Terms and Conditions

General Terms and Conditions for Cargo Transportation Organization Services

Last updated: February 2026

These General Terms and Conditions constitute a legally binding framework agreement regulating the relationship between TDP and the Client.

1. Parties

1.1. Organizer of Transportation: LLC "Tbilisi Dry Port", ID: 405483454 (hereinafter — "TDP").

1.2. Client: Physical or legal person ordering cargo transportation services via the Platform (hereinafter — "Client").

TDP and Client are collectively referred to as — "Parties".

2. Definitions

2.1. Platform — Web application through which the Client orders cargo transportation services.

2.2. Service — Organization of cargo transportation for the Client by TDP, including: order receipt, coordination, engagement of relevant carriers, documentation administration, and support of the transportation process.

2.3. Carrier — Any third party (including but not limited to: LLC "Georgian Railway", road carrier companies) directly performing the physical transportation of cargo.

2.4. Form of Transportation — Method of cargo transportation, including rail, road, or a combination thereof, according to the specific Order.

2.5. Order — A specific request for service provision formed by the Client via the Platform, defining the form of transportation, route, cargo characteristics, and other conditions.

2.6. Container — Reusable standardized transport unit.

2.7. Transport Documents — All documents related to transportation, including railway bill, waybill (CMR), invoice, packing list, customs documents, etc.

3. Subject of the Agreement

3.1. These General Terms and Conditions constitute a legally binding framework agreement regulating the relationship between TDP and the Client in the process of organizing cargo transportation services.

3.2. TDP acts solely as the organizer of transportation and is not a direct carrier, vehicle owner, or cargo owner, unless directly and explicitly stated otherwise in a specific Order or relevant transport document.

3.3. Physical transportation of cargo is carried out by the relevant Carrier and is subject to:

- The Carrier's applicable rules and regulations;

- Relevant national and international transport legislation;

- The legal framework applicable to the specific form of transportation (including rail or road, hazardous goods, etc.).

4. Platform Usage and Consent

4.1. By registering on the Platform and checking the consent button, the Client confirms that:

- They have read these Terms and Conditions;

- They understand their content and legal consequences;

- They accept them as binding for execution.

4.2. Continued use of the Platform, including placing or confirming an Order, shall automatically be considered as unconditional consent to the Terms and Conditions.

5. Order and Form of Transportation

5.1. Each separate Order constitutes an integral part of these Terms and Conditions and is considered in conjunction with them.

5.2. The specific form/type of transportation (rail, road, or combined) is determined by the Order conditions.

5.3. In case of conflict between these General Terms and specific Order conditions, priority is given to the conditions of the relevant Order.

6. TDP Obligations and Rights

6.1. TDP is obliged to:

- Organize the transportation ordered by the Client;

- Ensure coordination of the transportation process;

- Provide the Client with available information regarding the transportation status.

6.2. TDP is authorized to:

- Engage third parties (carriers, terminals, etc.);

- Suspend service in case of violation of obligations by the Client;

- Retain cargo in case of non-payment of service fees.

7. Force Majeure

7.1. Circumstances beyond the Parties' control that make the performance of this Order impossible or substantially difficult are considered Force Majeure.

7.2. Force Majeure does not exempt the Client from fulfilling already incurred financial obligations.

8. Liability

8.1. TDP shall not be liable for damage, loss, or delay of cargo transportation if caused by the actions of the Carrier, third parties, or Force Majeure circumstances.

8.2. TDP's maximum liability in any case is limited to the cost of services paid within the scope of the specific Order.

9. Client's Responsibilities

9.1. The Client is responsible for:

- Accuracy of the information provided in the Order;

- Correctness of cargo declaration and accompanying documents;

- Proper packaging and loading of cargo (if applicable);

- Timely payment of the service fee.

9.2. The Client is fully liable for any damage caused to TDP or third parties due to incorrect information, strictly dangerous cargo, or other non-compliance.

10. Dispute Resolution and Applicable Law

10.1. Parties shall attempt to resolve disputes through negotiation.

10.2. If agreement cannot be reached, the dispute shall be resolved by the courts of Georgia in accordance with the legislation of Georgia.

