Terms&Conditions

These Terms and Conditions, together with any accompanying Transportation Cooperation Agreement (hereinafter “Agreement”), shall govern the relationship between Solotransa, UAB / Solotransa Logistic, UAB / Kauno Daisotra, UAB and its Clients. In the event that the Client executes the Agreement, then the Agreement and these Terms and Conditions shall together constitute the entire agreement between the Parties. Conversely, in the event the Client does not execute the Agreement, acceptance and utilization of Solotransa, UAB / Solotransa Logistic, UAB / Kauno Daisotra, UAB services shall constitute an unequivocal acknowledgment and acceptance of these Terms and Conditions, which shall be deemed fully binding upon the Client.

Placement of Orders

Individual transport orders will be placed by the Client via email or other pre-agreed means of communication. Each email order shall be further deemed subject to the terms of the T&C’s identified bellow as well as the terms identified in the Agreement when applicable.

The Client ensures that each Order specifies all necessary details of the cargo, such as the origin and destination, shipment weight, dimensions, packaging, special handling requirements (if any), delivery deadlines, and any other necessary details concerning the transportation. The cargo must be legally permissible for transportation. The Client shall also specify any special vehicle requirements, such as a hard side trailer, temperature-controlled transport, or any other specific vehicle needs based on the nature of the cargo. If no special requirements are specified, it shall be understood that a standard vehicle is suitable, and no additional special conditions are ordered. The Carrier shall not be liable for any damage to the cargo, delay, or loss of the cargo arising from the Client’s failure to fulfill the obligations specified above. In addition, the Client shall indemnify the Carrier for any costs, losses, or damages resulting from the provision of false or misleading information, including but not limited to the cost of returning the cargo, storage, legal fees, fines, administrative costs or any other expenses incurred. The Carrier will not be held responsible for any damage, loss, or delay to the cargo in such cases.

Upon receiving an Order from the Client, the Carrier will confirm its acceptance via email, agreeing on the price and delivery timeline for the requested transportation services. The Carrier reserves the right to decline the Order prior to acceptance if it cannot meet the specified deadlines or other conditions due to scheduling or other circumstances.

Upon delivery, the Carrier shall obtain the recipient’s signature on the CMR Consignment Note, indicating that the shipment has been received. If the recipient is satisfied with the condition and quantity of the shipment, the recipient will sign the CMR Consignment Note without reservation.

The recipient shall note any discrepancies, damage, or shortages directly on the CMR Consignment Note at the time of delivery. The Carrier shall retain a copy of the CMR Consignment Note with the noted objections, which shall serve as the formal record of the recipient’s dissatisfaction. The Carrier shall immediately notify the Client of the issue and the parties shall cooperate to investigate the claim and determine the cause. In cases where the Carrier is found liable for the damage or shortage, compensation shall be handled in accordance with the terms of Agreement and Terms and Conditions. The Client shall remain responsible for payment for the transport services, but any claims or disputes regarding the condition or quantity of the cargo will be resolved separately.

The Client shall ensure that the loading / unloading process is completed within 3 hours (or another separately agreed time frame). If the loading / unloading exceeds the specified time the Client shall pay a late fee in the amount of 50 EUR for each additional hour or part thereof that the unloading is delayed unless a separate agreement is made and approved by both parties via email. The penalty shall be calculated from the moment the delay exceeds 3 hours until the situation is resolved, and transport can proceed. This fee shall be payable upon receipt of the Carrier’s invoice, in addition to any other charges incurred due to the delay.

In case the recipient is not available to receive the shipment at the agreed time and location, the Carrier may, by request of the Client or by his own accord:

Attempt redelivery at a later time, with any additional costs for the redelivery charged to the Client;

The Client undertakes to inform the recipient of their responsibility to duly inspect the cargo upon delivery. The Carrier has no obligation to ensure or perform an inspection of the goods at the time of delivery. If the recipient signs the CMR Consignment Note without noting any discrepancies, damage, or shortages, it shall be deemed that the cargo was delivered in full compliance with the Order and in satisfactory condition. The recipient’s signature on the CMR Consignment Note without reservation shall serve as final proof that the cargo was received as agreed, and the Carrier shall not be held liable for any subsequent claims related to the condition or quantity of the goods.

