessor: GATEWAY CONTAINER INTERNATIONAL LIMITED
- Registered address: PALM GROVE HOUSE, P.O.BOX 438, ROAD TOWN, TORTOLA, BRITISH VIRGIN ISLANDS.
- Lessee:The party listed in the Lessor’s quotation or invoice who purchases the products and / or services from the lessor.
- "Container leasing contract" means the contract under which the Lessor provides container leasing services to the lessee, the "container leasing services - General terms and conditions", the supplementary terms and (a) a quotation issued by the lessor and accepted by the lessee and finally confirmed by the lessor; Or (b) an order issued by lessee and accepted by lessor.
- The quotation issued by the lessor, whether confirmed by the lessee or not, shall not constitute an offer made by the lessor. It shall be deemed as an invitation to offer issued by the lessor. The quotation shall be signed and / or stamped with legal authorization seal by the lessee and returned to the lessor in writing, which shall constitute an order issued by the lessee to the lessor.
- The "container leasing contract" shall be established only after the lessor notifies the lessee by e-mail or other means acceptable to both parties and expressly accepts the lessee's order.
- In order to clarify respective rights and obligations, the Parties have made and concluded the Contract in Shanghai, China with respect to the leasing business of containers (subject matter) on the basis of equality, consultation, and true intention for mutual compliance.
- The Parties shall confirm the subject matters of individual contracts, with regard to conditions such as container type, quantity, quality standard, mode of transportation, on-hire location, time of taking delivery, delivery deadline, off-hire location, lease term, rental, and expenses through consultation.
- Unless otherwise agreed upon by the Parties, the Lessor’s quotation is based on the inventory and supply capacity at the time of quotation, on a first-come-first-served basis. The Lessor’s inventory and supply capacity may be subject to variation at any time, and the Lessor shall assume no obligation to inform the Lessee of the variation in its inventory and supply capacity at any time. Prior to the conclusion of individual contracts, the Lessor shall assume no obligation to reserve or order inventory for the Lessee.
- Unless otherwise agreed upon by the Parties, the Lessor’s quotation shall be valid on the current day of quotation only. The Lessor shall not be obliged to update the quotation for the Lessee at any time.
- Unless otherwise agreed upon by the Parties, the Lessor’s quotation does not cover the following services and expenses:
- Costs for selecting and designating individual containers;
- Crane charges and recheck charges incurred by the selection and designation of individual containers, photography, or survey;
- Commission expenses incurred by handling issues like warehousing, survey, taking delivery, transportation, distribution, and delivery;
- Insurance premiums;
- Overdue storage fees incurred because the Lessee takes delivery of the containers later than the free storage deadline;
- Overtime fees incurered because the Lessee takes delivery of the containers in the non-working hours of the container yard;
- Recheck charges incurred because the Lessee changes or can not determine the time of taking delivery when an individual contract is concluded, and the Lessee requires the container yard to cooperate for rechecking the containers at the rescheduled time of accaptance.
- Any expenses incurred by the Lessee’s mistakes, delays, or incomplete instructions.
- Any expenses incurred by extreme weather, wars, strikes, riots, coups, natural disasters, and other force majeure factors.
- Any taxes such as value-added tax, income tax, and customs duties, as well as any administrative expenses that may be levied (including fines)
- Any services or fees not clearly listed in the Lessor’s quotation.
- In light of the negotiation results of the Parties, the Lessee shall confirm the purchase to the Lessor in writing such as “purchase order” (letter, fax, e-mail, e-commerce, etc.). The Lessor shall confirm the sales to the Lessee in writing such as “sales order” and/or “invoice”.
- After the subject matter and relevant conditions of the transaction are confirmed by the Parties, the individual contract shall be established. The established individual contract shall supersede all previous oral and written negotiations between the Parties concerning the subject matter. Prior to the conclusion of the individual contract, the Parties shall be entitled to revise or cancel their intention concerning the subject matter, and neither party shall assume any liability or obligation in respect of the subject matter.
- If the Parties have not entered into an individual contract in writing, but one of the following circumstances occurs, it shall be considered that the Parties have concluded an individual contract for the leasing business of containers.
- The Lessee submits the documents required for relevant transactions to the Lessor;
- The Lessee has taken delivery of the containers associated with the business concerned;
- The Lessee has accepted the Delivery Order of containers or other business documents issued or forwarded by the Lessor;
- The Lessor has actually handled business operations concerned;
- Other circumstances that indicate a lease relationship between the Parties.
- During business operations such as confirmation of individual contracts, confirmation of other matters, signature, and receipt, the Lessee’s use of the seal, signature, designated e-mail address, or designated e-mail address with the suffix of domain name in the appendix “Customer Registration Form” is an authorized and willing on-duty behavior of the Lessee, and its effect is equivalent to the official seal of the Lessee. When any information needs to be changed in the “Customer Registration Form”, the Lessee shall inform the Lessor in a prompt manner and provide an updated version.
- The target matter of the Contract is the leasing service of containers, that is, based on its business needs, the Lessee is voluntary to lease the container equipment supplied by the Lessor, which shall be used for transportation or other purposes as agreed by the Parties, and the lease shall be started at the on-hire location and terminated at the off-hire location agreed by the Parties.
- Overview of containers
- The containers to be leased by the Lessor to the Lessee are in line with the conditions described in this Article:
- Name: containers of ISO international standard.
- Manufacturer, brand, and manufacturing specifications: no limit.
- Unit of measurement of containers: unit.
