Flexport UK Customs Brokerage Terms and Conditions

These UK Customs Brokerage Terms and Conditions (“UK Brokerage Terms”) govern all customs services provided by Flexport Customs Ltd. registered in London, with EORI number GB362623406000 acting as ‘Customs Agent’. The customer is identified as ‘Principal’.

Article 1. GENERAL TERMS AND CONDITIONS OF CUSTOM BROKERAGE SERVICE

1.1 Unless otherwise agreed, the relationship between the parties is governed by these UK Brokerage Terms. For all matters not expressly addressed herein the Standard Trading Conditions (BIFA conditions 2025) shall apply. In the event of any conflict between these UK Brokerage Terms and the BIFA Standard Trading Conditions, these UK Brokerage Terms shall prevail. The Customs Agent reserves the right to amend these Terms from time to time; the most recent version published on the Customs Agent’s website shall apply.
1.2 By instructing the Customs Agent to act, the Principal is deemed to have accepted these UK Brokerage Terms and the BIFA Standard Trading Conditions 2025 edition in full.
1.3 The Customs Agent acts as Direct Customs Agent, in the name and for the account of the Principal or Indirect Customs Agent, for the account of the Principal as specified in the separately signed agreement containing the power of attorney (“Authorization”). The Principal remains the declarant and importer/export of record unless otherwise specifically agreed in writing.
1.4 Unless otherwise agreed, the Customs Agent shall, if this serves the interests of the Principal, on the basis of the information known to the Customs Agent, be present at the taking of samples and the examination of the goods.
1.5 The Customs Agent is entitled to refuse to perform acts and activities ensuing from the Authorization, providing he/it communicates this as soon as possible.

Article 2. OBLIGATIONS OF THE PARTIES

2.1 The Principal is obliged to, at the first request, provide the Customs Agent with all required records, information and data necessary for the execution of this Authorization (also for each individual shipment/transaction), which may be required on the basis of the applicable rules and regulations and the present Authorization.
2.2 In order to submit a correct customs declaration, the Customs Agent must receive from the Principal the required records, information and data, the relevance of which must be reasonably known to him/it.
2.3 The Principal warrants that the value of the goods and the nature of the transaction by which the goods are being imported or exported is fully and accurately described to the Customs Agent and that any commercial invoice reflecting the value of the goods is an invoice issued by a true seller to a true buyer reflecting the real sum payable.
2.4 The Principal guarantees to inform the Customs Agent in writing of any changes in licenses or permits that are important for the activities to be performed by the Customs Agent within no more than two working days after the aforesaid change.
2.5 The Customs Agent will file an import or export declaration with the Customs Authorities based on the above mentioned information, data and documents provided by the Principal.
2.6 For non-standard customs declarations the Customs Agent may at all times engage third parties at the expense and risk of the Principal for the purpose of carrying out an order after consultation with Principal. In selecting a third party, the Customs Agent will exercise due care, but is not liable for their acts or omissions. This third party referred to above may invoke the Standard Trading Conditions (BIFA conditions 2025).
2.7 The Customs Agent is authorized by the Principal to issue powers of attorney on behalf of the Principal to the third party (i.e. other customs brokers or freight forwarders) to transact customs formalities on his behalf to the extent reasonably necessary to complete customs formalities for the relevant shipment(s).

Article 3. EXPORT COMPLIANCE / NON DIVERSION

3.1 The Principal agrees that he/it has an affirmative non-delegable duty to disclose all information to the Customs Agent required for the export of goods, including export licenses etc.
3.2 The Principal understands and agrees that additional commercial costs and civil and criminal penalties may be imposed for making false or fraudulent statements or for the violation of any UK or UN laws or regulations on exportation such as dual use regulations.
3.3 Goods that are subject to an export license and authorized for export only to a specific country of ultimate destination are for use by the ultimate consignee or end-user identified on that export license only.
3.4 The Principal understands and warrants that no person may resell, transfer or otherwise dispose of these goods to any other country or to any person other than the authorized ultimate consignee or end-user, either in their original form or after being incorporated into other goods, without first obtaining express approval from the appropriate authority.
3.5 The Principal its subsidiaries and its authorized agents including their officers and employees involved in transacting these goods agrees to comply with all applicable laws and regulations.

