Terms and Conditions
Part A - General Conditions
1 Application of Terms
1.1 These Website Terms and Conditions (the "Terms") govern the relationship between you and Baltic Exchange Information Services Ltd (the "Exchange") with regard to your use of the information and services (the "Services") provided on this website ("balticexchange.com").
1.2 These Terms incorporate:
(a) the General Conditions contained in Part A of these Terms;
(b) the Subscriber Terms contained in Part B of these Terms;
(c) the Member Terms contained in Part C of the these Terms;
(d) the Privacy Statement contained in Part D of these Terms; and
(e) the Ethics and Market Practices contained in Part E of these Terms.
1.3 Members of the Exchange are bound by the Baltic Code at all times under the terms of their membership of the Exchange. The Baltic Code can be accessed on balticexchange.com. Any user including members of the Exchange ("Members"), Principals and Representatives of Member companies and other users of balticexchange.com who, in the sole opinion of the directors of the Exchange, fails to conform to the Ethics and Market Practices section of the Baltic Code, as set out in Part E of these Terms, may have their access terminated without notice.
1.4 By accessing any part of balticexchange.com or using any of the oServices, you signify your consent to the Terms. The Exchange reserves the right to change the Terms from time to time and accordingly you should, on each occasion of use, check the Terms before accessing balticexchange.com or using any of the Services.
2 User Obligations
2.1 IMPORTANT: In consideration of being granted access to and use of the Services, you agree to:
(a) provide true, accurate and complete information about yourself (the "User Data") as required by the Exchange's registration process and thereafter to ensure that the User Data is promptly maintained and updated so that it remains at all times true, accurate and complete. If the Exchange has reasonable grounds to suspect that any of the User Data is untrue, inaccurate or incomplete in any respect, the Exchange shall have the right to suspend or terminate your access to balticexchange.com and use of the Services;
(b) maintain the confidentiality of any password and account details provided by the Exchange and accept that the password may only be used by the user personally or such other persons as may have been approved by the Exchange in writing. In addition, you accept that you will have sole responsibility for all statements, acts and omissions which are made under your password and undertake to notify the Exchange immediately upon becoming aware of any unauthorised use or possession of your password or any other breach of security;
3 The Exchange's rights and obligations
3.1 The Exchange shall be entitled, without prior notice to you, to suspend and/or terminate your access to balticexchange.com and the Services if it has reasonable grounds to suspect that you have breached any of the representations, warranties and undertakings given in paragraph 2.1 above.
3.2 The Exchange reserves the right to modify, suspend or discontinue (permanently or temporarily) balticexchange.com and the Services (or any part of them) at any time without prior notice to you. The Exchange shall have no liability for any modification, suspension or discontinuance of the Service or for any failure to notify you in advance of the same.
4.1 You agree to indemnify the Exchange against any liabilities, claims, damages, losses and proceedings incurred by the Exchange as a result of any breach by you of the warranties representations and undertakings given in paragraph 2.1 above.
4.2 You agree to co-operate with the Exchange and to comply with its reasonable instructions to limit or minimise any liability the Exchange may incur as a result of any breach of the warranties, representations and undertakings given in paragraph 2.1 above.
5 Intellectual Property Rights
5.1 You acknowledge and accept that all of the copyright, database rights and any other intellectual property rights which subsist in the design, layout, processes, functions, data and content of balticexchange.com and the Services are the property of the Exchange, its information providers, advertisers and other licensors. No part of balticexchange.com, the Services, their content or any of their underlying software and databases may be copied or reproduced (except for your personal use), shared with third parties, reverse engineered, reverse assembled, or used to create any derivative work (whether in physical or electronic form) without the prior written consent of the Exchange.
5.2 The Exchange grants you a personal, non-exclusive, non-transferrable licence under the Exchange's intellectual property rights to access balticexchange.com and use the Services in accordance with these Terms. The licence granted in this clause will continue in force for the duration of your subscription, subject to prior termination in accordance with clauses 3.2 and 3.3.
5.3 You hereby acknowledge and accept that information and materials provided by third party organisations, Members, Subscribers and other users which may be uploaded, posted or transmitted on balticexchange.com ("Third Party Materials") may be confidential or the subject of third party intellectual property rights. Where you have actual notice of such rights or reasonable grounds for believing that they exist, you agree to observe and respect all such rights. You agree not to use any Third Party Materials for any purposes other than those for which they were provided and will notify the Exchange immediately if you become aware, or have reason to believe that the intellectual property rights of the Exchange or any user of the balticexchange.com are being infringed or that a breach of confidence is being committed.
