TERMS & CONDITIONS
1. (a) In the Agreement and these Conditions
the following expressions shall (unless the context
otherwise requires) have the following meanings:-
"Agreement" means the contract between the Customer and the Company as constituted by the Storage Agreement of which these Conditions form part;
"Company" means Len Lothian Limited. "Customer" means the person (whether an individual, firm or company, contracting with or entering into the Agreement with the Company whether directly or through an agent or otherwise; and "Storage Period" means the longer of (i) the terms of the Agreement and (ii) the period during which there are any goods of the Customer stored in the Room.
(b) The Agreement constitutes the whole of the Contract between the Company and the Customer and supersedes any prior agreement, representations or warranties. All other terms, conditions, warranties, guarantees, undertaking or representations whether express or implied by statute (insofar as such statutes permit) common law or otherwise or arising from conduct or a previous course of dealing or trade custom or usage or agreed or offered orally or in correspondence or otherwise are hereby excluded from the Agreement. No variation of the Agreement is binding on the Company unless agreed to in writing and signed by a Director of the Company.
(c) The Company will have the right to alter these Conditions at any time or any Conditions entered into thereafter provided always that in the case of current Agreements prior notice in writing shall be given by the Company to the Customer not less than one month before the variation shall come into effect.
(d) These conditions shall supersede any earlier set of conditions issued by the Company.
(e) If any paragraph of sub-paragraph of these Conditions shall be found to be invalid, ineffective or unenforceable, such invalidity, ineffectiveness or unenforceability shall not affect any other paragraph or sub-paragraph thereof.
(f) The relaxation or waiver by the Company
of any conditions on any occasion, shall act merely as a waiver
on that occasion and shall not affect the Company's right to
enforce any of these conditions on any subsequent occasion.
2. The Company shall upon payment of the first month storage Charge and any other payments due or which become due to the Company under this Agreement make available to the Customer during the currency of the Agreement the Room for the sole purpose of the storage of the Customer's goods. The Customer shall have no exclusive right to possession of the Room and the Company may upon giving two weeks prior notice to the Customer transfer any goods stored within the Room to another room or rooms within the Company's premises in which event this Agreement shall apply to such other room or rooms in similar fashion to the Room provided however that any room or rooms so substituted shall be of no less size or higher price than that occupied by the Customer prior to such transfer. The Company may, without prejudice to any other rights it may have, exclude the Customer from its premises and the Rooms if he is in breach of any of the provisions of the Agreement for so long as such breach remains unremedied.
3. Unless otherwise agreed in writing between the Company and the Customer the Agreement shall commence from the Effective Date and shall continue for a minimum period of one month and thereafter on a daily basis unless and until terminated by either party giving to the other not less than 7 days prior written notice terminating the Agreement to expire on the expiry of the said minimum period of one month or at any time thereafter.
4. (a) The Customer shall keep the room in a good, clean and
undamaged condition. The Customer shall not use the Room or do
or suffer to be done anything on the Company's premises which
is or may become a nuisance nor do or suffer to be done anything
on the Company's premises which may render void or voidable or
increase the rate of premium of any insurance carried by the
Company in respect of its premises or its occupiers' or employers'
liabilities.
(b) The Customer shall comply with all relevant
legislation and regulations relating to the goods and the storage
thereof, fire, safety and security precautions or instructions
posted about the Company's premises or as directed by the Company
or its employees and must ensure that the Room is safe and secure
at all times.
5. The Customer or some other person authorised by the Customer shall make himself available to receive any deliveries of goods to the Room which are to be stored in a safe and secure manner and in such a manner so as not to inconvenience any other customers of the Company.
6. The Customer warrants to the Company as at the Effective Date and throughout the Storage Period that:-
(i) he is the owner of and/or entitled in law to possession of the goods stored in the Room at any time and from time to time;
(ii) such goods are not of a dangerous nature, do not have any dangerous characteristics, do not include or contain any dangerous substances whatsoever, including, any substances which are explosive or flammable and will not contaminate or otherwise damage or affect the Room or the Company's premises or other goods stored therein; and
(iii) the goods stored shall be securely and properly packaged and stored and shall not be of a perishable nature or include any animal or other living creature.
