1. Definitions

In these Terms and Conditions, unless the context requires otherwise:

• Agent refers to Metro Gate Ltd, acting as the shipping agent in Syria.
• Client means the cargo owner, importer, exporter, freight forwarder, consignee, shipper, or any contractual party who has engaged the Agent for agency or logistics-related services in Syria.
• Principal refers to the container shipping line, NVOCC, or Break Bulk Operator represented by the Agent.
• Vessel means any ship, barge, or floating craft for which the Agent renders services.
• Port Call means the period during which a vessel is present at a Syrian port under the Agent's representation.
• Services rmeans all agency functions including but not limited to vessel clearance, documentation (including issuance of Bills of Lading and Delivery Orders), manifest submission, husbandry, cargo coordination, customs facilitation, container handling (laden and empty), collection of detention charges, and container tracking status updates.
• Force Majeure refers to events beyond the control of either Party, including war, natural disasters, strikes, government actions, or other extraordinary circumstances.
• Sanctioned Goods refers to any cargo or item subject to restrictions under United Nations, US, EU, UK, or Syrian law.

Metro Gate Ltd may offer value-added services such as inland haulage and customs brokerage upon specific requestby the Client. These services may be provided either directly by Metro Gate Ltd or through qualified third-party service providers engaged at the discretion of the Agent. In all cases, the Client shall indemnify and hold Metro Gate Ltd harmless from any claims, damages, losses, or liabilities arising from the provision of such services, including those resulting from third-party performance, delay, or error.

2. Scope of Application

These Terms and Conditions (“Terms”) govern all shipping agency services provided by Metro Gate Ltd (“Agent”) in Syria. These Terms are binding on all parties engaging the Agent, including:

• the Principal (container shipping line, NVOCC, or Break Bulk Operator) who appoints Metro Gate Ltd as agent in Syria; and
• the Client (cargo owner, freight forwarder, shipper, consignee, or any other contracting party) who receives documentation, logistics, or value-added services.
  Each party's obligations and rights are defined in accordance with their role and responsibilities under these Terms. For avoidance of doubt, the ‘Principal’ appoints the Agent to act on behalf of a vessel or operation, whereas the ‘Client’ may receive logistics support, documentation, or related services as an end-user or contracting party.

3. Services Rendered

Metro Gate Ltd acts as a protective and/or port agency, performing tasks including, but not limited to: vessel clearance, husbandry, liaison with port and customs authorities, coordination of cargo operations, issuance of shipping documentation (such as Bills of Lading and Delivery Orders), submission of cargo manifests, container tracking status updates, and coordination of full and empty container handling. The Agent is also responsible for the collection of detention and demurrage charges on behalf of the Principal. Services are rendered based on standard industry practice and as per instructions received.

4. Cargo Acceptance and Restrictions

1. The Agent shall not be liable in cases where cargo, initially appearing to be compliant, is later identified as restricted, prohibited, or sanctioned under applicable international or local regulations. In such events, the Client shall fully indemnify the Agent from any resulting liabilities, fines, or operational consequences.
2. Clients are responsible for providing accurate and complete cargo declarations, and shall indemnify the Agent for any liabilities arising from misdeclaration or non-compliance.
3. The Agent reserves the right to reject cargo that is:
   • Prohibited under Syrian law or international sanctions.
   • Classified as dangerous goods without proper declaration and handling instructions.
   • Improperly packaged or not compliant with port safety requirements.

5. Compliance

1. The Client and Agent shall comply with all applicable local and international laws and regulations, including anti-bribery, anti-money laundering, export control, sanctions, and safety regulations.
2. Metro Gate Ltd maintains internal compliance programs and expects the same from all clients and vendors.
3. The Agent reserves the right to suspend or terminate services if non-compliance is suspected.

6. Documentation and Communication

All instructions, notices, and approvals must be in writing. The Agent shall act on instructions given by the Client or their authorized representatives only. Verbal instructions shall be confirmed in writing without delay.

7. Limitation of Liability

1. The Agent shall not be liable for indirect, consequential, or economic loss including but not limited to loss of profit or business interruption.
2. Any liability of the Agent shall be limited to the amount of the agency fee paid for the specific call in question.
3. must be submitted in writing within 30 days from the date of service delivery.

8. Force Majeure

The Agent shall not be held liable for failure to perform services due to force majeure including but not limited to war, riot, natural disaster, strike, pandemic, government restrictions, or other events beyond its control.

9. Payment Terms

1. All charges related to documentation, container release, cargo delivery, and logistics-related services must be settled strictly on a prepaid basis.
2. No credit shall be extended. Funds must be received in the Agent’s bank account before service execution or release of cargo documents.
3. Any bank charges related to international transfers shall be borne by the Client.
4. Failure to make timely payment may result in delays, denial of service, or reporting to relevant port authorities.

10. Container Release and Security

The Agent shall not release empty containers to Clients for stuffing at locations outside the port area, including but not limited to inland or rural facilities, unless a security deposit has been provided. The deposit amount shall be determined on a case-by-case basis at the sole discretion of the Agent. This condition does not apply to containers stuffed within port premises or bonded areas under direct supervision.

11. Insurance

Clients shall ensure their vessels, cargoes, and operations are adequately insured. The Agent does not provide insurance coverage unless explicitly agreed in writing.

12. Governing Law and Jurisdiction

These Terms shall be governed by and interpreted in accordance with the laws of Syria. Disputes shall be subject to the exclusive jurisdiction of the competent courts in Latakia, Syria.

13. Protection and Confidentiality

The Agent shall protect personal and commercial information shared by the Client. Such data will not be disclosed to third parties unless required by law or operational necessity.

14. Modifications and Severability

The Agent may amend these Terms from time to time. If any part of these Terms is deemed unenforceable, the remaining provisions shall remain in full force and effect.