These are the Terms and Conditions which govern business carried out by Clearance Solutions Limited
Definitions:
In these Terms and Conditions:
“Additional Charges” means additional charges as described in Clause 3
“Clearance Solutions Limited” means Clearance Solutions Limited Ltd a company registered in England with Company Number 6857744 and whose registered office is at Caprini House, 163-173 Praed Street, London W2 1RH (hereinafter referred to as “CS”)
“CS+” means CS and or it authorised agents and subcontractors
“Clearance” means the acquisition of title by CS and subsequent disposal by CS+ of anything specified to be for Clearance in any quote estimate or booking confirmation
“Clear” is the provision of the service of Clearance
“Cleared” means anything that is the object of Clearance
“Client” means the Person named in any quote estimate and or booking confirmation or any authorized representative of that Person to whom CS is offering or has agreed to provide the Services in accordance with these Terms and Conditions
“Commencement Date” means the date agreed between CS and the Client for the provision of the Services to start;
“Deposit” means the non-refundable deposit payable by the Client, the details of which are set out in any quote estimate or booking confirmation
“Documents” includes, in addition to a document in writing, a map, plan, design, drawing, picture or other image or any other record of any information in any form, including electronic form
“Excluded Items” means excluded items as defined in Clause 9
“Force Majeure Event” means an act, event, omission or accident beyond CS+’s reasonable control, including but not limited to Acts of God (such as flood or earthquake), fire or explosion, adverse weather conditions, interruption or failure of utility services (such as electricity or gas) or significant disruption to roads or other transport systems;
“Hazardous Waste” means waste that is included on the list of hazardous substances under the Control of Substances Hazardous to Health (COSHH) Regulations 2002
“Services” means the services of removal and/or Clearance and/or storage and/or cleaning and/or packing and/or chattels valuations and/or data destruction to be provided by CS+ to the Client as set out in a quote estimate or booking confirmation or otherwise as agreed either in writing or verbally
General
1.1 The headings in these Terms and Conditions are for convenience only and shall not affect their interpretation.
1.2 A Person includes a natural person, corporate or unincorporated body.
1.3 These Terms and Conditions shall apply to the Services provided by the CS+ to the Client to the exclusion of all other terms and conditions including any terms or conditions which the Client may purport to apply under any order, confirmation of order or similar document.
1.4 Any order for Services shall be deemed to be an offer from the Client capable of acceptance by CS
1.5 Payment for Services or acceptance, including verbal or written or email acceptance of a quote estimate or booking confirmation shall be deemed conclusive and final evidence of the Client’s acceptance of these Terms and Conditions.
1.6 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by CS
1.7 In the event of dispute about the matters therein, the terms of any quote estimate or booking confirmation will be held to truly reflect what was agreed unless there is written evidence to the contrary
1.8 Anything which is required to be done in writing shall be deemed to have been done in writing if done by email and not notified not to have been delivered
1.9 These Terms together with any quote estimate or booking confirmation constitute the entire agreement between the parties, supersede any previous agreement or understanding and may not be varied except in writing between the parties. All other terms expressed or implied by statute or otherwise are excluded to the fullest extent permitted by law. In the event of any conflict between these Terms and the Quotation, these Terms shall prevail.
1.10 A notice required or permitted to be given by either party to the other under these Terms shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving notice or by email.
1.11 No failure or delay by either party in exercising any of its rights under the Contract shall be deemed to be a waiver of that right and no waiver by either party of any breach of the contract by the other shall be considered a waiver of any subsequent breach of the same or any other provision.
1.12 English law shall apply to the contract and the parties agree to submit to the non-exclusive jurisdiction of the English courts.
1.13 All singulars shall be deemed also to be plurals and all plurals shall be deemed also to be singulars.
2 CS’s SERVICES
2.1 CS shall provide the Services to the Client subject to these Terms and Conditions. Any changes or additions to the Services or these Terms must be agreed in writing by CS and the Client.
2.2 The provision of Services by CS+ excludes dealing with Excluded Items except by prior written agreement
2.3 CS may at any time, without notifying the Client, make any changes that
are necessary to comply with any applicable health and safety or other statutory requirements; and, or
2.3.1 are necessary because of a Force Majeure Event; and, or
2.3.2 do not materially affect the nature or quality of the Services
2.4. CS shall use reasonable endeavours to:
2.4.1 provide the Services in accordance with these Terms and Conditions in all material respects;
2.4.2 meet any performance dates as agreed with the Client, but any such dates shall be estimates only and time for performance by CS shall not be of the essence of the contract; and
2.4.3 observe all health and safety rules and regulations and any other reasonable security requirements that apply at the Client’s premises CS is required to attend and that have been communicated to it by the Client in writing, provided that CS shall not be liable under these Terms and Conditions if, as a result of such observation, it is in breach of any of its other obligations under these Terms and Conditions.