6 Limitations of Liability
6.1 Links to third party websites or resources ("External Sites") may be included on balticexchange.com by the Exchange or third parties. The Exchange has no control over External Sites and does not pre-screen or systematically monitor their contents. The Exchange does not in any way endorse the contents, information, products or services available on External Sites and accepts no liability or responsibility for any loss, damage, cost or expense incurred by you as a result of your use of or reliance on any of the contents, products or services available on any External Site.
6.2 balticexchange.com contains information provided by Lloyd's Register Fairplay of Shipping ("LRF"). You accept that this information is made available to the User on the basis that LRF shall have no responsibility or liability in negligence or otherwise in respect of any inaccuracy in or omission from the ship characteristics or ownership data supplied by LRF as reproduced in balticexchange.com. Without derogating from the generality of the foregoing, LRF shall not be liable for any indirect or consequential loss caused by or arising from any inaccuracy in or omission from such data.
6.3 IMPORTANT: You hereby acknowledge and accept that the Exchange does not pre-screen or systematically monitor Third Party Materials and accepts no responsibility to do so. You accept that the Exchange makes available all Third Party Materials to you on an "as is" basis. No warranties or representations whatever are given by the Exchange with regard to the accuracy, integrity, completeness, quality or fitness for purpose of such information and materials. You accept that any use, transmission or reliance on Third Party Materials will be entirely at your own risk and the Exchange will accept no liability for any damage, loss, cost or expense incurred by you as a result of any such use, transmission or reliance on such Third Party Materials.
6.4 The Exchange warrants and undertakes to the user that:(a) it has the right and authority to enter into this Agreement;
(b) it will, in providing the Services and operating balticexchange.com, exercise the skill and care which may be expected of a provider of such services; and
(c) the use by you of the Services and the information and materials included in the Services (other than the Third Party Materials) in accordance with these Terms will not infringe the intellectual property rights of any third parties.
6.5 Except as expressly stated in paragraph 6.4, the Exchange makes no other warranty or representation in relation balticexchange.com and/or the Services. In particular, the Exchange makes no warranty or representation that:(a) balticexchange.com and/or the Services will meet your requirements; or
(b) balticexchange.com and/or the Services will be uninterrupted or free of errors, bugs and viruses.
6.6 The Exchange shall not be liable to you whether in contract (including under any indemnity or warranty whether under clause 6.4 or otherwise), in tort (including negligence), under statute or otherwise for any of the following:(a) loss of profit;
(b) loss of revenue;
(c) loss of anticipated savings;
(d) loss or corruption of data;
(e) loss of contract or opportunity;
(f) loss of goodwill; or
(g) indirect or consequential loss of whatever nature including (without limit) any loss of a type described in (a) to (f) above which could be regarded as indirect or consequential and whether or not reasonably foreseeable, reasonably contemplatable, or actually contemplated by the parties at the time of execution of this Agreement.
6.7 In the event that the Exchange shall be liable to you (or any person claiming through you) in contract (including under any indemnity or warranty), in tort (including negligence), under statute or otherwise, the Exchange's total liability to you and your company together shall be limited to the amount of the subscription or membership fee paid for access to the Services or £5000, whichever is the greater.
6.8 Without prejudice to your rights to terminate this Agreement, your sole remedy at law, in equity or otherwise in respect of any claim against the Exchange shall be limited to damages.
6.9 Any action or claim against the Exchange must be brought within 18 months after the cause of action arises.
6.10 These Terms set out the entire liability of the Exchange to you in connection with the operation of balticexchange.com and the provision of the Services. However, nothing in this Agreement shall exclude or limit the liability of either party for:(a) death or personal injury resulting from the negligence of that party or its directors, officers, employees, contractors or agents; or
(b) fraud or any statements made fraudulently by that party or its directors, officers, employees, contractors or agents.
6.11 Both you and the Exchange agree that, given the nature of the Services, the consideration paid to the Exchange and the availability of insurance cover to you, the limitations on liability contained in this clause 6 are reasonable in all the circumstances.
8.1 If any provision or part thereof of these Terms shall be held to be illegal, invalid or unenforceable, in whole or in part, under any enactment or rule of law, such provision or part thereof shall to that extent be deemed not to form part of this Agreement and the legality, validity and enforceability of the remainder of this Agreement shall not be affected.
