These Terms and Conditions apply when we, SMS ecofleet Limited, a company registered in England and Wales under number 12008963 whose registered office is at 100 Longwater Avenue, Green Park, Reading, England, RG2 6GP, provide services to you, our Customer, for the carriage of goods and they supersede any contrary provisions that may be contained in any purchase order issued by you, the Customer.
Any use of our services shall constitute your acceptance of these Terms and Conditions and the charges quoted to you. In each case the details of the services and charges will normally be confirmed in a written agreement. That agreement, together with these Terms and Conditions, is referred to as “the Contract”.
We are not a common carrier and we have complete discretion whether to accept any consignment of goods for transport and delivery.
We will exercise reasonable skill and care in the carriage of your goods subject to these Terms and Conditions and your compliance with them. Unless agreed in writing, no special treatment (outside of our capacity) will be provided for the goods consigned to us.
You, the Customer, undertake with us that:
You agree to keep us fully indemnified against any liability, loss or damage that we incur as a result of any breach of the above or of any other terms of the Contract including all costs, expenses and damages arising out of or in connection with any third-party claim.
You must ensure that when consigned to us:
We reserve the right to refuse to accept delivery of any consignment if our driver considers it to be dangerous, oversized or overweight for the delivery vehicle or in some other respect not compliant with these Terms and Conditions.
All delivery times that we provide are estimates only and we do not accept responsibility for any circumstances beyond our control whether due to traffic congestion, accident or any other reason whatsoever.
It is your responsibility to ensure that the access for us to deliver the goods is arranged and that the consignee (or someone on their behalf) is available to take delivery of the goods.
If there is no-one to accept the delivery, we reserve the right to charge for the delivery and return the goods to you. Alternatively, we may, at our discretion, leave the consignment at the delivery address or at an adjacent address unless, before consigning the goods to us, you have instructed us in writing not to do this.
Once the consignment has been delivered and either signed for as being in good condition, or left without a signature under the previous paragraph, we shall have no further liability for the goods.
If our rider is confronted by aggressive, rude or other unacceptable behaviour at the collection or delivery address we reserve the right to refuse to deliver the goods, in which case you will remain liable to us for the full delivery charge.
Our quotations are valid for a period of 30 days. If you do not accept the quotation within this period we reserve the right to issue a revised quotation.
Our charges will be as set out in our quotation and confirmed in the Contract. All our invoices are due for payment within 7 days from the invoice date unless otherwise specified in our quotation.
In addition to our quoted charges, we reserve the right to charge an extra fee if we are required to assemble any goods in our facilities.
If a delivery is cancelled en route to the collection point we reserve the right to invoice and be paid 50% of the full delivery charge that would have applied to that consignment.
If a delivery is cancelled on arrival or if we return the consignment to you for reasons mentioned in the section entitled Consignment and Delivery, we reserve the right to invoice and be paid the full delivery charge for that consignment.
We reserve the right to request a deposit before accepting any consignment, in which case this must be received by us in cleared funds before the goods are consigned to us. The deposit will be applied against the charges payable to us.
Any query concerning an invoice must be raised within three days of the date of issue and we will respond promptly. You are not entitled to withhold any payment without our prior written consent.
If any payment is not made on the due date, we reserve the right to claim interest at the rate of 8% above Bank of England Base Rate or, in the case of business customers, the rate applicable under the Late Payment of Commercial Debts (Interest) Act 1998. This does not affect our other rights under the Contract.
All charges are quoted exclusive of VAT which will be added as appropriate and a VAT invoice or VAT receipt issued.
All charges are subject to increase after 12 months or on the review date specified in the quotation, if earlier. We will give advance notice of any increase.
All goods are consigned to us by you entirely at your own risk. It is your responsibility to insure the goods against loss or damage to their full value. Our liability for loss or damage is strictly limited as set out below.
Except as stated in this section, we shall have no liability to you or to any other person having an interest in any of the goods. This exclusion of liability extends to loss, destruction, damage and deterioration of any goods, whatever the cause.
We shall be liable to you only when loss, destruction or damage is directly caused by our proven negligence or wilful default (including that of our employees) and in that case our liability will be limited to an amount equal to £10 per kilo of the gross weight up to a maximum of £100 per consignment of goods lost, destroyed or damaged while in our custody.
Except in respect of claims for death or personal injury arising from our negligence capped by our insurance cover, we shall have no liability for any indirect, economic or consequential loss, damage, costs or expenses of any kind (whether in contract or tort or for breach of statutory duty) including (but not limited to) loss of business, loss of contracts and loss of goodwill.
We shall have a general lien on all goods consigned to us. This means we are entitled to retain the goods as security for payment of all sums due to us from you and in the event of non-payment, we may dispose of goods by sale after giving you reasonable notice and apply the sale proceeds towards the charges owing to us. We shall have no liability to you if the goods are sold for less than their value.
The Contract is governed by English law.
If a dispute occurs, we will each endeavour to resolve it amicably by direct negotiation between our respective chief executives or other senior managers
Either party may require that any dispute that is not resolved by negotiation may be referred to mediation on the application of either party. In that case, unless otherwise agreed, the mediation will be conducted in accordance with the CEDR (Centre for Effective Dispute Resolution) Rules then in force.
Any dispute that is not resolved by negotiation or mediation will be finally decided by the English courts.
then, in any such case we may, after giving you written notice of your default, terminate the Contract. Subject to the provisions of Section 10 above, if we hold any goods at termination, we may at our discretion redeliver them to your address at your expense.
You must pay all charges due up to the termination date (plus interest) and all costs and expenses reasonably incurred by us in consequence of the termination, including, but not limited to, any storage charges that we incur if any of your goods are held by us on termination.
The Contract constitutes the entire agreement between us relating to its subject matter and supersedes all previous communications, representations and other arrangements, whether oral or written. You acknowledge that no reliance is placed on any representation made by us that is not embodied in the Contract.
No delay or failure by either party to exercise any of our respective rights under the Contract will operate as a waiver of those rights. To be effective, a waiver must be in writing.
If any part of the Contract is held by a court to be unenforceable or invalid, the remaining provisions of the Contract will continue in effect.
You are not entitled to assign any of your rights or obligations under the Contract to any third party without our prior written consent.