2.5 CS shall take in to consideration the Client’s preferences regarding the method of disposal of items for Clearance and where reasonable dispose of the items in accordance with such preferences. However, CS retains ultimate discretion regarding the disposal methods.
2.6 All title in items for Clearance shall pass to CS upon commencement of the provision of the service of Clearance
2.7. Chattels Valuation for Probate Purposes
2.7.1 Where the Service being provided is that of chattels valuation for probate purposes CS’ valuation reflects its opinion of open market values on the date of death, is personal to the Client and is solely and exclusively for probate and for the avoidance of doubt no other purpose whatsoever
2.7.2 All opinions expressed to be those by CS its employees or agents, whether printed in a document or otherwise provided to the Client or any other party as to the age, attribution, authenticity, authorship, condition, date, genuineness, origin, originality, period, provenance or quality of any item referred to in this document are statements of opinion only and are based on the information available at the time. Such statements are not to be taken as giving or implying any warranties or representations as to fact by CS, its employees or agent.
2.7.3 CS does not hold itself out to be, nor is it, an expert fine art or rare object valuer; if it would be appropriate for a fine art valuer to be used, it is the Client and not CS’ responsibility to appoint such a valuer
3 CHARGES
3.1 Where requested by CS the Client shall pay the Deposit to CS no later than 14 days prior to the Commencement Date. In the event that the Client fails to pay the Deposit in accordance with this clause, CS reserves the right to cancel the provision of the Services without liability
3.2 The Client shall immediately on demand pay CS’s charges in accordance with any quote estimate or booking confirmation and any Additional Charges as set out below
3.3 CS shall charge Additional Charges from time to time by giving written notice to the Client in the following, but not exclusively the following, circumstances:
3.3.1 owing to the Client’s delay, the Services are not carried out or completed within the agreed time frame andCS+ thereby incur extra costs
3.3.2.the work is carried out on a weekend or public holiday or out of hours (ie before 8am and after 6pm) at the Client’s request, and CS+ thereby incur extra costs, unless that fact was known and taken into account at the time of the quote or estimate
3.3.3 CS is required to collect or deliver items to or from floors higher than ground floor and first floor if this was not notified to CS in writing prior to the Commencement Date and CS+ thereby incur extra costs ;
3.3.4 CS+ incur any fees, tolls or other costs in relation to parking or transport, including without limitation any penalty charge notices incurred due to a breach by the
Client of Clause 6.1.3 and CS+ thereby incur extra costs
3.3.5 CS+ provide additional services over and beyond those in any quote estimate or booking confirmation;
3.3.6 any delay or event outside CS+’s reasonable control and CS+ thereby incur extra costs
3.4 All charges quoted to the Client for the provision of the Services are exclusive of any Value Added Tax, for which the Client shall be additionally liable at the applicable rate from time to time.
3.5 CS’ charges and any additional sums payable shall be paid by the Client (together with any applicable Value Added Tax, and without any set-off or other deduction) immediately on demand unless otherwise agreed in writing
3.6 If payment is not made on the due date, CS shall be entitled, without limiting any other rights it may have, to charge interest on the outstanding amount (both before and after any judgment) calculated daily at the rate of 10% per annum above the Base Rate from time to time of Barclays Bank Plc from the due date until the outstanding amount is paid in full.
3.6 The Client is liable to CS for reasonable costs and expenses (including legal costs) incurred in recovery of the outstanding amounts.
4 CANCELLATION
4.1 In the event of cancellation or postponement of the provision of the Services by the Client, the Client will be liable to pay the following charges:
4.1.1 if notice of cancellation is given to CS less than 72 hours and more than 24 hours before the Commencement Date 30% of the charges which would have been charged by CS had the provision of Services not been cancelled such amount being charged as liquidated damages being a reasonable approximation of an average loss of profits and costs
4.1.2 if notice of cancellation is given to CS less than 24 hours before the Commencement Date, 40% of the charges which would have been charged by CS had the provision of Services not been cancelled such amount being charged as liquidated damages being a reasonable approximation of an average loss of profits and costs
4.2 The Deposit will be used by CS to set off against any sum due from the Client under clause 4.1 above.
5 CONFIDENTIAL INFORMATION
5.1 Any Confidential Information belonging to the Client which is so designated by the Client in writing and agreed to be kept confidential in writing by CS shall be kept reasonably confidential by CS, and all Confidential Information belonging to CS shall be kept reasonably confidential by the Client.