8.2 No third party shall have any rights to bring a claim under the Contracts (Rights of Third Parties) Act 1999 in respect of these Terms.
8.3 These Terms are subject to English law and any claim brought in relation to them or otherwise connected to balticexchange.com and the Services shall be subject to the exclusive jurisdiction of the English Courts.
Part B - Subscriber Terms
1 Application of the Subscriber Terms
1.1 These Subscriber terms (the "Subscriber Terms") will apply if you are a Subscriber to the services on balticexchange.com. If, and to the extent only, the terms contained in the General Conditions conflict with the Subscriber Terms, then the provisions of the Subscriber Terms shall prevail.
2 Ethics and Market Practices
2.1 Members and Subscribers are expected to observe the provisions of the Ethics and Market Practices of the Baltic Code as set out in Part E of these Terms. If, in the reasonable opinion of the Board of the Exchange any Subscriber fails to observe the provisions of the Ethics and Market Practices of the Baltic Code as set out in Part E of these Terms then, without prejudice to any other rights or remedies available to the Exchange under the Rules of the Exchange, the Board of the Exchange may suspend or terminate that Member's or Subscriber's access to and use of balticexchange.com.
Use of Services
3.1 You may use the services only in your day-to-day business within your own company.
3.2 You shall NOT use it, copy, distribute, extract, or re-utlise it for any other purpose and in particular you shall NOT pass it on to your principals or clients or any third parties; display it on any website, circular or market report; or forward it to newsagencies, journalists, publications, exchanges or research organisations.
3.3 Your licence to make use of services contained on balticexchange.com terminates automatically at the same time as your subscription.
Part C - Member Terms
1 Application of Member Terms
1.1 These Member terms (the "Member Terms") will apply if you, as a Member, have access to the Members' Area of balticexchange.com. If, and to the extent only, the terms contained in the General Conditions conflict with the terms of the Member Terms, then the provisions of the Member Terms shall prevail.
2 The Baltic Code
2.1 Members of the Exchange are expected to observe the provisions of the Ethics and Market Practices of the Baltic Code as set out in Part E of these Terms at all times. If any Member fails to observe the provisions of the Ethics and Market Practices of the Baltic Code as set out in Part E of these Terms then, without prejudice to any other rights or remedies available to the Exchange under the Rules of the Exchange, the Board of the Exchange may terminate that Member's access to and use of balticexchange.com.
3 "Posted" Materials
3.1 The Exchange publishes (or "posts") from time to time lists of the names of individuals and companies operating within the maritime industry whose behaviour has been such that the Board of Directors of the Exchange believes that its members should be warned about them. "Posting" may occur, for example, where an individual is believed to be uncreditworthy, has failed to pay an arbitration award made against them or a commission properly payable by them. The activity of "posting" is undertaken without malice by the Exchange purely in the interest of protecting its members and not for financial gain.
3.2 Users who are also Members of the Exchange will be able to view electronic versions of the posted lists on balticexchange.com. The contents of posted lists are confidential to the Exchange and are made available solely for the personal use of Members in the course of their business and may not be published, disclosed, communicated or made available in any form whatever to any person other than another member of the Exchange. Members hereby agree to indemnify and hold the Exchange harmless against any and all liability or loss incurred by the Exchange as a result of any breach of this clause 3.2.
4 Use of Services
All Freight Market Information produced is copyright of Baltic Exchange Information Services Ltd.
If you subscribe to level one information (daily fixture list and headline index numbers only - with re-distribution rights) or level three information (all Baltic freight market information - with re-distribution rights):
4.1 You may use the information in your day-to-day business within your own Baltic member company.
4.2 may copy it and pass it on only to your customers for brokerage services after 1700 hrs London time on the date of publication and as long as you include the copyright notice which can be found at the end of this document and on our website www.balticexchange.com/copyright . You shall impose restrictions on your customers for brokerage services which prevent them from copying, re-distributing, extracting or re-utilising the information in any form.
4.3 You shall NOT pass it on to any third parties other than your customers for brokerage services including but not limited to news agencies, journalists, publications, other exchanges and research organisations. You shall not display it on any public website.
4.4 You may display it on a password protected area of your company website IF you have first obtained written permission from the Baltic Exchange.
4.5 You shall not and shall not permit your customers for brokerage services to use the information:(a) to create any financial product or service which seeks to track or match the values (as to capital income or otherwise) or performance of all or any substantial part of the indices; and/or
(b) for the purposes of market creation or operation, clearing, carrying on any business of settlement or for the creation of indices.