- The type and additional services of a particular batch shall be agreed by the Parties in an individual contract.
- Quality of containers
- Unless otherwise agreed upon by the Parties, the quality standards for containers are as below:
- Cargo Worthy Standard: the door is opened 270 degrees; wind and water tight; clean, dry, tasteless, and dust-free; intact four corner posts, six sides, and eight corner fittings; in compliance with ISO standards; fulfilling a variety of mechanical operations; applicable to multi-modal transport; applicable to loading of all types of goods (except special goods); with a CSC plate).
- Unless otherwise specified, the Lessor doesn't check the CSC validity period of each container when delivering the containers. If the Lessee uses the container as a means of transportation, the Lessee agrees that when taking delivery of the containers, the Lessee is responsible for inspecting and re-inspecting the containers in accordance with the provisions and requirements of the CSC, and bears all costs and expenses related thereto, including the Lessee's leased containers that are in use until the expiration of their respective CSC.
- The quality standard of a particular batch shall be agreed by the Parties in an individual contract.
- Quantity of containers
- The quantity of containers hereunder shall be subject to the actual needs of the Parties, and finally settled based upon the actual quantity. In the meanwhile, the Parties make it clear that the Contract does not require or limit the total lease quantity of one Party within the validity of the Contract or the quantity of each month (or each settlement cycle).
- However, if the Parties enter into the Credit Sale Agreement or agree on the credit sale conditions herein, the credit sale conditions shall be subject to those prescribed in the Credit Sale Agreement or the Contract.
- Recognition of rental or subsidy and related charges
- After an individual contract takes effect, if the Contract requires the Lessee to pay the rental to the Lessor, the Lessor will issue an invoice to the Lessee; if the Contract specifies that the Lessor pays the subsidy to the Lessee, the Lessee will issue an invoice to the Lessor after redelivering all the containers; if it's agreed in the Contract that neither party shall pay any rental or subsidy, then no invoice will be issued to any Party.
- The Lessor shall issue invoices to the Lessee for the rental per diem, maintenance costs, cancellation fees, and loss compensation incurred in accordance with the relevant provisions of the Contract and borne by the Lessee.
- Unless otherwise agreed upon by the Parties, the invoices issued by the responsible party shall be in compliance with the laws and regulations where the company is situated.
- Upon receiving the invoices issued by the other Party, one Party shall check the content and inform the other Party of the check result. The invoices legally issued by one Party to the other Party in accordance with the provisions of the Contract shall serve as the basis for the Parties to settle the expenses.
- After an individual contract is in effect, if the Contract requires the Lessee to pay the deposit for container equipment to the Lessor, the Lessor shall issue a proforma invoice to the Lessee.
- Within the agreed period, after the Lessee redelivers the container equipment to the Lessor at the off-hire location, the Lessee shall issue a proforma invoice to the Lessor.
- Taxes and fees
- Unless otherwise noted, the invoices issued by the Lessor do not cover any taxes such as value-added tax, income tax, and customs duty, or any administrative fees (including fines) that may be levied. The Lessee shall bear any of the mentioned expenses incurred, regardless of the reason, object, or location of the fee collection.
- Term of payment
- Unless otherwise agreed upon by the Parties, the payment period for invoices shall be 30 days. For invoices legally issued by one party to the other in accordance with the provisions of the Contract, the recipient shall make payment within the mentioned payment period.
- The limit of credit sale is USD 15,000 only. If one Party’s account payable to the other Party is beyond the limit of credit sale, it shall settle all arrears to the other Party; the limit of credit sale is not confined to the leasing business of containers, but the gross amount of all business transactions between the Parties. If the Parties also agree on the limit of credit sale in other contracts, the latest agreement shall prevail.
- If one Party’s account payable is beyond the limit of credit sale, it shall settle all accounts with the other Party; otherwise, the other Party shall be entitled to refuse the new credit sale request, no matter whether the payment period agreed by the Parties expires or not.
- If one Party delays any payment, the non-breaching Party shall be entitled to unilaterally lower or cancel the limit of credit sale of the breaching Party.
- Payment of rental or subsidy, deposit, and related charges
- One party shall pay general expenses to the other Party as agreed based on the invoices legally issued by the other Party, and shall not delay or deduct the mentioned fees on the ground of economic disputes between the Parties or with any other excuses.
- Unless the other Party has confirmed matured debts, or the other Party agrees to offset the debts by written confirmation, neither of the Parties shall unilaterally and forcibly offset the debts.
- If one Party makes payment to the other Party by means of transfer and remittance, the Parties shall afford the respective transaction fees.
- One party shall make payment to the other Party within the payment period. If one Party delays the payment, it shall be liable for breach of the Contract.
- If one Party makes payment to the other Party, it must pay to the account confirmed by the other Party based on the invoice instructions of the other Party.
- Accounts
- The Lessor confirms its account as below:
- Beneficiary Bank Name : HSBC
- Bank Code : 004
- Bank Account No. : 801-212903-838
- Beneficiary Bank Address : 1 Queen’s Road Central, Hong Kong
- SWIFT Code : HSBCHKHHHKH
- Beneficiary Name : GATEWAY CONTAINER INTERNATIONAL LIMITED
- Currencies : HKD, RMB, USD, EUR, GBP, AUD, NZD, JPY, CAD, SGD, CHF, and THB.