7. The Customer shall before delivering any goods to the Room inform the Company in writing of any special precautions or steps that require to be taken by the Company due to the nature or condition of the goods and of any specific statutory duties with which the Company may need to comply.
8. Unless condition 8a applies, the Company
does not insure the stored goods.
8.1 Storage of the goods in the Room is at the Customer's sole risk.
8.2 Subject to condition 8a the Customer warrants to the Company as follows:-
8.2.1 that prior to bringing the goods into
the Room, the Customer has insured or will insure the goods against
all normal perils under a valid contract of insurance with a
reputable insurance company for their full replacement value
and will not cause or allow that insurance cover to lapse whilst
the goods or any of them remain in the Room; and
8.2.2 that the
insurance cover will not be for a sum which is lower than the
replacement value of the goods stored in the Room from time to
time.
8.3 The Company excludes all liability in respect of loss or damage relating to the Customer's business, if any, including consequential loss, lost profits or business interruption and all liability in respect of loss or damage to the goods.
8.4 Normal perils in this condition mean loss of or damage to goods caused by fire, lightning, explosion, earthquake, aircraft, storm, flood, bursting &/or leaking pipes, theft accompanied by forcible and violent entry or exit, riot, strike, civil commotion, malicious damage and impact by vehicles.
8.5 The Customer warrants that:-
8.5.1 it has written in condition 4 of the agreement overleaf, the true total value of all the goods;
8.5.2 the aggregate value of the goods stored in the Room from time to time will not exceed that value; and
8.5.3 this warranty is repeated by the Customer on each storage payment date.
8. (a) This condition applies only if the Customer
has indicated in condition 4 of this agreement that it wished
the company to arrange insurance of the stored goods. In that
event, the following provisions of this condition 8.
(a) shall
apply:-
8. (a). 1 The Company shall take out and maintain
a contract of insurance in accordance with the summary of terms
provided to the Customer providing cover to the Company for the
stored goods and for the purposes of such insurance cover, the
replacement value of the stored goods shall be the full value
of the stored goods stated in condition 4 of this agreement.
8. (a). 2 If loss or damage occurs to the stored goods as a result
of any matter which may result in a claim under such insurance
cover, the Company shall notify the insurer promptly of the claim
and in any event, within five business days of receipt from the
Customer of a written direction to notify a claim. For the purposes
of processing any such claim, the Customer shall provide the
Company, the insurer or any agent of the insurer appointed to
investigate the claim, such information and assistance in relation
to the claim as may reasonably be required. In addition the Company
will send the Customer a copy of all relevant correspondence
with the insurer or any agent of the insurer relating to the
claim (including notification). While the company, in accordance
with the previous provisions of this paragraph, notify claims
to the insurer, it is not under any circumstances obliged to
start or threaten to start any legal proceedings in relation
to any such claim.
8. (a.) 3 In the event that the Company make a claim under such
insurance cover in respect of damage or loss caused to the stored
goods, the Company shall pay or arrange for payment to the Customer
of that part of any proceeds of such claim made by the Company
which relates to such damage or loss to the stored goods after
deduction of any outstanding sums due to the Company from the
Customer. For the avoidance of doubt, the Customer acknowledges
that the Company's liability in respect of any claim under such
insurance cover is restricted to the payment to the Customer
of those sums which the Company recovers which relate to the
stored goods.
8. (a). 4 The Company does not give any advice
concerning the insurance cover referred to in condition 8.
(a). 1 and it is for the Customer to make its own judgement whether
such insurance is appropriate to cover the stored goods and risks
to them.
8. (a). 5 If this 8. (a) applies
then condition
8. 2 of the conditions of storage above shall
not apply.
8. (a). 6 Nothing in this condition 8.
(a) shall
make the Company the Customer's agent.
9. The Customer will indemnify the Company and keep the Company indemnified from and against
(i) any demand or claim made or any action or other proceeding brought against the Company arising out of or in connection with any dispute as to the ownership of the goods stored in the Room or as to the person entitled in law to possession thereof or the dangerous nature or any dangerous characteristics thereof of the infectious or contagious nature thereof and against all and any costs, charges, expenses, damages or loss incurred or suffered or becoming payable by the Company in or in connection with or as a result of any such demand, claim or action or other proceedings as aforesaid;
(ii) all claims, actions, demands, costs and charges of whatsoever nature arising out or resulting from the use of the Room by the Customer; and
(iii) all claims of whatsoever nature arising
out of or in any way connected with damage or injury caused by
the Customer or its employees or agents to the Room, the premises
of the Company, the employees of the Company or any other goods.