5 Website display
For the avoidance of doubt - whilst Baltic Exchange Market Information (The Data) may, with the Baltic Exchange's written permission, be displayed on a password protected website, the following conditions apply:
5.1 Employees of your company can view The Data immediately the Baltic Exchange publishes it.
5.2 Customers for brokerage services of members companies may be given access to the website provided that:
5.3 The username/password allocated to them only allows only one logged on session at a time;
5.4 The Data is not made available, on the day of its publication, until after 1700 hrs London time and the site does not form part of a commercial service whether sustained through subscription, advertising or other means; and
5.5 You impose restrictions on your customers for brokerage services which prevent them from copying or re-distributing the information in any form
5.6 On request from the Baltic Exchange you must produce a list of clients who have been granted access to the The Data
6 Level Two and Subscriber Freight Market Information
6.1 You may use the information only in your day-to-day business within your own company.
6.2 You shall NOT use it, copy, distribute, extract, or re-utilise it for any othe rpurpose and in particular you shall NOT pass it on to your principals or clients or any third parties; display it on any website, circular or market report; or forward it to newsagencies, journalists, publications exchanges or research organisations.
Part D - Privacy Statement
1.1 The privacy of users of balticexchange.com is important to us. As part of the normal operation of our services we collect and, in some cases, disclose information about you which may include user's personal data. However, we are aware that many users of balticexchange.com may be concerned about the use made of their personal data and we are aware that our right to use such data is constrained by law and, in many cases, subject to your consent.
1.2 The purpose of this Privacy Statement is to describe what information we collect about you and how that information might be used. This Privacy Statement is incorporated into and subject to the terms of the Terms.
1.3 We will be happy to answer any enquiries from you regarding this Privacy Statement, the personal data we hold about you or the use we make of it. If you have any queries, comments, or if you wish to correct or update the data we hold about you, please either email us at email@example.com, or write to us at:
The Baltic Exchange
St Mary Axe
London EC3A 8BH
Tel: 020 7369 1685
1.4 If you wish to know more about your rights, please visit the Data Protection Commissioner's site at www.ico.gov.uk.
2 Public Areas
2.1 If you are merely visiting the public area of balticexchange.com, we do not collect any personal information about you.
3 Members and Subscribers
3.1 If you are a Member or a Subscriber, we will collect and hold information about you which you voluntarily share with us when you apply to become a Member or Subscriber. The personal information collected by us will include your full name, user name, company, password, e-mail address, postal address, country and phone numbers, but may also include additional information necessary to provide you with the service you request, for example your credit card details, or other information about yourself, your preferences or your experiences that you voluntarily share with us.
3.2 We maintain an on-line directory of Members, containing the names and contact details of Members which we make available to other Members on balticexchange.com. If you are an applicant for membership and you do not wish your contact details to be included on the directory, we will be unable to process your membership application.
3.3 If you use the services and facilities on the Subscriber Area you may be asked to input or upload your name, contact details (or if you are a broker, those of your principal) and/or other personal data. We process all such information solely for the purpose of providing the services you have requested in accordance with the Terms.
4.1 When you visit balticexchange.com, we will automatically track certain usage information. For this purpose we may place cookies on your computer. A cookie is an item of data which we will send to your computer and which is stored by your browser and which is sent back to our server when you make a request from our website. Cookies help us recognise you when you visit our site again. Any usage information gathered is used to enable us to understand how our website is navigated, how many visitors arrive at specific pages, the length and frequency of stays at balticexchange.com, the variety of searches of our website's databases, the types of browsers and computer operating systems used by our users and Internet Protocol addresses. Please note: most Internet browsers automatically accept cookies, but you can instruct your browser not to accept cookies or to prompt you before accepting cookies from the sites you visit. If you decide not to accept our cookies, we will still enable you to access and use the facilities on balticexchange.com.
5 Links to External Sites
6.1 From time to time, we may use your contact details to let you know about other services and products we provide, special offers and to provide news about our business. If you do NOT wish your contact details to be used for this purpose, please contact us.
6.2 Please note that we retain the right to contact you about matters relating directly to the services for which you have subscribed.
7.1 By accepting the Terms or by using the services on balticexchange.com, you consent to the collection and use of your personal data by the Exchange for the purposes outlined above and for any other purpose which is reasonably necessary for the provision or proper administration of the balticexchange.com in accordance with the Terms.