- The Lessee confirms its account as below:
- Beneficiary Bank Name :
- Bank Code :
- Bank Account No. :
- Beneficiary Bank Address :
- SWIFT Code :
- Beneficiary Name :
- Currencies : USD
- Except as otherwise agreed upon by the Parties, the on-hire mode of delivery of container equipment shall be Ex-Works: delivery at the container yard specified by the Lessor at the on-hire location. When the Lessor delivers the well-prepared containers to the Lessee for disposal at the container yard designated by the Lessor at the on-hire location prior to the agreed time of taking delivery, it shall be deemed that the Lessor has fulfilled the delivery obligation. The Lessee shall take responsibility for taking delivery of the containers within the agreed period of taking delivery. Prior to and within the period of taking delivery, the Lessor shall take all risks such as possible loss or damage. Upon the expiration of the period of taking delivery, or after the Lessee takes delivery of the containers, the Lessee shall take all risks such as possible loss or damage before redelivering them to the container yard designated by the Lessor.
- Within the period of taking delivery, the actual taking delivery date is the date of on-hire; otherwise, the expiration date of the period of taking delivery will be automatically regarded as the date of on-hire.
- Unless otherwise agreed upon by the Parties, individual containers shall be distributed randomly by the Lessor, but the Lessor shall guarantee that they are in compliance with the technical specifications and quality standards specified herein and the standards specified in individual contracts.
- If the Lessor finds that the quality of container equipment is not in line with the agreed standards at the time of delivery, the Lessor shall exchange defective container equipment unconditionally or repair container equipment to meet the quality standards within an agreed time limit. If the Lessor fails to take timely measures to make its container quality conform to the agreed standards, the Lessor shall be liable for breach of the Contract.
- Unless otherwise agreed upon by the Parties, when the Lessee takes delivery of the containers, the Lessor shall afford the cost of lifting the containers onto the transport vehicles of the Lessee.
- The Lessee shall bear the freight and related charges incurred by the taking delivery of the containers.
- The concrete procedures are as below:
- In accordance with individual contracts, the Lessor shall issue a Delivery Order to the Lessee in writing. The legal and valid Delivery Order is the voucher and notice delivered by the Lessor to the Lessee. When the Lessor issues a Delivery Order to the Lessee, it shall be considered that the Lessor delivers the containers that haven't been placed on any transport vehicle to the Lessee for disposal at the designated location, and informs the Lessee of the taking delivery. Except as otherwise agreed upon by the Parties, the period of taking delivery shall be within 10 days after the delivery of the Delivery Order.
- Once the Lessee determines the concrete time and/or location for taking delivery within the agreed period, the Lessee must issue a sufficient notice to the Lessor. The Lessor shall arrange the operation plan of the relevant container yard based on the Lessee’s taking delivery plan. If the Lessee needs to change the concrete time and/or location for taking delivery, it shall immediately give a full notice to the Lessor again. The Lessor shall coordinate the changed operation plan of the container yard based on the changed time of taking delivery of the Lessee, to meet the requirements of the Lessee to the greatest extent.
- Before taking delivery of the containers, the Lessee shall confirm with the designated container yard on its service capability, availability of containers, taking delivery process, and the operation plan at least 1 working day in advance, agree on the time of taking delivery, and arrange the taking delivery according to the agreed conditions.
- The Lessee or its agent shall take delivery of the containers at the container yard designated by the Lessor, and submit to the container yard the Delivery Order with the original official seal and authorized signature of the signing recipient; if there are more than one container under a Delivery Order, the Lessee shall submit the Delivery Orders in the same number of the containers with the official seal and authorized signature of the recipient, that is, “one order for each container”. If the recipient is designated in the Delivery Order, an authorized signature of the“designated recipient” with the original official seal shall be required.
- The Lessee shall do its utmost to take delivery of the containers during the daytime working hours in the statutory working days to gain more resources and support.
- The Lessee or its agent shall check and confirm that the condition of the containers is in line with the specified quality standards before taking delivery of the containers; if the containers are found not up to the quality standards, the Lessee or its agent shall inform the Lessor in a prompt manner to address the problem before the request of storing in the yard, and the Lessor shall be obliged to change or repair defective containers to satisfy the quality standards. If the Lessee or its agent takes delivery of the containers and takes them out of the container yard, it means that the Lessee has confirmed that the condition of containers conforms to the quality standards and completed the taking delivery of the containers. All risks and responsibilities arising after taking delivery and before redelivery shall be taken by the Lessee.
- The Lessee shall take delivery of all the containers under the Delivery Order within the free storage period (i.e. the period of taking delivery in the Delivery Order); if it is overdue, the Lessee will afford the overdue storage fees. Unless otherwise agreed upon by the Parties, the free storage period shall be within 10 days after the delivery of the Delivery Order.
- The Lessee shall take delivery of the containers within the validity period of the Delivery Order. If the Lessee expects that it fails to take delivery of the containers within the validity period of the Delivery Order, it shall apply to the Lessor for extension or replacement of the Delivery Order 3 working days prior to the expiration of relevant Delivery Order.
- If the Lessee fails to take delivery of all or part of the containers within 30 days after the Delivery Order is issued or forwarded, the Lessor shall be entitled to cancel the business of the part that hasn't been taken delivery of.
- The Lessee shall take delivery of the containers within the period of taking delivery, and send the “Taking delivery Confirmation” to the e-mail address (该邮件地址已受到反垃圾邮件插件保护。要显示它需要在浏览器中启用 JavaScript。 ) designated by the Lessor within 7 working days upon taking delivery and 7 working days prior to redelivery of containers. The content of the Confirmation shall include: reference number of Delivery Order, date of taking delivery, as well as number and type of the containers that have been taken delivery of. If the Lessee fails to complete the taking delivery of some or all containers within the period of taking delivery, it shall still follow the mentioned process to confirm the actual situation of the taking delivery with the Lessor and update the taking delivery plan and Taking delivery Confirmation.
