Terms & conditions for every order.

These conditions apply to every quotation, booking and order accepted by BlackSeaChem EOOD unless expressly agreed otherwise in writing. Where a clause below refers to supplementary conditions — the General Forwarding Conditions of the National Association of Bulgarian Freight Forwarders (NSBS) and, where applicable, the FIATA Model Rules — those apply on a supplementary basis.

These General Terms and Conditions ("Terms") govern all services rendered by BlackSeaChem EOOD, a company registered in the Republic of Bulgaria under UIC 208772027, with registered seat at ul. Luda Kamchiya 6, 8120 Kameno, Bulgaria ("BlackSeaChem" or "Carrier"), to the customer named on the face of this invoice ("Customer"). By placing an order, taking delivery of goods into BlackSeaChem custody, accepting services, or paying any invoice, Customer is deemed to have accepted these Terms in their entirety. Customer's own purchase or general terms are expressly excluded unless accepted by BlackSeaChem in writing.

BlackSeaChem provides specialised third-party logistics services for chemical, peptide, and fine-chemical products, including: (a) warehousing and storage, including handling of hazardous goods classified under ADR / IMDG / IATA-DGR; (b) freight forwarding and transport coordination by road (CMR), sea, air, and rail; (c) customs clearance, import/export brokerage, and dual-use / sanctions screening as direct or indirect customs representative under Regulation (EU) No 952/2013 (Union Customs Code); and (d) value-added services including repacking, CLP-compliant relabelling, kitting, sample handling, and inventory management. The specific services for a given consignment are set out in the corresponding Order Confirmation, Booking Note, Warehouse Receipt, Waybill, or this invoice.

BlackSeaChem acts either as agent (forwarder arranging carriage with third-party carriers in Customer's name and for Customer's account) or as principal (contracting carrier or warehouse keeper performing or subcontracting the service in its own name), as expressly stated on the relevant Order Confirmation, Booking Note, or transport document. Where not expressly stated, BlackSeaChem shall be deemed to act as agent / forwarder. When acting as agent, BlackSeaChem's responsibility is limited to the careful selection and instruction of third-party providers; the rights and liabilities of the actual carrier or warehouse-keeper apply between Customer and that party. Subject to mandatory law, the General Forwarding Conditions of the National Association of Bulgarian Freight Forwarders (NSBS) and, where applicable, the FIATA Model Rules for Freight Forwarding Services apply on a supplementary basis to this Section 2.

GOODS, HAZMAT, COMPLIANCE — Customer warrants that for every consignment delivered to or instructed through BlackSeaChem: (a) Customer is the lawful owner or duly authorised disposer of the goods; (b) the description, weight, dimensions, value, classification, UN number, packaging group, and hazard class are accurate, complete, and disclosed in writing prior to handover; (c) goods are packaged, labelled, and marked in accordance with ADR, IMDG, IATA-DGR, Regulation (EC) No 1272/2008 (CLP), and Regulation (EC) No 1907/2006 (REACH); (d) where Customer (or its supplier) is not EU-established, an EU-based Importer or Only Representative has been appointed under REACH and BlackSeaChem does not act as such unless expressly agreed in writing for a specific transaction; (e) goods are not subject to undisclosed export, dual-use, or sanctions restrictions under Regulation (EU) 2021/821 or applicable EU, UN, US (OFAC), or UK sanctions regimes, and the consignee is not a sanctioned party; and (f) goods are not radioactive, infectious, perishable beyond declared shelf-life, or restricted in a manner not disclosed to BlackSeaChem. Customer shall indemnify and hold BlackSeaChem harmless against all claims, fines, demurrage, decontamination, regulated-waste-disposal, and third-party damages arising from any breach of this Section 3. BlackSeaChem reserves the right to refuse, open, inspect, repack, isolate, return, or — at Customer's cost — dispose of misdeclared, contaminated, or non-compliant goods, and to notify competent authorities where required by law.

Where BlackSeaChem acts as customs representative, it does so as direct representative (in Customer's name and for Customer's account) unless expressly designated as indirect representative in writing. Customer remains the declarant and primary debtor for customs duties, VAT, excise, and import charges, and warrants the accuracy of tariff classification, customs value, preferential origin, and end-use information provided. Customer shall reimburse BlackSeaChem on first demand for any duties, taxes, fines, or interest assessed against BlackSeaChem in connection with Customer's goods, including post-clearance adjustments. BlackSeaChem may decline to lodge a declaration where information is incomplete, inconsistent, or raises a reasonable suspicion of breach of customs, sanctions, or dual-use law.

Unless otherwise agreed in writing, all invoices are payable within fourteen (14) calendar days of the invoice date by bank transfer to the account stated on the invoice, in the invoice currency, net of any deduction, set-off, or withholding. Bank charges and transfer costs are borne by Customer. Storage, demurrage, detention, customs-clearance, and accessorial fees accrue automatically per the published tariff or applicable Order Confirmation. Late payment incurs statutory default interest under the Bulgarian Obligations and Contracts Act (ZZD) and Commercial Act, plus reasonable collection costs. BlackSeaChem holds a general possessory and contractual lien over all goods, documents, and proceeds in its actual or constructive possession for all sums due from Customer on any account (whether or not related to those specific goods), and, after 30 days' written notice of unpaid charges, may sell the goods by private treaty or public auction and apply the net proceeds to the debt, subject to the rules on hazardous-goods disposal.