5.2 Clause 5.1 shall not apply to any documents or other materials, data or other information which are public knowledge at the time when they are so provided by other parties, and shall cease to apply if at any future time they become public knowledge through no fault of the other party.
5.3 Notwithstanding clause 5.1, CS+ may disclose Confidential Information to the extent required by law by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction provided that, to the extent it is legally permitted to do so, it gives the other party as much notice of such disclosure as possible.
6 CLIENT’S WARRANTIES and INDEMNITIES
6.1 By entering into this Agreement, the Client warrants that:
6.1.1 the Client has the absolute and unconditional right and authority to instruct CS+ to provide the Services being provided ;
6.1.2 the provision of the Services will not cause CS+ to handle or move any Hazardous Waste, prohibited, restricted dangerous or illegal items;
6.1.3 there will be adequate and free access at all sites for all vehicles and personnel to allow for safe and legal porterage and loading;
6.1.4 all software and data stored in any electronic format on any items to be disposed of has been erased and full copies of all data has been made and retained by the Client and such data is adequately backed up prior to the Commencement Date and that the disposal of any items will not result in a breach of the Data Protection Act 1998 or other related legislation; and
6.1.5 all Documents, records, material and other papers containing confidential or sensitive information or personal data has been removed from the items to be disposed of and where such materials are to be disposed of by CS they have been shredded by the Client unless the service of data destruction is part of the Services being provided in which case Documents and materials for destruction shall be clearly identified and notified to CS in writing
6.1.6 at the time CS has provided the Client with a quote estimate or booking confirmation where there are items of value (as opposed to rubbish) to be Cleared such items as have been advised to CS to be available for Clearance and/or which were on site when CS made a site visit and could reasonably have been assumed by CS to be available for Clearance (it being the Client’s responsibility to bring to the attention of CS anything on site which is not for Clearance) those items shall be available for Clearance
6.2 The Client fully indemnifies CS against any and all liability, costs, loss, damage or injury caused by or arising out of:
6.2.1 unsafe or unfit premises which CS required to attend in the performance of the Services whether or not owned by the Client;
6.2.2 explosive, caustic, inflammable, corrosive or other dangerous substances on any property or premises whether or not owned by the Client;
6.2.3 the nature and condition of the items to be moved, or the manner in which they have been placed or stored, and their packaging (other than any packaging materials provided by CS+;
6.2.4 services provided on behalf of CS by a contractor, sub-contractor and/or any third party in so far as these Terms and Conditions provide a defence; and
6.2.5 any claim made against CS+, its servants, agents or subcontractors by a third party unless caused solely by CS’ negligence
6.2.6 any breach of warranty by the Client
7 CS’ LIMITATION OF LIABILITY
7.1 CS shall have no liability to the Client for any loss, damage, costs, expenses or other claims for compensation arising from any instructions supplied by the Client which are incorrect, inaccurate, illegible, out of sequence or in the wrong form, or arising from their late arrival or non-arrival, or any other fault of the Client.
7.2 CS shall have no liability to the Client in the event that:
7.2.1 the warranties contained in clause 6.1 are untrue; or
7.2.2 the Client fails to comply with its obligations under clause 9.
7.3 CS shall not be in breach of these Terms and Conditions nor liable for any failure or delay in performance of the Services arising from or attributable to a Force Majeure Event, provided that it reasonably promptly notifies the Client of the nature and extent of the Force Majeure Event and uses reasonable endeavours to mitigate the effect of the Force Majeure Event, to carry out the Services in any way that is reasonably practicable, and to resume the performance of its obligations as soon as is reasonable.
7.4 Except in respect of death or personal injury caused by CS’s negligence, or as expressly provided in these Terms and Conditions, CS shall not be liable to the Client by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under these Terms and Conditions, for any loss of profit or any indirect, special or consequential loss, damages, costs, expenses or other claims which arise out of or in connection with the provision of the Services (including any delay in providing or failure to provide the Services) or their use by the Client unless caused wholly and exclusively by CS’s negligence, and the entire liability of CS in connection with the Agreement shall not exceed the amount of CS’s charges for the provision of the Services to the Client, except as expressly provided in these Terms and Conditions
7.5 CS shall not be liable to the Client or be deemed to be in breach of these Terms and Conditions by reason of any delay in performing, or any failure to perform, any of CS’s obligations in relation to the Services, if the delay or failure was due to any cause beyond CS’s reasonable control, including but not restricted to damage caused by weather or climactic conditions.