- For the containers that have been inspected or surveyed, the Lessee shall complete the taking delivery as early as possible upon the completion of the inspection or survey or within the time limit specified by the container yard. If the operation of the container yard is affected because the Lessee fails to take delivery of the containers in a prompt manner, and the containers are moved away or randomly distributed by the container yard to other customers, the liabilities and fees incurred thereby shall be borne by the Lessee.
- Location of delivery:
- Unless otherwise agreed upon by the Parties, the location of delivery shall be the container yard designated by the Lessor at the on-hire location.
- Delivery deadline:
- The Lessor shall fulfill its delivery obligations to the Lessee as per the delivery deadline specified in individual contracts. If the Lessor delivers the containers 1 day after the delivery deadline, the Lessee shall be entitled to refuse to accept the containers, and unilaterally cancel individual contracts and demand the Lessor to bear the liabilities for breach of the Contract.
- Proof of delivery
- The Lessor shall issue the Delivery Order to the Lessee in writing. The legal and valid Delivery Order is the voucher and notice delivered by the Lessor to the Lessee.
- Credentials of taking delivery
- Unless otherwise noted, the signature or seal of the agent appointed by the Lessee on the Outbound Equipment Interchange Receipt suggests that the Lessee has taken delivery of the containers with the quantity, type, and quality standard listed in the receipt.
- When the Lessor delivers the containers to the Lessee in accordance with the provisions of the Contract, the Lessee shall count and check the quantity, type, and quality of the containers supplied by the Lessor within the period of taking delivery, and sign for them on the Equipment Interchange Receipt. If the number of containers is not in line with the Contract, the Lessee shall be entitled to sign for them only based on the quantity that has been actually taken delivery of. If the type of containers is inconsistent with the Contract, the Lessee shall be entitled to sign for only the part that conforms to the Contract; the Lessor shall take responsibility for repairing or replacing the containers that are not in line with the specified quality standard, and the fees incurred thereby shall be borne by the Lessor. Moreover, the Lessee shall be entitled to make payment only for the quantity that has been actually taken delivery of.
- When the Lessee takes delivery of the container equipment, it shall survey the quality of the containers and inform the Lessor of any nonconformity discovered.
- If the Lessee requires the Lessor to act as agent for “Quality-Standard-Based Survey” or “CSC-Standard-Based Inspection”, it shall inform the Lessor at least 2 working days prior to the start of the survey work, so that the Lessor can make an appointment with a survey agency. Unless the Lessee designates a survey agency, the Lessor shall be entitled to select any survey agency with relevant qualifications to conduct survey and issue survey reports, and the Lessee shall pay the Lessor expenses such as survey fees, crane fees, and container recheck charges incurred by the survey. Unless otherwise agreed upon by the Parties, the concrete standards of “Quality-Standard-Based Survey” are the technical specifications and quality standards specified herein.
- Unless otherwise noted, the signature or seal of the agent appointed by the Lessee on the Outbound Equipment Interchange Receipt suggests that the Lessee has finished the survey and confirmed the delivery by the Lessor and the Lessee has taken delivery of the container equipment conforming to the quality standards.
- After the Lessee takes delivery of the containers or the period of taking delivery expires, the Lessor shall not assume any liability for the leased containers or cover any loss, damage or claim incurred by any reason such as direct or indirect factor, contingency or necessity, defect or deficiency, and accident.
- Unless otherwise agreed upon by the Parties, the mode of delivery of container equipment for on-hire is Ex-Works: delivery at the container yard designated by the Lessor at the on-hire location. If entrusted by the Lessee, the Lessor will handle issues such as warehousing, inspection, survey, taking delivery, transportation, distribution, and delivery for the Lessee. Any handover and operation of containers and related documents will be regarded as representing the Lessee’s behavior. The relationship between the Lessee and the Lessor is the relationship between the principal and the agent.
- If one Party requests to alter or cancel individual contracts, it shall acquire the consent of the other Party, and the Parties shall confirm the alteration or cancellation of individual contracts in writing. If one Party unilaterally alters or cancels individual contracts due to breach of the Contract, the breaching Party shall assume the liabilities for breach of the Contract.
- After the alteration or cancellation of individual contracts is confirmed by the Parties, if the Lessor has issued or forwarded the Delivery Order to the Lessee, the Lessee must guarantee that the containers that should not be taken delivery of due to the alteration or cancellation of individual contracts will no longer be taken delivery of; if the Lessee has taken delivery of some containers, it shall redeliver the containers to the container yard within the period designated by the Lessor, and the extra fees incurred thereby shall be borne by the breaching Party. The fees incurred by the Lessor in warehousing, survey, taking delivery, transportation, distribution, and delivery for the Lessee shall be borne by the breaching Party.
- If the containers supplied by the Lessor to the Lessee are specially ordered, customized, processed or produced for the Lessee, the Lessor shall be entitled to stop accepting the Lessee’s request for alteration or cancellation of individual contracts upon the execution of the individual contracts.
- In the event that the quality of the containers delivered by the Lessor is not in line with the Contract and the Lessor fails to take timely measures such as maintenance and replacement to conform to the agreed standards, the Lessee shall be entitled to cancel individual contracts, ask the Lessor to refund all the rental and deposit, and compensate the Lessee for its direct loss.