(iv) All loss sustained by the Company as a result of water leakage from stored items or from the Customer smoking in the Room.
10. (a) Subject to Condition 2, the Customer and any other person authorised by the Customer in writing shall be entitled during the currency of the Agreement (but not thereafter) to have access to the Room and to any goods of the Customer stored in the Room during the Company's ordinary business hours on the ordinary business days of the Company.
(b) The Company reserves the right during the
Storage Period to enter the Room without the Customer's permission
and remove all or any of the goods stored in the Room for the
purposes of inspection, cleaning and repairs to the Room or if
in the sole opinion of the Company such entry is required in
the interests of safety or to prevent damage or injury to persons
or property. The Company shall not be liable to any damage caused
to the goods stored in the Room as a result of such entry and
removal except to the extent that this is due to the negligence
of the Company, its agents or its servants.
11. (a) The storage Charge shall be payable one month in advance
during the Storage Period. The insurance premium (if any) shall
be payable for a minimum period of one month and, if appropriate,
for successive minimum periods of one month thereafter.
(b) The first monthly storage Charge and first monthly insurance premium, if any, shall be due and payable on the Effective Date and thereafter the monthly storage Charge and monthly insurance premium, if any, shall be due and payable every month in advance. Insurance may only be effected by the Company on your behalf for a minimum period of one month or successive periods of one month and shall not be entitled to any refund in the event that the Agreement is terminated during a period of one month in respect of which you have paid the monthly insurance premium in full.
(c) Where (i) the Customer has paid the monthly storage Charge in full in advance in accordance with the provisions of the Agreement and (ii) the Agreement has been terminated during the period of one month to which such payment relates in accordance with its provisions, then the Company shall, without prejudice to the other provisions of the Agreement and any rights which it may have against the Customer, pay to the Customer an amount equal to that part of such payment relating to each day following the date of termination of the Agreement. The Company shall be entitled to retain the balance of such payment.
(d) The Company reserves the right to increase the monthly storage Charge under the Agreement by notice in writing to the Customer given at least thirty days before such increase to take effect.
(e) The Company shall be entitled to an additional sum of £5 or 10% of the monthly storage Charge (whichever is the greater) for each period of one month or part thereof after the monthly storage Charge shall have become due and the same shall remain fully or partly unpaid.
(f) Terms of payment are strictly by cheque, cash or bank draft unless a credit account has been established with the Company. The Company reserves the right to refuse to establish a credit account for any Customer, to refuse credit to any customer notwithstanding that a credit account may have already been established and to withdraw established credit account facilities.
12. The Company shall have a general lien on all goods of the Customer in its possession for all and any monies due to it by the Customer on any account whatsoever. The Company shall be entitled to charge the Customer the full storage Charge during the period in which the Company exercise its lien on any goods of the Customer and all other Conditions shall continue to apply.
13. If the Customer fails to make payment in full of any sum or sums due by it under this Agreement or is otherwise in breach of any provisions of this Agreement, the Company shall be entitled to terminate this Agreement and, without prejudice to the foregoing and to any other rights which it may have:
(a) the Company may give notice in writing to
the Customer of its intention to sell the goods stored in the
Room or over which the Company has a lien to meet any payment
which remains unpaid in full for more than 7 days following its
due date for payment.
(b) if the Customer does not within 7 days of
the date of a notice given under paragraph (a) of this Condition
pay to the Company the full amount of the unpaid payment and
any other sums due and payable under the Agreement, the Company
shall in its absolute discretion be entitled to dispose of such
goods at Public Auction or otherwise or by destroying the same;
(c) the proceeds of any sale or destruction under paragraph (b) of this Condition shall be applied by the Company first to the unpaid payment or any other sums due or payable under the Agreement and to any cost charges and expenses incurred by the Company in or in connection with such sale or destruction of the goods and the Customer shall only be entitled to claim the balance (if any) remaining thereafter;
(d) any sale or destruction under the above paragraph (b) of this Condition shall be without prejudice to the Company's rights to recover from the Customer any balance outstanding and due from the Customer after the proceeds of such sale have been applied in accordance with paragraph (c) of this Condition.