11. Confidentiality and Personal Data

11.1. Parties are obliged to protect the confidentiality of information obtained within the scope of the agreement.

11.2. TDP processes the Client's personal data (if applicable) for the purpose of fulfilling the Order and in compliance with legal requirements.

12. Final Provisions

12.1. All possibilities and volumes of service are subject to prior agreement.

12.2. Parties confirm that the Order conditions are clear to them and correspond to their real intent. Confirmation by the Client via the Platform (electronic consent) is considered as a signature.

Booking Note (Order Terms)

This document constitutes the specific Order form for organizing cargo transportation services (hereinafter — "Order") and is an integral part of the General Terms and Conditions concluded between LLC "Tbilisi Dry Port" and the Client.

1. Parties

Organizer of Transportation: LLC "Tbilisi Dry Port", ID: 405483454 (hereinafter — "TDP").

Client: Legal/Physical person whose data is specified during Order formation on the Platform (hereinafter — "Client").

TDP and Client are collectively referred to as "Parties".

2. Subject of the Order

2.1. By this Order, the Client instructs, and TDP undertakes the obligation to organize the transportation of the Client's cargo in accordance with the conditions specified in the Order.

2.2. TDP acts solely as the organizer of transportation and is not a direct carrier, unless directly provided otherwise by the specific Order conditions or relevant transport document.

2.3. Physical transportation of cargo is carried out by a third-party Carrier and is subject to national and/or international legal regulations applicable to the relevant transport mode.

3. Form of Transportation and Route

3.1. Form of Transportation: Railway or Combined (as determined by route).

3.2. Route: Defined by Sender's Location, Loading Place (Port/Terminal), and Destination Place as specified in the Order.

3.3. Specific operational details (dates, schedule, technical restrictions) are determined considering the Carrier's capabilities and applicable regulations.

4. Cargo Description

4.1. Cargo Name, Container Type/Size, Container Owner, Gross Weight, and Special Characteristics are as specified in the specific Order details.

5. Transport and Accompanying Documents

5.1. The Client is obliged to ensure the existence, correctness, and accuracy of all necessary transport, customs, and accompanying documents.

5.2. Any damage, fine, or delay caused by inaccuracy or absence of documentation is fully the responsibility of the Client.

6. Service Cost and Payment

6.1. The total cost of service within this Order is specified in the quote (excluding VAT).

6.2. Service cost includes: Railway transportation fee (if applicable); 3 hours of free unloading time at the final destination.

6.3. Service cost does NOT include: Port terminal handling charges (THC) at Poti or Batumi; Additional services at TDP territory; Inspection, weighing, customs formalities, storage, demurrage, and other similar costs; VAT.

6.4. After expiration of the established unloading time, additional fees for vehicle detention apply: Within Tbilisi — 20 USD/hour per vehicle; Outside Tbilisi — 50 USD/hour per vehicle.

6.5. Any additional expense arising from official tariffs of carriers, terminals, ports, or state bodies shall be reimbursed by the Client additionally.

6.6. In case of additional services, their cost will be reflected in the final invoice and constitutes an integral part of this Order.

7. Payment Terms

7.1. Payment is made in advance, based on the invoice issued by TDP.

7.2. In case of non-payment, TDP is authorized to suspend Order execution or exercise the right to retain the cargo.

8. Liability

8.1. TDP is not liable for cargo damage, loss, or transportation delay if caused by the actions of the Carrier, third parties, or Force Majeure circumstances.

8.2. TDP's maximum liability in any case is limited to the cost of services paid within the scope of this Order.

9. Force Majeure

9.1. Circumstances beyond the Parties' control that make the performance of this Order impossible or substantially difficult are considered Force Majeure.

9.2. Force Majeure does not exempt the Client from fulfilling already incurred financial obligations.

10. Validity and Hierarchy

10.1. This Order enters into force from the moment of its confirmation by the Client via the Platform.

10.2. This Order constitutes an integral part of the General Terms and Conditions acting between TDP and the Client.

10.3. In case of conflict between this Order and the General Terms and Conditions, priority is given to the conditions of this Order.

11. Final Provisions

11.1. All possibilities and volumes of service are subject to prior agreement.

11.2. Parties confirm that the Order conditions are clear to them and correspond to their real intent. Confirmation by the Client via the Platform (electronic consent) is considered as a signature.