CAPS — BlackSeaChem's liability for loss of, damage to, or delay in delivery of goods is strictly limited as follows, and these limits are mutually exclusive (the most specific applies): (a) International carriage by road: Convention on the Contract for the International Carriage of Goods by Road (CMR), in particular Articles 17, 23, and 25 — compensation capped at 8.33 SDR per kilogram of gross weight lost or damaged; delay capped at the carriage charge. (b) Carriage by sea: Hague-Visby Rules — 666.67 SDR per package or 2 SDR per kilogram, whichever is higher. (c) Carriage by air: Montreal Convention 1999 — 22 SDR per kilogram. (d) Warehousing, value-added services, customs brokerage, and all other services not covered by (a)–(c): liability capped at the lower of (i) 2 SDR per kilogram of the affected goods or (ii) EUR 50,000 per event, and at EUR 100,000 in aggregate per calendar year, irrespective of the number of events.

EXCLUSIONS — BlackSeaChem shall not be liable for: indirect, consequential, special, punitive, or incidental loss, including loss of profit, loss of market, loss of production, regulatory penalties levied on Customer, reputational harm, or loss of research data; loss or damage arising from inherent vice, latent defect, improper packaging, defective or inaccurate Customer instructions, mis-declaration of goods, or breach of any Section 3 warranty; loss of, damage to, or delay in goods of an extraordinary nature (precious metals, currency, irreplaceable specimens) unless declared in writing and a special premium agreed in advance; and any matter excluded under the applicable carriage convention or mandatory law. Nothing in these Terms limits liability for death, personal injury, fraud, or wilful misconduct of BlackSeaChem or its senior management.

Unless BlackSeaChem expressly confirms it has procured cargo insurance for Customer's account, goods are not insured by BlackSeaChem against loss or damage in transit or in storage. BlackSeaChem maintains forwarder's / carrier's liability insurance only, covering its liability under Section 6. Customer is responsible for procuring all-risks cargo and stock insurance commensurate with the value of its goods. Cargo insurance may be arranged by BlackSeaChem upon written instruction and at Customer's cost.

Visible loss or damage must be noted on the delivery receipt at the moment of handover. Hidden loss or damage must be notified in writing within seven (7) calendar days of delivery. All other claims (including misdescription, short-pick, mis-shipment, billing) must be notified within fourteen (14) calendar days of the event giving rise to the claim. Claims must be substantiated with the invoice, packing list, transport document, photographs, and an independent survey or analytical report where applicable. Any claim not notified within these windows is barred. Subject to mandatory law, all actions against BlackSeaChem are time-barred after one (1) year from the date of delivery, scheduled delivery, or — for non-delivery — from the date the consignment was tendered (nine (9) months for air, per Article 35 Montreal Convention).

Neither Party is liable for failure or delay caused by events beyond its reasonable control, including war, civil unrest, terrorism, cyber-attack, embargo, sanctions, government action, port or border closure, customs strike, pandemic, epidemic, natural disaster, severe weather, or systemic carrier failure. The affected Party shall notify the other promptly and use reasonable efforts to mitigate. Storage and demurrage fees continue to accrue during a force-majeure event affecting Customer's collection or onward forwarding instructions.

Personal data exchanged in connection with these services (contact details of representatives, signatories, consignees, drivers) is processed for contract performance, communication, and legal-compliance purposes in accordance with Regulation (EU) 2016/679 (GDPR) and the Bulgarian Personal Data Protection Act. Each Party shall keep the other's non-public commercial information confidential for three (3) years after the last transaction, save where disclosure is required by law or regulatory authority.

Each Party warrants that it complies with all applicable EU, UN, US (OFAC), UK, and other applicable sanctions, export-control, and anti-bribery laws, and that no funds used to pay invoices originate from criminal or sanctioned sources. BlackSeaChem may suspend, refuse, or terminate any service, and report to the competent authority, where it has reasonable grounds to suspect a breach.

These Terms are governed by the substantive laws of the Republic of Bulgaria, excluding conflict-of-laws rules and excluding the application of the UN Convention on Contracts for the International Sale of Goods (CISG) where it would otherwise apply by analogy. Mandatory provisions of applicable international carriage conventions (CMR, Hague-Visby, Montreal) prevail over Bulgarian law to the extent of any conflict. Exclusive jurisdiction lies with the competent Bulgarian court at the registered seat of BlackSeaChem, save that BlackSeaChem reserves the right to bring proceedings against Customer in any court of competent jurisdiction in the country of Customer's seat or where Customer holds assets.

If any provision of these Terms is held unenforceable, the remainder remains in full force. No waiver is effective unless in writing and signed by BlackSeaChem. Customer may not assign these Terms without BlackSeaChem's prior written consent; BlackSeaChem may assign or subcontract freely within the Vira group of companies. These Terms, together with the invoice, the relevant Order Confirmation / Booking Note / Waybill / Warehouse Receipt, and any separately signed Master Logistics Services Agreement (which prevails in case of conflict), constitute the entire agreement of the Parties. BlackSeaChem Invoice Terms v1.0 · effective 17 May 2026.