- The container equipment supplied by the Lessor shall only be used by the Lessee as the means of transportation agreed by the Parties or for other purposes. Except as otherwise agreed upon by the Parties, it shall only be used for road, railway, inland transportation or storage. If the container equipment supplied by the Lessor is used as a means of sea transportation, it must be approved by the Lessor in writing, and the Lessee shall insure the relevant containers “against all risks”. The compensation amount for total loss shall not be lower than the “Compensation Standard for Container Loss” specified herein. The scope of insurance shall cover individual average and general average, and the beneficiary of the insurance shall be the Lessor.
- From the time when the Lessee takes delivery of the containers to the time when the Lessor takes them back, the fees incurred in custody, survey, use, storage, and maintenance of the containers shall be borne by the Lessee. The Lessee shall bear the loss of any means of transportation, personnel or other goods or property and/or the loss of and/or liabilities to the Lessee or any third party during the lease term. The Lessor will not bear the mentioned liabilities for the lease of containers.
- “In-Service Charges” means all charges incurred in ports, depots, storage areas or otherwise arising out of the use of the containers, including but not limited to, customs charges, wharf fees, all taxes, fees, penalties, and charges levied on or in connection with the containers subsequent to delivery, including but not limited to, property, sales, use, and all further government levies, fees or charges, including but not limited to, fines, penalties, and interest. During the lease term, the Lessee will be responsible for, and shall pay directly, all In-Service Charges.
- The Lessor shall be entitled to transfer, mortgage, and guarantee the containers to a third party without influencing the use of the Lessee, provided that the validity of the Contract shall not be influenced and the obligations of the Lessor shall not be decreased.
- The Lessee will not, directly or indirectly, create, incur or permit to exist, any security interest, lien, charge or other encumbrance against the Containers. The Lessee, at its own cost and expense, will promptly pay, satisfy and otherwise take such action as may be necessary to keep the Containers free and clear of any such encumbrances.
- The Lessee shall, at its sole expense, comply with all conventions (including CSC), laws, regulations or orders of federal, state, foreign and local governments and agencies which in any way affect any Container or its use, operation or storage or which in any way affect this Lease, and shall be liable for all fines, penalties, fees and interest thereon for failure to comply. The lessor shall have no responsibility for compliance with any such conventions, laws, regulations or orders, including, without limitation, all such conventions, laws, regulations or orders as may relate to customs, transportation, handling, safety, labor regulation, repair and standards.
- The Lessee shall use each container so as to comply with all loading limitations, handling procedures and operating instructions, and to prevent excessive impact, unbalanced loading, and other hazardous conditions. The Lessee shall not use the Containers for storage or transportation of Hazardous Substances or other unsuitable contents which may corrode, oxidize, severely dent, puncture, contaminate, stain or otherwise damage the Containers or be in contravention of any Environmental Laws.
- All improvements, repairs, accessories, additions and relocationments made or attached to any Container by the Lessee become fixtures, part of the Container and the property of the Lessor without the Lessor incurring any liability therefore. The Lessee shall make no modifications, improvements, repairs or relocationments, nor attach accessories or additions to any Container, without the prior written consent of the Lessor, except as may be necessary for emergency purposes or to comply with other provisions of the Lease. Such written consent may include such conditions, including but not limited to later restoration of the Container to its prior condition, as the Lessor in its sole discretion may require.
- Without the written consent of the Lessor, the Lessee shall not alter the structure, color, plate or marks of the containers arbitrarily. It is not allowed to alter or replace the Lessor’s service logo. The Lessee may add its own logo, but it must ensure that the logo will comply with all relevant laws and regulations, and the Lessee shall take responsibility for removing it before the off-hire date.
- During the lease term, the Lessor shall be entitled to request the Lessee to issue a location report of the containers, and the Lessee shall issue the location report within 3 working days upon the Lessor’s request.
- Except as otherwise provided herein, the Lessee shall be liable for all Damage sustained by any Container prior to its redelivery to the Lessor, including, without limitation, costs associated with: (i) contamination from Hazardous Substances, (ii) removal and disposal of any Hazardous Substances and (iii) the removal and disposal of any Container, or components thereof, affected by Hazardous Substances. The Lessee shall not be responsible for such Normal Wear and Tear as may reasonably be expected between delivery of the Containers and their Redelivery Date, or for such Damage as is conclusively shown to have been caused by Lessor. The lessee shall not be responsible for reasonable “Normal Wear and Tear” incurred during the container lease term. “Normal Wear and Tear” means changes to the condition of any Container, such as light rust and random small dents and scratches on any side of the Container, consistent with proper treatment and use of a Container under conditions for which it was specifically designed by employing acceptable methods of handling, securing, ground storage, ship stowage and transport. “Normal Wear and Tear” shall not include changes to the condition of any Container which would have been prevented by routine washing and/or lubrication, spot painting, or other normal repair or maintenance, or changes affecting security, water tightness, weather-proof qualities, mechanical and/or electrical function of integral components, the integrity of design or structure, or regulatory, classification or certification requirements, or affecting the inside or outside dimensions or cubic content of a Container (whether or not such changes may threaten the safety of person or property). Man-made damage and pollution are not natural losses. The chemical pollution, oil pollution, and other residues in the container are cleaned or cleaned by the user during the use. The relevant cleaning costs are borne by the lessee. For containers loaded with used equipment, waste items, dangerous goods, and polluting materials, cleaning must be enforced, and these costs are also borne by the lessee.
