In the realm of logistics contracts, Polish law does not provide a standardized blueprint. Instead, these contracts are multifaceted, drawing from various specific types and broader civil law principles. This makes it essential to keep an eye on the nuances.
Adding to this complex landscape are the transformations unfolding in response to the Mobility Package – an initiative by the European Union aimed at harmonizing road transport regulations. This package has been progressively deployed throughout the EU and, in 2023, it catalyzed a series of transformative shifts in Poland’s transportation sector. The changes encompass a wide range of aspects – from the deployment of drivers to wage payment protocols. By early 2025, we can expect further modifications, including extended roadside checks and mandatory tachograph replacements.
As a result of this dynamic regulatory landscape, it is essential to grasp the intricacies when forging logistics contracts. Ambiguities or oversights in these contracts can lead to misunderstandings between parties involved, potentially resulting in disputes, legal battles, and financial losses. With that in mind, let us break down some of the crucial components that professionals should consider when drafting these documents:
1. Key Performance Indicators (KPIs)
The first crucial component to consider is KPIs. KPIs serve as an objective measurement tool for gauging the effectiveness of services offered by a logistics provider, often quantified using percentages. They can reflect a variety of performance metrics, such as the number of transports completed on time or the absence of goods shortages in warehousing services. KPIs not only help providers to demonstrate superior service levels but also give clients a means to evaluate the value they receive. Yet, KPIs can be opaque to clients who lack the professional tools to measure or interpret them. Therefore, it is essential to articulate KPIs in a manner that is easily understandable and verifiable by clients. Some providers even go the extra mile by offering clients limited access to specialized tools, often digital platforms, used for KPI measurement. KPIs can cover diverse aspects like “completeness,” which could be defined as achieving 98% accuracy in a given billing period, or “timeliness,” potentially indicated by 99% of completed services within the same period.
2. Complaint Procedures
A well-defined complaint procedure is highly valued by clients but often overlooked by providers. The absence of a complaint clause doesn’t immunize a supplier against client grievances. In these instances, generic legal provisions take precedence, and these can be open to interpretation, often leading to unnecessary and costly litigation. To mitigate this risk, it is prudent to specify the procedures and timeframes, and delineate the scope of issues that warrant complaints. A well-defined complaint process can expedite issue resolution and ultimately save resources for both parties involved.
3. Discrepancy Rate in Warehousing Services
This is essentially a measure of acceptable error – expressed either in terms of quantity or value – that a logistics provider permits during its performance. A well-defined discrepancy rate can serve as a protective clause for the supplier, specifying the margin within which they are not held liable for any inventory shortages. Often framed as a percentage, a common definition might read: “A discrepancy rate of 0.2% in the total inventory value is acceptable, beyond which the supplier is responsible for shortages.”
4. Explicit Descriptions of Services
Contracts must explicitly describe the range and types of services provided to eliminate any scope for ambiguity. This is particularly crucial for clients who may not be experts in logistics and may have varying interpretations of what the broadly defined term “logistics services” includes. Clear, unambiguous language in this section can significantly lower the risk of misunderstandings, disputes, and consequent financial losses.
In summary, as the logistics landscape in Poland evolves, especially with influences like the Mobility Package, and considering the absence of standardized blueprints for logistics contracts, professionals in the field must ensure their contracts are as clear, comprehensive, and client-friendly as possible. Investing time in understanding and crafting these agreements now will undoubtedly pay dividends in trust, efficiency, and reduced risks down the line.
By Marta Solarska-Kalenczuk, Partner, and Malwina Guliyev, Senior Associate, Woloszanski & Partners Law Firm
This article was originally published in Issue 10.9 of the CEE Legal Matters Magazine. If you would like to receive a hard copy of the magazine, you can subscribe here.
