APPENDIX TO EUROSHELL
CONTRACT
Shell shall provide the Principal Cardholder with an e-box for
use in France to enable drivers of Heavy Goods Vehicles to
pay motorway tolls. This service is provided in connection
with the euroShell Cards Contract (the “Contract”) and these
General Conditions constitute an appendix to the Contract.
1. Definitions
The terms which begin with a capital letter shall have the
following meaning:
* Operator’s Particular Commercial Conditions: the tariff
conditions and in particular the rebates applicable to the toll
charges of each Operator including, if applicable, the
membership fees which give entitlement thereto.
* Operator: legal entity exercising the right to receive the toll
on a motorway network in France.
* e-box: electronic equipment on board supplied by Shell to
the Principal Cardholder to enable the Transactions to be
recorded on the available network.
* Electronic toll: means the electronic system put in place by
the Operators for collecting tolls.
* Transaction: recording a Vehicle passing through a
tollbooth in France by means of an e-box.
* Vehicle: Heavy Goods Vehicle whose gross permitted
weight is greater than 3.5 tonnes.
All other terms defined in the Contract shall have the same
meaning herein.
of the information supplied and any subsequent modifications.
Only registration forms duly completed, dated and signed
shall be taken into account. Shell may ask the Principal
Cardholder to produce any necessary supporting
documentation required by the Operators or the issuer,
Axxès, including, without limitation, a statement that no
winding–up order applies to the Principal Cardholder or any
affiliate and a copy of the registration document for the
Vehicle(s) and company. The Principal Cardholder shall be
obliged to provide this documentation as soon as reasonably
practicable, failing which Shell reserves the right not to action
the Principal Cardholder’s request for a e-box. The amount of
the financial security, if any, furnished in connection with the
Contract may be revised, under the conditions specified in the
Contract, in order to take account of the transactions carried
out by means of the e-box.
3.2 Delivery of the e-box
The Principal Cardholder shall receive the e-box within a
period of twenty (20) working days, after Shell has received
the e-box application and any other documentation it
reasonably requires, at the delivery address specified by the
Principal Cardholder. Should the e-box not be received within
the above-mentioned period, the Principal Cardholder must
immediately inform Shell in writing.
4. Ownership of the e-box
2. Object
2.1. Shell shall supply the Principal Cardholder with euroShell
services in accordance with the terms of these General
Conditions and of the euroShell cards Contract. Principal
Cardholders must make their application for an e-box by
completing the registration form available from the website
www.euroshell.com. The services can only be used for
Vehicles used in connection with a business activity. Shell
cannot be held liable for any use occurring outside this
context.
2.2. The e-box makes it possible to record the Principal
Cardholder’s toll usage on each Operator’s network and to
invoice them to the Principal Cardholder. The toll tariffs and
the Operator’s Particular Commercial Conditions are as freely
defined by each Operator in compliance with the prevailing
regulations.
3. Preconditions
3.1 The e-box application and the present General Conditions
must be duly completed, dated and signed by the Principal
Cardholder and returned to Shell. It is hereby specified that
the Principal Cardholder is alone responsible for the accuracy
The e-box shall remain the property of the issuer. The
Principal Cardholder shall not hire out or sell the e-box or
otherwise allow the e-box to be used by persons other than
Authorised Cardholders. Breach of this requirement entitles
Shell to terminate this agreement and, at its sole discretion,
the Contract on immediate notice. The Principal Cardholder
has custody of the e-box and uses it under its sole and
exclusive responsibility. At any time during the performance of
the Contract, and in particular, where Shell or the Principal
Cardholder suspects theft, fraud or counterfeiting of the ebox, Shell can take the initiative in removing and, if
applicable, replacing, or having a motorway Operator or any
third party of its choice remove and, if applicable, replace one
or more e-boxes.
Shell may also remove and, if applicable, replace the e-box
for any technical reasons and particularly in the following
cases: technological development, faulty operation, battery
wear, change of Vehicle or characteristics of the Vehicle with
which the e-box is associated and where requested, the
Principal Cardholder shall take all necessary steps to return
the e-box when requested.
The Principal Cardholder must, in all cases, return the e-box
or e-boxes concerned at the first request. [[It is hereby
specified that any costs relating to the e-boxes (hire, cost of
replacement, etc.) shall be determined by the issuer or the
Operators and shall be passed on as well as by Shell.
5. Use of the e-box
5.1. Operation of the e-box
The correct operation of the e-box is subject to compliance
with the terms of the instruction manual sent to the Principal
Cardholder with the e-box. Principal Cardholders are
reminded that one e-box is assigned to a specific Vehicle and
that this condition is required by the Operators or by the
regulations in force in certain countries under threat of a
penalty and having the Vehicle taken out of service.