- During the lease term, the Lessee shall make correct use of the containers to prevent accidental damage. If the containers are damaged, the Lessee shall take responsibility for repairing them, and send them to the repair factory. For the containers supplied by the Lessor in line with the standard of Cargo Worthy, the Lessee shall repair them based on the standard of Cargo Worthy; for the containers supplied by the Lessor in compliance with the standard of Institute of International Container Lessors (IICL), the Lessee shall repair them based on the standard of the IICL; for the containers supplied by the Lessor in line with other standards, the Lessee shall repair them based on the quality standards of the condition of containers confirmed at the time of taking delivery, and provide the Lessor with valid written materials about the repair content at the time of redelivery. If the maintenance cost of a single container is within the limit of the Damage Protection Plan (DPP), it shall be borne by the Lessor, and the part beyond the limit of the DPP shall be covered by the Lessee. After it is repaired, the Lessor shall complete the formalities of redelivery after passing the survey. The time cost of repair shall be borne by the Lessee. The Lessee may also entrust the Lessor to repair the container. The Lessee shall inform the Lessor of the damage of the leased container in a prompt manner, redeliver it to the container yard designated by the Lessor, and complete the formalities of redelivery the container. The Lessee shall clearly state that “it entrusts the Lessor to repair the container” as well as the damage condition on the Equipment Interchange Receipt and sign it for authentication. If the Lessor or its agent can confirm the maintenance cost when the Lessee redelivers the container, it shall be entitled to charge the Lessee or its agent the part that should be paid by the Lessee or its agent. If the maintenance cost can not be confirmed when the container is redelivered, the Lessor shall estimate the maintenance cost (including material and labor cost, loading and unloading cost, and transportation cost) based on the corresponding repair standard after the Lessee redelivers the container, inform the Lessee of the maintenance cost to be borne by the Lessee in writing, and issue an invoice to the Lessee, which shall pay the Lessor accordingly.
- Damage Protection Plan: the Lessee shall not bear the repair cost which is within the agreed amount in accordance with the quality standards for redelivery except for the “Normal Wear and Tear” caused during the lease term; if the repair cost of individual containers is beyond the agreed amount, the Lessee shall only bear the excess repair cost. Unless otherwise agreed upon by the Parties, the default standard of DPP is USD 50/container.
- During the lease term, if some or all containers are lost or damaged beyond repair, the Lessee shall inform the Lessor of the incident within 3 working days, and provide the Lessor with a detailed written report and valid supporting documents within 7 working days. In the meantime, the Lessee shall compensate the Lessor in line with the “Compensation Standard for Container Loss” herein.
- Before redelivery, the Lessee shall send an e-mail to the e-mail address (该邮件地址已受到反垃圾邮件插件保护。要显示它需要在浏览器中启用 JavaScript。 ) designated by the Lessor 5 working days in advance to apply for a Redelivery Instruction. When applying for the Redelivery Instruction, the Lessee shall provide the Lessor with reference number of the Delivery Order, container number, and type. The Lessor shall provide the Lessee with a written Redelivery Instruction within 3 working days upon taking delivery of the application from the Lessor.
- The Lessee shall redeliver the containers to the Lessor at the location agreed by the Parties. Unless otherwise agreed upon by the Parties, the location of redelivery shall be the container yard and stock location designated by the Lessor, and the recepient shall be the agent appointed by the Lessor. The Lessee shall redeliver the containers based on the complete instructions including the entrance reference number and stock location as stated in the Redelivery Instruction provided by the Lessor.
- Prior to redelivery at the off-hire location, the Lessee shall inform the agent appointed by the Lessor at least 1 working day beforehand; confirm the current service capability of the container yard, the availability of the stock location, the redelivery process, and the corresponding operation plan of the container yard; agree on the time of redelivery; and arrange the redelivery in compliance with the agreed conditions.
- Unless otherwise agreed upon by the Parties, when the Lessee redelivers the containers, the Lessor shall pay the loading and unloading fees of the transport vehicles from the Lessee.
- When the Lessee redelivers the containers, they shall be accepted by the Lessor’s agent, and the Parties shall sign the Inbound Equipment Interchange Receipt. The Inbound Equipment Interchange Receipt is an important proof of the the Lessee’s redelivery, and the Lessee shall keep it for no less than 2 years. When the Lessor claims that it has not taken delivery of the containers but the Lessee claims that it has redelivered the containers, the Lessee shall be obliged to show the Lessor the valid Equipment Interchange Receipt.
- The date on which the Lessee redelivers the containers to the Lessor based on the complete instructions including the entrance reference number and stock location, as stated in the Redelivery Instruction provided by the Lessor, is the date of off-hire. The period from the date of on-hire to the date of off-hire is the lease term.
- When the Lessee redelivers the containers, there shall be no residues, transportation aids or goods of any type or form in each container. The Lessee agrees that any property in the containers can become the property of the Lessor at the Lessor’s will after the containers are redelivered, and the Lessor shall not fulfill any obligation for any such property. The Lessee shall compensate the Lessor for all costs and fees associated with proper disposal of any such residues, transportation aids, and goods, including disposal costs and attorney fees.
