Payment Terms

Last Updated: April 2023

These terms and conditions (the “Payment Terms”) apply to all services (the “Services”) provided by or arranged by Metro Supply Chain Inc. and/or any of its affiliates (collectively, “Metro”) where such Payment Terms are referenced in an invoice, estimate, quote, proposal, rate confirmation, email, fax, or other document or communication issued by Metro with respect to such Services . The person for which such Services are arranged or performed is referred to in these Payment Terms as the “Customer” (collectively with Metro, the “Parties” and each individually, a “Party”).

If Customer and Metro have entered into a separate written agreement signed by authorized representatives of both Parties with respect to the Services and which contains terms and conditions different to the Payment Terms, then the terms and conditions in such agreement will govern and these Payment Terms will have no force and effect.
These Payment Terms shall prevail over Customer’s own standard terms and conditions, any industry-specific standard trading terms, or terms contained in any other document issued by the Customer with respect to the subject matter of these Payment Terms.

Metro reserves the right to change, modify, alter or otherwise update these Payment Terms at any time without prior written notice and in its sole and absolute discretion. Metro will update the “Last Updated” date, above, when a change is made. It is the Customer’s responsibility to verify if any changes have been made. The Customer’s continued use of the Services from Metro following any such changes, modifications, alterations or updates constitutes your acceptance of the revised Payment Terms.

1.Rates and Charges

The rates and charges applicable to Metro’s performance of the Services shall be as set out in the invoice for such Services issued by Metro, or where an invoice has not yet been issued, then as set out in the rate confirmation issued by Metro, subject to any additional accessorial charges, which may include fuel costs, or changes to the Services.

2. Remittance

The Customer shall remit payment to Metro net 30 days after receipt of Metro’s invoice for the performance of the Services. GST or HST, and any other applicable goods, services and/or sales taxes, will be added to all amounts payable by the Customer and these taxes shall be paid by Customer to Metro together with payments of the amounts to which they relate.

3. Interest on Late Payments

All amounts payable to Metro by Customer under these Payment Terms shall bear interest from their respective due dates until the dates of payment at the rate of three percent (3%) per annum in excess of the prime rate of interest charged from time to time by the National Bank of Canada, or the equivalent entity in any jurisdiction where Services are provided.

4. Set Off

All amounts owed by Customer to Metro under these Payment Terms shall be paid without any deduction, set-off or abatement whatsoever.

5. Lien Rights

All goods tendered to Metro or its service provider in connection with the Services shall be subject to a particular and general lien and right of detention for all charges, advances and expenses owing to Metro by Customer either in respect of the Services provided in connection with such goods, or for any particular or general balance or other monies owed by Customer that are past-due under these Payment Terms or otherwise to Metro (collectively, “Past-Due Amounts”).

6. Past-Due Amounts – Other Rights

If any Past-Due Amounts remain unpaid for 5 business days after Metro sends a formal written notice of the exercise of its rights under this Section 6 to Customer by any means of communication reasonable in the circumstances, Metro may, in its sole discretion:

a. suspend the provision of all Services; and/or

b. sell all or part of the detained goods by private contract or otherwise, and apply the net proceeds on account of the Past-Due Amounts, in which case Metro will not be liable for any deficiencies or reduction in value received on the sale of such goods, nor will Customer be relieved from liability for the remaining balance owed to Metro merely because the detained goods have been sold; and/or

c. terminate any Services that have yet to be performed or are in progress with immediate effect upon written notice to Customer.

7. Currency

Unless otherwise indicated, all dollar amounts referred to Metro’s invoices and rate confirmations are in the currency applicable where Services are provided.