7.2 You agree that your personal data may be transferred to countries outside the European Economic Area for the purposes described above to countries which may not provide legal protection of personal data equivalent to the level of protection within the United Kingdom.
Part E - Ethics and Market Practices
1 Basic Principles
1.1 The motto of the Exchange - "Our Word Our Bond" - symbolises the importance of ethics in trading. Members need to rely on each other and, in turn, on their principals for many contracts verbally expressed and only subsequently confirmed in writing. Ethical trading is a cornerstone of the Exchange.
1.2 Over the years the following basic tenets have been developed:(a) In the conduct of his profession a broker shall exercise great care to avoid misrepresentation and shall be guided by the principles of honesty and fair dealing.
(b) No broker has authority to offer a vessel or a cargo unless duly authorised by a principal or by brokers acting on the instructions of principals. Under no circumstances may a broker avail himself of, or make use of an authority if he does not actually hold it. Neither can he alter the terms of an authority without the approval of the principal concerned.
(c) An owner's broker should offer his vessel "firm" only for one cargo at a time. A charterer's agent should similarly offer his cargo "firm" to only one vessel at a time.
(d) A broker can receive more than one firm offer for a vessel or cargo but must make it quite clear to others who wish to make him an offer that he has already received one or more firm offers for the particular vessel or order concerned.
(e) An unsolicited offer or proposal does not necessarily establish the channel of negotiation. A broker should respect the channel or channels through which a vessel or cargo has been quoted to him but the principal may direct which of those channels to use should he enter into firm negotiations.
(f) Before a broker quotes business from a source whose bona fides is unknown, it is expected that he makes reasonable investigations and communicates the results of those investigations to anyone considering entering into negotiations. If such checks have not been made or completed this fact should be conveyed clearly to the other principal or his brokers.
(g) Whilst owners are responsible for paying all commissions, in many cases charterers do agree to deduct some or all brokers' commissions from their payments to owners, as well as their own address commission. This has led to several complaints from brokers where statements issued at the start of a charter show brokers' commissions deducted, whereas when final balances are discussed, a statement shows the opposite, leaving the question of who is actually holding their commission unclear. It is recommended that if charterers are deducting brokers' commission at source, then this must first be agreed with owners. Secondly, brokers must have in writing that this will be the agreed method of payment of their commission.
2 Unacceptable Practices
2.1 The Directors have highlighted, from time to time, certain practices, which they consider unacceptable in the Baltic market. These include:(a) Organisations operating as Freight Contractors/Freight Speculators offering named tonnage against tenders without the authority of owners/disponent owners.
(b) Agents/brokers implying that they hold a ship/cargo firm or exclusively when they do not, in order to secure a response from another party.
(c) Off-setting against hire or freight payment(s), amounts representing unspecified or vague claims.
(d) Withholding payment of commissions in respect of hire/freight/deadfreight/demurrage earned and paid.
(e) Using information obtained from Members of the Exchange for business transacted directly with or between non-Exchange members. This practice involves the use of market-sensitive information given by another member, but being used outside the Baltic market.
(f) Passing market-sensitive information gained through the Exchange to non-Baltic brokers or agents so that they can deal directly with Members of the Exchange's principals or their brokers. This has the effect of diluting the value of the market and runs the risk of an agreement being concluded with someone who may not be fully familiar with the practices of the market and may not observe the same standards of business ethics.
(g) Owners offering their vessel firm for business when they hold a firm offer from another charterer. The unwanted offer should be declined before the owner makes another offer.
(h) Charterers fixing two vessels for one cargo and then holding both vessels over a period of time on "subjects".
(i) The distribution of route or index rates, produced by the Exchange from its panel reporting companies, for the purposes of pricing charters or contracts without an appropriate commission to the broker.
(j) Members should note that the occasional practice of owners or charterers avoiding the payment of commission due to brokers on direct continuations of time-charterparties in which a broker or brokers were originally involved and covered for commission, is considered by the Exchange as unacceptable. To avoid any dispute and possible legal consequences, it is recommended that brokers endeavour to have included in the original time-charterparty a clause specifying that they will receive not only a commission on any hire paid, but also upon any continuation of the charter.
(k) The Exchange has arrangements for investigating disputes between Members, and between Members and non-Members, which arise from the breach of these basic principles or the employment of unacceptable practices and market ethics generally. These are set out in section 8 of the Baltic Code. Members are encouraged to bring such instances to the attention of the Exchange in writing so that they can be investigated.