Terms of Payment

The transportation price and payment terms are one of the following:
agreed upon per each transportation Order. If the payment terms are not specifically agreed upon for any particular Order, the payment shall be due on the date indicated on the invoice.
agreed upon on a weekly basis based on the previous weeks’ transportation operations volume shared and agreed upon between parties via email. If the payment terms are not specifically agreed upon for any particular Order, the payment shall be due on the date indicated on the invoice.
agreed upon on a monthly basis based on the previous months’ transportation operations volume shared and agreed upon between parties via email. If the payment terms are not specifically agreed upon for any particular Order, the payment shall be due on the date indicated on the invoice.

If the Client fails to pay any invoice by the due date, interest will accrue on the outstanding amount at a rate of 0.1% per day from the due date until full payment is received. The interest shall be calculated on a daily basis and added to the total amount owed. The Client acknowledges and agrees to pay such interest in addition to the original invoice amount, as well as any collection costs or legal fees incurred in the process of recovering the outstanding payment.

Rights and obligations of the Parties

The Client undertakes to:

Ensure that the cargo is properly packed, secured, and labeled in accordance with applicable industry standards, laws, and regulations. The Carrier shall not be held liable for any damages caused by improper packaging or securing of the cargo;
Ensure the accuracy of the recipient’s address, contact details, and any special instructions for the delivery. If any errors in this information result in delays, missed deliveries, or additional costs, the Client shall bear full responsibility and reimburse the Carrier for any damages, costs, or penalties incurred;
Provide the Carrier with all necessary and accurate information regarding the transportation, including weight, dimensions, packaging, any special handling requirements, and customs documentation, if applicable. The Carrier shall not be under any duty to inquire into either the accuracy or the adequacy of such documents and information;
Be solely responsible for the loading and unloading of the cargo at both the origin and destination points;
To promptly notify the receiver of the goods regarding the cargo arrival and ensure proper coordination for delivery;
To ensure that the goods being transported comply with all applicable laws and regulations, particularly concerning customs and international transport;
To pay the price for the services provided by the Carrier in accordance with provisions of this Agreement and Orders.

The Client has the right to:

Request updates and reports on the status of transportation;
Expect timely delivery of the goods in accordance with the agreed delivery schedule.

The Carrier undertakes to:

Ensure that the vehicle is suitable and in good condition for the transportation required by the Client;
Ensure that the cargo is securely fastened and protected during transit using standard industry measures, such as straps, corner protectors, and other appropriate securing methods, excluding any packaging provided by the Client;
Execute the Orders in a professional and diligent manner and to deliver the cargo to the recipient at the location specified in the Order and CMR consignment note;
Inform the Client of any damage to the goods, or other issues that may affect the timely and safe delivery of the goods;

The Carrier has a right to:

Subcontract some or all of its obligations to third-party service providers, provided that the Client does not explicitly prohibit such subcontracting, and the Carrier remains fully responsible for the performance of the subcontracted services;
Claim payment for any outstanding invoices, including late fees and interest charges, in accordance with the terms of this Agreement and Terms and Conditions. If the Client fails to make payment within the specified period, the Carrier reserves the right to suspend or delay further Orders until all outstanding payments are made. Additionally, the Carrier may withhold the cargo until full payment without any negative consequences, including any applicable late fees or interest charges, is received. The Client hereby provides prior consent for the Carrier to withhold the cargo in such circumstances.

Liability and Risk

The risk of loss or damage to the goods transfers to the Carrier upon the handover of goods by the Client and remains with the Carrier until the goods are delivered to the designated destination.

The Carrier shall be liable for any loss, damage, or delay to the goods while in its possession, except in cases where such loss, damage, or delay is caused by force majeure (e.g., natural disasters, war, government actions), acts or omissions of the Client, Client’s customers or the recipient of the goods, the inherent nature or defect of the goods themselves. The Carrier shall also not be liable for any delay, loss, or other damages resulting from actions, orders, or decisions imposed by any governmental authorities (whether local or foreign) in the jurisdiction in which the vehicle is present during transit.

The Client shall be liable to the Carrier for damage to persons, equipment, or other goods, and for any expenses due to defective packing of the goods, unless the defect was apparent or known to the Carrier at the time when he took over the goods and he made no reservations concerning it.

The Client shall be liable to the Carrier for any damage caused by the absence, inadequacy or irregularity of all documents and information, required to fulfill Work Order, except in the case of wrongful act or neglect on the part of the Carrier.