14. (a)The Company may at any time in its absolute discretion
without giving any reason therefore give notice to the Customer
requiring the Customer to pay all arrears of the storage Charge
and other sums due and payable under this Agreement and remove
all goods stored in the Room from the Company's premises and
if the Customer does not pay such sums and remove the goods within
7 days of the giving of such notice then the Company may remove
the goods to such storage facilities as it may decide at the
expense and risk of the Customer and if within 21 days of the
giving of such notice the goods shall not have been removed then
the Company may give notice of its intention to sell the goods
by sale at Public Auction or otherwise or by destroying the same.
(b) the proceeds of any sale or destruction under paragraph (a) hereof may be applied by the Company first to any unpaid storage Charges or any other sums due or payable under the Agreement and to any costs, charges and expenses incurred in connection with such sale or destruction of the goods and the Customer shall only be entitled to claim the balance (if any) remaining thereafter.
(c) Any sale under paragraph (a) hereof shall be without prejudice to the Company's right to recover from the Customer any balance outstanding and due from the Customer after the proceeds of such sale have been applied in accordance with paragraph (b) hereof.
15. (a) The Company shall not be liable to the Customer for any
loss or damage which may be suffered by the Customer as a direct
result of the performance of the Agreement by the Company being
prevented, hindered or delayed by reason of any Act of God, riot,
strike or lock-out, trade dispute or labour disturbance, accident,
break-down of plant or machinery, explosion, tempest, accident,
fire, flood, difficulty in obtaining workmen, materials, or transport
or other circumstances whatsoever outside the control of the
Company affecting the provisions or the availability of the Room.
Except in so far as provided by law
(b) The Company shall not be liable for loss, damage or delay whatsoever and howsoever the same may arise or be caused whether directly, indirectly, consequentially, or otherwise and whether due to or in connection with the negligence (except in relation to claims for personal injury or death) or any other act, omission or error of any person whomsoever and whether in or in connection with the performance of the Company's obligations under the Agreement or otherwise. Under no circumstances shall the Company be liable for any consequential loss.
(c) The Company shall not be liable in respect of any claim unless the Company receives notice in writing from the Customer within 7 days of the facts giving rise to the claim first coming to the notice of the Customer.
16. Nothing in this Agreement shall be treated as creating any tenancy, lease or any relationship of landlord and tenant between the Company and the Customer or construed as conferring on the Customer an exclusive right of occupancy of the Room or any part of the Company's premises. The Company reserve the rights to vary from time to time the location within its premises of any goods stored by the Customer and to require the Customer, on not less than 28 days prior notice, to move the goods stored by him to an alternative location situated within a 5 mile radius of the Room, the reasonable costs of removal of such goods to be borne by the Company. In the event that the Customer fails to comply with any such requirement the Company shall arrange for the removal of said goods himself (the risk remaining with the Customer) and shall notify the Customer of the new location thereof. The Company shall not be regarded as a warehouse keeper.
17. (a) The Company reserves the right to refuse to accept, handle,
carry or store any goods and acceptance for storage shall not
imply any warranty as to fitness for storage.
(b) The Customer acknowledges and agrees that the Room is in all respects suitable for the Customer's purposes and the storage of the Customer's goods.
18. The Customer shall not be entitled to set-off any amounts due to it by the Company against any payments which are due or may become due by it to the Company under the Agreement or otherwise.
19. The Agreement is personal to the Customer and shall not be assigned or otherwise transferred by the Customer without the prior written consent of the Company.
20. On the termination of the Agreement for whatever reason, the Customer shall remove all his goods and return any key or keys to the Room or to the Company's premises to the Company.
21. Any notice or communication to be sent in connection with the Agreement shall be deemed to be sufficiently served if it is sent by recorded delivery post or by acknowledgment facsimile, in the case of the Customer to the invoice address and in the case of the Company to its Registered Office. In the case of a letter sent by recorded delivery post, it shall be deemed to have been received 48 hours after posting or sending.
22. The construction, interpretation, validity and performance of the Agreement shall be governed by and construed in accordance with the law of Scotland and by entering the Agreement the Customer agrees to submit to the non-exclusive jurisdiction of the Sheriffdom of Lothian and Borders at Edinburgh.