- When the Lessee redelivers the containers, the Lessee shall redeliver the containers supplied by the Lessor in line with the standard of Cargo Worthy; for the containers supplied by the Lessor based on the IICL standard, the Lessee shall redeliver the containers in line with the IICL standard; for the containers supplied by the Lessor in line with other standards, the Lessee shall redeliver the containers based on the quality standards of the condition of containers confirmed at the time of taking delivery. Otherwise, the containers shall be handled in accordance with the relevant provisions in “Custody and Use of Containers as well as Related Charges”.
- The Lessee shall redeliver the containers within the lease period agreed by the Parties. If the containers are not redelivered within the time limit, unless otherwise agreed upon by the Parties, the Lessee shall pay the rental per diem to the Lessor according to the following standards:
- From Day 1 to Day 10 : USD 2/20’ GP/ day; USD 3/40’ GP or 40’ HC/ day
- From Day 11 to Day 20 : USD 4/20’ GP/ day; USD 6/40’ GP or 40’ HC/ day
- From Day 21 to Day 30 : USD 8/20’ GP/ day; USD 12/40’ GP or 40’ HC/ day
- From Day 31 to the off-hire date: USD 12/20’ GP/day; USD 18/40’ GP or 40’ HC/ day
- The rental of open-top containers and frame containers is 3 times of the mentioned standards.
- The rental of refrigerated containers and folding containers is 6 times of the mentioned standards.
- The rental of tank containers is 10 times of the mentioned standards.
- If the Lessee or its agent fails to redeliver the containers to the agent appointed by the Lessor and the designated container yard within 30 days upon expiration of the lease term, the Lessor shall be entitled to regard the containers as lost and require the Lessee to compensate based on the compensation standards for container loss specified herein. Before the Lessor receives the compensation, the Lessee still needs to pay the rental per diem based on the actual number of days.
- Unless otherwise agreed upon by the Parties, the “Compensation Standard for Container Loss” are as follows:
- Brand-new containers or containers that have been used for less than 1 year:
- USD 3000/20’ GP (20-foot ordinary containers)
- USD 5000/40’ GP (40-foot ordinary containers)
- USD 5200/40’ GP (40-foot high cube containers)
- The compensation of open-top containers and frame containers is 3 times of the mentioned standards.
- The compensation of refrigerated containers and folding containers is 6 times of the mentioned standards.
- The compensation of tank containers is 10 times of the mentioned standards.
- Containers that have been used for more than 1 year:
- The containers shall be depreciated at 5% per year, but the minimum salvage value after depreciation shall not be less than
- 80% of the mentioned standard.
- ALL CONTAINERS ARE LEASED AS IS, AND THE LESSOR WARRANTS ONLY THAT THEY CORRESPOND WITH THE DESCRIPTION SET OUT IN THE SCHEDULE, AND THAT SO LONG AS NO EVENT OF DEFAULT HAS OCCURRED THE LESSEE SHALL HAVE QUIET POSSESSION AS AGAINST ANY PERSON CLAIMING UNDER OR THROUGH THE LESSOR. SAVE AS AFORESAID, NO CONDITION OR WARRANTY WHATSOEVER OF ANY KIND HAS BEEN OR IS GIVEN BY THE LESSOR IN RELATION TO THE CONTAINERS, AND ALL CONDITIONS AND WARRANTIES IN RELATION THERETO, WHETHER EXPRESSED OR IMPLIED, WHETHER STATUTORY, COLLATERAL HERETO OR OTHERWISE, WHETHER IN RELATION TO THE FITNESS OF THE CONTAINERS OR ANY ITEM THEREOF FOR ANY PARTICULAR PURPOSE, OR IN COMPLIANCE WITH ANY CONVENTION, STATUTE, REGULATION, ORDER OR OTHER PROVISION OF LAW OR STANDARD, OR WHETHER IN RELATION TO MERCHANTABILITY OR AS TO DESCRIPTION, STATE, QUALITY OR CONDITION OF THE CONTAINERS OR ANY ITEM THEREOF AT DELIVERY OR AT ANY OTHER TIME, ARE HEREBY EXCLUDED AND EXTINGUISHED.
- To follow the regulations or requirements of administrative authorities including customs and taxation in all countries or regions, if the Lessor requests the Lessee to provide bills of lading, waybills, and other documents or related information, the Lessee shall provide in a prompt manner. If the Lessee requires the Lessor to provide documents or related information such as “Letter of Commitment for Re-Export of Containers”, the Lessor shall provide in a prompt manner.
- The Lessee has no right to sublet the containers or transfer its rights herein unless it acquires the written consent of the Lessor beforehand. In case of subletting or transfer, the Lessee shall still fulfill its obligations to the Lessor herein. The Lessor may entrust or transfer all or part of its obligations, ownership or rights herein, including the rental that has expired or will expire
- After individual contracts are established, if the Lessee requests to alter or cancel individual contracts, it shall pay the corresponding fees and compensate the Lessor for its loss. If the Lessee cancels individual contracts after the Lessor’s Delivery Order has been issued, unless otherwise agreed upon by the Parties, it shall pay the cancellation fees to the Lessor: USD 50/container. If the Lessee cancels an individual contract after the expiration of the period of taking delivery (after the date of on-hire), unless otherwise agreed upon by the Parties, besides paying the cancellation fees based on the mentioned standards, the Lessee shall also pay the rental per diem to the Lessor in line with the following standards from the date of on-hire (after the expiration of the period of taking delivery):
- From Day 1 to Day 10 : USD 2/20’ GP/ day; USD 3/40’ GP or 40’ HC/ day
- From Day 11 to Day 20 : USD 4/20’ GP/ day; USD 6/40’ GP or 40’ HC/ day
- From Day 21 to Day 30 : USD 8/20’ GP/ day; USD 12/40’ GP or 40’ HC/ day
- From Day 31 to the cancellation date of individual contracts: USD 12/20’ GP/day; USD 18/40’ GP or 40’ HC/ day
- The rental of open-top containers and frame containers is 3 times of the mentioned standards.