The Client shall be liable for any downtime or delays caused by the Client’s actions or omissions, including but not limited to the following:

Failure to provide complete, accurate, or up-to-date information regarding the cargo, as outlined in Section 2;
Failure to inform the recipient of the arrival of the goods, which results in delays in the completion of delivery.
Any action or inaction by the Client that causes the transport to be delayed or suspended.
In the event of downtime caused by the Client’s fault, the Client agrees to reimburse the Carrier for all reasonable expenses related to the driver’s accommodation during the downtime period, including but not limited to lodging, meals, and other necessary expenses that are not covered by penalty prescribed in Clause 2.6.
In the event that downtime caused by the Client results in delays that prevent the Carrier from completing the Order within the originally agreed timeframe, the timeline for the completion of the Order shall be extended accordingly – by the total amount of downtime incurred.

The Client shall be liable for any fines, penalties, or legal fees incurred by the Carrier as a result of the Client providing false, inaccurate, or misleading information regarding the shipment, or for failure to comply with legal requirements related to the goods being transported.

Validity and termination of the Agreement

Either Party may terminate this Agreement at any time upon 60 days’ written notice to the other Party. In the event of such termination validity of the Agreement expires after the fulfillment of all Orders submitted prior to expiration date.

The Carrier may terminate this Agreement immediately via written notice in case of gross misconduct or essential breach of Agreement. Parties agree that Client’s actions (inaction) provided herein shall constitute a gross misconduct and essential breach of Agreement:

The Client provides false, misleading, or inaccurate information regarding the shipment (e.g., weight, dimensions, contents), leading to financial losses or operational difficulties for the Carrier;
The Client fails to inform the Carrier of specific requirements for the cargo, such as hazardous material, special permits, or vehicle requirements (e.g., temperature-sensitive or hard-side trailers) and it results in financial losses or operational difficulties for the Carrier;
The Client does not make timely payments for services rendered by the Carrier for more than 30 days;
The Client takes actions that make it impossible for the Carrier to fulfill its obligations (e.g., blocking access to goods, withholding necessary instructions, or instructing the Carrier to take unlawful or unsafe actions).

In the event that one party terminates this Agreement due to an essential breach by the other Party, the termination will be effective immediately upon notice, unless otherwise specified in the termination notice. However, the termination of the Agreement does not affect the completion of any outstanding Orders that are still in progress at the time of termination.

In cases where the Agreement is terminated but there are ongoing Orders that have not been fully completed, the following conditions shall apply:

If the Client terminates the Agreement due to the Carrier’s breach, the Carrier is still obligated to complete any outstanding Orders that were initiated before the termination notice, unless otherwise agreed by the Client. The Client reserves the right to cancel any such Orders, in which case the Carrier shall be entitled to claim payment for any services rendered up until the point of cancellation.

If the Carrier terminates the Agreement due to the Client’s breach, the Client is still obligated to pay for any outstanding Orders that were initiated before the termination notice, regardless of the termination. In such cases the Carrier reserves the right to require advance payment for any services or Orders that remain to be completed. If the Client fails to make the required advance payment, the Carrier reserves the right to suspend further work on any pending Orders until payment is received or, at its discretion, to cancel the pending Orders without liability.

Termination of this Agreement, whether by mutual consent, due to an essential breach, or for any other reason, does not release either Party from their obligation to reimburse the other Party for any losses, damages, costs, or expenses incurred up to the date of termination, or any claims arising from the performance of the Agreement prior to termination.

The termination of this Agreement shall not affect the enforcement of any provisions that, by their nature, are intended to survive the termination, including but not limited to provisions concerning payment obligations, indemnity, liability for damages, and confidentiality.

Force Majeure

Neither Party shall be liable for any delay or failure in performance under this Agreement caused by events beyond their reasonable control, including but not limited to acts of God, fires, floods, wars, strikes, labor disputes, governmental actions, or other force majeure events.

Miscellaneous

The Agreement and individual service orders shall be governed by and construed in accordance with the laws of the Republic of Lithuania.

The Agreement, it’s appendixes and Terms & Conditions constitutes the entire agreement between the Parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter hereof.

The Agreement or conditions not subject in these Terms and Conditions may be amended only by a written agreement signed by both Parties.

All notices required or permitted under the Agreement and/or Terms and Conditions shall be in writing and shall be sent to the email addresses indicated in contact information of the Parties.

All disputes arising from the Agreement and separate Orders shall be resolved through mutual negotiations or by applying to a competent court of the Republic of Lithuania.