7.6 Other than by CS’s negligence CS shall not be liable to the Client for any damage or loss to anything whether the subject of the Services or not
7.7 Subject to clause 7.6, CS’s liability to the Client for object shall not exceed the lesser of the market value or replacement value of the object in question, taking into account its age and condition immediately prior to their loss or damage and always subject to a maximum of £250 per item.
7.7 In the event that the Client does seek redress under Clause 7.6 above the Client shall provide to CS proof of value and proof of the Client’s ownership in relation to such object, in the absence of which proof CS shall have no liability.
7.8 CS’s public liability shall not exceed the sum of £5,000,000 in the aggregate.
7.9 In addition to the other limits in this clause 7, CS shall not be liable for any loss or damage caused unless:
7.9.1 any claim is notified in writing to CS as soon as such loss or damage is discovered or ought reasonably to be discovered and in any event no later than seven days from the time the damage occurs and is confirmed in writing or within seven days date of collection or delivery of any goods under the Services; and
7.9.2 in the event of any such claim arising out of damage to premises, the damage is notified in writing immediately to CS.
8 CLIENT’S OBLIGATIONS
8.1 The Client shall to notify CS+ of anything in the premises (including things in respect of which the Services are not being provided) where the Services are being provided which is not secure or is fragile and/or might give rise to loss or damage during the provision of the Services
8.2 Where Services are not exclusively Clearance or there are things which are not to be Cleared it is the Client’s responsibility to clearly mark, in such manner as may be easily identifiable and recognised by CS+, all things which are not to be Cleared and provide such information to CS’s office before the Commencement Date
8.3 Unless agreed in writing to the contrary with CS the Client shall be present or represented throughout provision of the Services and arrange for any goods left at unoccupied or unattended premises to be properly secured;
8.4 The Client shall:-
8.4.1 ensure that all services and amenities to the Client’s premises remain in full working order throughout the provision of the Services including
8.4.2 disconnect and stabilise all electronic appliances and equipment prior to the Commencement Datef the Services; and
8.4.3 thoroughly defrost and clean any refrigerators and deep freezers.
8.5 If there has been a site survey by CS it is the Client’s sole and exclusive responsibility to make CS. aware of risks to the Health and Safety of CS’s employees, contractors or subcontractors which CS cannot reasonably be expected to identify on a site survey.
8.6 In the event that a contract is entered into by telephone and there has been no site survey the Client undertakes to bring all risks to the attention of CS prior to arrangement for carrying out the Services.
8.7 The Client shall immediately bring to CS’s attention any error, omission or act and afford CS reasonable opportunity make corrections.
9 EXCLUDED ITEMS
9 Unless otherwise agreed in writing, the following are excluded from the Services other than chattels valuation and CS shall not be liable for any loss or damage to:
9.1 Hazardous Waste;
9.2 any animals and their cages or tanks, including pets, birds or fish
9.3 stolen goods; prohibited or illegal items, including without limitation drugs, firearms, or explosives
9.4 dangerous or potentially dangerous or damaging or explosive items including gas bottles, aerosols or flammable materials;
9.5 refrigerated or frozen food or drink; plants or goods likely to encourage vermin or other pests or to cause infestation;
9.6 fixtures and fittings
9.7 objects weighting over 100 kilos
9.8 items which cannot be removed without enlarging existing egress points, any appliance the disconnection by CS of which CS deem at its sole discretion to be unsafe or potentially damaging to property
10 OWNERSHIP OF EQUIPMENT
10.1 Title to all materials and equipment procured by CS in relation to the provision of the Services, including but not restricted to containers, crates and other packaging equipment and materials, remains vested in CS or other legal owner as appropriate but shall be the responsibility of the Client until such items are returned to CS
10.2 The Client shall be responsible for obtaining a signed delivery note on return of any equipment under this clause 10.
11 TERMINATION
11.1 The Client may terminate the contract without charge by giving not less than 48 hours’ written notice to CS.
11.2 Either party may (without limiting any other remedy) at any time terminate the contract by giving written notice to the other if the other commits any fundamental breach of these Terms and Conditions and fails to remedy the breach (if capable of remedy) within ten days after being required by written notice to do so, or if the other goes into liquidation, becomes bankrupt, makes a voluntary arrangement with its creditors or has a receiver or administrator appointed.
12 SUB-CONTRACTING
12 CS reserves the right to sub-contract some or all of the Services without any obligation to seek the Client’s consent or give the Client notice.
13 COMMON CARRIER
13 CS is not a Common Carrier.