- The rental of refrigerated containers and folding containers is 6 times of the mentioned standards.
- The rental of tank containers is 10 times of the mentioned standards.
- In the event of any delayed payment by either Party, it shall pay the other Party liquidated damages for delayed payment at the rate of 3‰ per day. In this case, the non-breaching Party may exercise lien on any documents or items owned or delivered by the breaching Party (whether associated with the Contract or the business of delayed payment), and the risks and loss incurred, as well as fees such as custody fees and storage fees shall be borne by the breaching Party.
- If the Lessee fails to pay the fees for 3 months without the consent of the Lessor, sells or mortgages the leased containers without authorization, the Lessor shall be entitled to rescind the Contract at any time and request the Lessee to redeliver all the containers. The Lessee shall be liable for the loss of the Lessor.
- The Lessor shall fully fulfill its obligations hereunder, and shall be liable for the direct loss and fees to the Lessee incurred by the Lessor’s fault. The mentioned loss does not cover economic loss or other indirect loss incurred by delay in delivery.
- If the Lessee claims compensation from the Lessor in accordance with the provisions of the previous article, it shall do so within 7 days from the expiration of the period of taking delivery. If the Lessee fails to raise any objection to the Lessor in writing within the mentioned period, it shall be considered that the Lessor delivered qualified containers, and the Lessee shall not make any further claims.
- In the event of any other breach of the Contract by one Party, the other Party shall compensate the non-breaching Party for any loss incurred including but not limited to, direct loss, loss of available benefits, attorney fees, investigation and evidence collection fees, and travel fees paid by the non-breaching Party for handling disputes, and the amount of compensation paid by the non-breaching Party to a third party, no matter whether the compensation amount is determined by a relevant court or arbitration institution or confirmed after reconciliation or mediation.
- For the liabilities of the breaching Party not clearly stated in the Contract, the breaching Party shall compensate for the actual economic loss of the other party for breach of the Contract.
- “Force majeure event” refers to unforeseeable, insurmountable, and unavoidable objective events that may prevent the affected Party from fulfilling its obligations hereunder in full or in part, including but not limited to such natural disasters as floods, earthquakes, fires, and storms, and such social events as wars, turmoil, and government actions.
- If either Party fails to perform its obligations due to the occurrence of a force majeure event, it shall notify the other Party in writing within 15 days after the occurrence of such an event and provide documentary evidence within 30 days upon the request of the other Party. Both Parties shall make every endeavor to minimize loss. In case of a force majeure event, the affected Party shall not be held liable for its failure to perform the Contract or any loss, and it shall not be deemed as breach of the Contract. The Party affected by the force majeure event shall take appropriate measures to reduce or eliminate the influence of such an event and resume the fulfilment of the obligations affected by the force majeure event. However, for the containers leased by the Lessee, the Lessee must fulfill the obligation to redeliver them; otherwise, it shall be liable for breach of the Contract. The Lessee has no reason to apply the provisions of force majeure in this regard, no matter whether the event is controlled by the Lessee or not.
- The notice or other contact information sent by either party in accordance with the provisions of the Contract shall be written in Chinese or English and can be sent to the designated address of the other Party by manual delivery or registered airmail (postage prepaid), recognized express service, or by fax or e-mail. The notice shall be considered valid. The date of delivery shall be determined by the following methods:
- Manual delivery: delivered on the day of manual delivery;
- Registered airmail: delivered on the tenth day after the postmark date;
- Express delivery: delivered on the fifth day after the service organization sends it;
- Fax or e-mail: delivered on the first business day after the date of sending the notice.
- The designated mailing address shall be the address clearly stated at the beginning of the Contract. Either party that changes the mailing address shall inform the other Party in writing. If it fails to do so, the original address shall be deemed valid. The party failing to do so is not allowed to claim that it has not received the other Party’s notice on the grounds of the change in mailing address, and the notice sent by the other Party to the original mailing address shall be considered delivered.
- Dispute Resolution: The Contract shall be governed by the laws of the People’s Republic of China. Any dispute arising out of or in connection with the Contract shall be settled by the Parties through friendly consultation. If no agreement can be reached through such consultation, the Parties may file a lawsuit to the people’s court at the place where the contract is concluded.
- Prior to the expiration of the term of the Contract, if either Party proposes to change or terminate the Contract, the change or termination can be confirmed by the Parties in writing upon mutual agreement.
- For matters not covered herein, the Parties can enter into a supplementary agreement, which shall be regarded as a valid integral part of the Contract.
- The appendixes shall be an integral part of the Contract and shall be equally binding to the Parties in accordance with its provisions.
- The Contract is made in duplicate, with each Party holding 1 copy and each copy being equally enforceable.
- The Contract shall be deemed legally valid upon being sealed by the Parties or signed by authorized representatives.
- The Lessee shall provide the Lessor with the following documents on the date of signing the Contract:
- “Customer Registration Form” filled out item by item (stamped with official seal);
- Copy of business license (stamped with official seal);
- Power of attorney (if the signatory is a branch company, it shall be issued and sealed by the head office);
- Copy of business license of the head office (if the signatory is a branch company, it shall be sealed by the head office);