Article 4. PROVISION OF SECURITY / PAYMENT OF DUTIES AND TAXES

4.1 Unless otherwise agreed, use will be made of the facilities of the Representative in order to provide security and ensure payment of duties, other charges and taxes to the Customs Authorities.
4.2 The Customs Agent is allowed to settle possible remissions, refunds or drawback awarded in name of the Principal with their direct debit account facilities, receive repayment directly in their bank account and subsequently deduct this from the invoice issued.
4.3 All duties, taxes, charges and fees advanced by the Customs Agent on behalf of the Principal are due for payment within 14 days of invoice. The Customs Agent reserves the right to charge interest on overdue amounts at 3% above the Bank of England base rate and to suspend services until all outstanding amounts are settled in full.
4.4 The Customs Agent shall have a right of retention and general lien on all goods and documents in its possession, custody or control for all sums due from the Principal, whether or not related to the particular goods or documents held.

Article 5. OBLIGATION TO KEEP RECORDS

5.1 The Customs Agent is obliged to keep records and keep the (original) documents and records pertaining to each declaration for the legally required period of 5 years. The Principal has a statutory obligation to keep copies of the documents and records provided by him/it and data in connection with the transaction underlying the declaration for the same period of time.

Article 6. DURATION AND TERMINATION/REVOCATION OF THE AUTHORIZATION

6.1 This Authorization is entered into/applies for an indeterminate period of time, effective as of the signing date of this Authorization. The Authorization may be terminated by either party giving not less than 30 days’ written notice. The Customs Agent may terminate immediately by written notice if the Principal: (a) supplies incorrect or misleading information; (b) fails to fulfil its obligations under these Terms; (c) is declared bankrupt, enters administration or liquidation, or otherwise becomes insolvent; or (d) fails to pay any sums due within 30 days of the due date.
6.2 Cancellation/revocation is to be affected by registered letter or email with confirmation of receipt.
6.3 The provisions under this Authorization continue to apply also after cancellation/revocation, where relevant in connection with fulfilment of obligations imposed in the name of government.
6.4 The Customs Agent is entitled to keep the present authorisation also after revocation for the purposes of possible controls in the name of the government.

Article 7. INDEMNITY

7.1 The Principal will indemnify, defend and hold the Customs Agent harmless from any claims, fines and/or liability arising from import or export filings, the importation or exportation of the Principal’s merchandise and/or any conduct of the Principal that violates any UK laws or regulations or the violation of any of the provisions in this Authorization.
7.2 The confiscation or detention of the goods by any governmental authority shall not affect or diminish the liability of the Principal to the Customs Agent to pay all charges or other money due promptly on demand.
7.3 This provision will remain into force for five years after the last declaration has been submitted for any claim and/or liability arising from import or export filings, the importation or exportation of the Principal’s merchandise and/or any conduct of the Principal regardless of termination of the contract based on article 6.
7.4 Where the Customs Agent acts as Indirect Customs Agent, the indemnity in this Article 7 extends to, and the Principal shall indemnify, defend and hold harmless the Customs Agent against, any duties, import VAT, excise, penalties, interest, fines, or other sums that HMRC or any other governmental authority assesses against or recovers from the Customs Agent in its capacity as declarant or joint and several debtor for the customs debt — unless such sums arise from the Customs Agent's fraud or wilful misconduct. The Principal shall reimburse the Customs Agent for any such sums within 14 business days of demand, and this payment obligation is not conditional on resolution of any dispute over the underlying declaration.

Article 8. LIMITATION OF LIABILITY

8.1 The Customs Agent’s total aggregate liability under or in connection with these UK Brokerage Terms, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the lesser of: (a) the total fees paid by the Principal to the Customs Agent in the twelve months preceding the event giving rise to liability; or (b) £50,000.
8.2 The Customs Agent shall not be liable for any indirect, consequential or special loss, loss of profit, loss of business, loss of goodwill, or loss of anticipated savings.
8.3 Nothing in these UK Brokerage Terms excludes or limits liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable law.

Article 9. FORCE MAJEURE

9.1 The Customs Agent shall not be liable for any failure or delay in performing its obligations where such failure or delay results from any cause beyond its reasonable control, including but not limited to: acts of God, governmental actions, sanctions, embargoes, strikes, IT system failures at HMRC or port systems, pandemic, or failure of third-party systems upon which customs declarations depend.
9.2 In the event of force majeure, the Customs Agent shall notify the Principal as soon as reasonably practicable and use reasonable endeavours to mitigate the effects of the force majeure event.

Article 10. APPLICABLE LAW AND DESIGNATED COURT

9.1 These Terms and the Authorization and everything related thereto are governed by the Laws of England and Wales.
9.2 The court of London has sole jurisdiction to hear any disputes arising out of or in connection with these UK Brokerage Terms. Nothing in this clause shall prevent the Customs Agent from seeking injunctive or other interim relief in any court of competent jurisdiction.