5.2. Application of the Operator’s Particular Commercial
Conditions
The Operator’s Particular Commercial Conditions are
available on the website www.euroshell.com and are only
applicable to Transactions carried out by means of the e-box
present in the Vehicle duly declared to Shell by the Principal
Cardholder. The Operators retain the right to modify the
Conditions. Any modification of the Operator’s Particular
Commercial Conditions shall apply from the date of effect of
the change and the Principal Cardholder agrees to regularly
check the relevant websites to acquaint himself with the
Conditions. The Principal Cardholder is informed that each
Operator has the right to carry out checks linked to the use of
the e-boxes.
Use of the same e-box by several Vehicles when passing
through a tollbooth is forbidden. Such fraudulent use shall
lead to the cancellation of any rebates on those transactions
and the measures specified by the Operator in the event of
established fraud (in particular, the application of its Particular
Commercial Conditions being stopped definitively). Any other
unapproved use shall be invoiced at the full rate.
5.3. Defective e-box
If an e-box is reported to Shell as being defective, its
replacement e-box shall be sent by the issuer as soon as
possible. If it is proved that the defect was caused by the
Principal Cardholder, Shell shall invoice the replacement
costs to the Principal Cardholder in accordance with the
current scale. Replacement of the e-box shall be free in the
case of a defect attributable to the e-box or in the event of
battery failure.
shall be invoiced by Shell in accordance with the current
scale. Should the Principal Cardholder recover the e-box,
previously reported stolen or lost, it must be returned by
registered post with acknowledgement of receipt to the
following address: Centre de Gestion Saint Martin de Crau,
La Lieutenante - Route nationale 113, 13310 ST MARTIN DE
CRAU. In this case, transactions carried out after the
cancellation request shall be invoiced to the Principal
Cardholder and the cost of the e-box reimbursed provided it is
in good working order.
6. Return of the e-box
The Principal Cardholder must return the e-boxes which were
supplied by Shell by registered post with acknowledgement of
receipt to the address mentioned above in all cases in which
the present Conditions are terminated and this within no more
than fifteen (15) days from the effective date of the
termination. The Principal Cardholder shall remain liable for
the use of the e-boxes until they are received by the Centre
de Gestion de Saint Martin de Crau [Saint Martin de Crau
Management Centre] and the amount of the toll transactions
effected shall be invoiced to the Principal Cardholder as
normal. Failing this, a cost of 30 euros per unreturned e-box
shall be invoiced to the Principal Cardholder by Shell in
addition to the relevant Transactions. The Principal
Cardholder may at any time return one or more e-boxes by
registered parcel post, sent to the address stated above.
The Principal Cardholder shall refer to the Operator’s
Particular Commercial Conditions to find out the
consequences of returning the e-boxes and in particular the
conditions of any reimbursement of membership fees
collected or for the invoicing of relevant fees to be collected.
7. Invoicing
Subscriptions to the Services shall commence from the
dispatch of the e-boxes by Shell to the Principal Cardholder.
Proof of the Principal Cardholder’s toll usage shall be
constituted by the computer data recorded by the Operators’
e-boxes. For calculating the sums owed to Shell under the
Contract, the information given in euroShell’s computer
systems shall prevail, taking priority over any other method of
calculation, unless the Principal Cardholder can produce
evidence of a malfunction affecting Shell’s systems.
On the basis of the statement of toll usage, Shell shall invoice
the sums owed by the Principal Cardholder for the period in
question in respect of the Transactions carried out on the
Operators’ networks.
5.4. Cancelling the use of the e-box
Principal Cardholders must cancel the use of the e-box as
soon as they become aware of its theft or loss. Cancellations
must be carried out at Shell under the same conditions as
those laid down in the euroShell Card Contract for the
notification of lost or stolen Cards. The costs of the e-box
shall then be invoiced to the Principal Cardholder by Shell up
to the point the e-box was reported lost or stolen and all
relevant requirements of that report under the Contract have
been complied with.
At the Principal Cardholder’s request, a new e-box can be
delivered to the address indicated. The cost of customisation
Furthermore, it is specified that the rebates granted to the
Principal Cardholder notably by the Operator’s Particular
Commercial Conditions on Transactions in a month (M) shall
appear on the invoice for the following month (M+1).
8 Applicable Terms
The terms of the Contract shall remain in full force and effect
and shall only be varied in relation to e-boxes to the extent
provided for in these Conditions.
The terms of these Conditions shall be subject to English law
and to the non-exclusive jurisdiction of the English courts.
FOR SHELL U.K. OIL PRODUCTS LIMITED:
Drawn up in duplicate in ________________________________________
on __________________________________________________________
FOR THE PRINCIPAL CARDHOLDER: (Company stamp and
signature