TERMS AND CONDITIONS OF STORAGE
The following terms and conditions of storage apply to the agreement between BIRCH SUSSEX LIMITED t/a Birch Gatwick (incorporated and registered in England and Wales with company number 14457612 whose registered office is at Birch Sussex LTD, 5 Technology Park, Colindeep Lane, Colindale, London, United Kingdom, NW9 6BX. (Birch Gatwick)); and the customer named on the Schedule (You).
Your attention is drawn to clause 5 – limitation of liability.
AGREED TERMS
1. DEFINITIONS
The following definitions apply in this Agreement:
Commencement Date means the date for commencement of the storage noted on the Schedule.
Fee means the amount payable each month for each Vehicle as stated in the Schedule in respect of the Services, as varied from time to time by Birch Gatwick by one month’s prior
written notice to You of any increase or decrease.
Minimum Term means the period set out in the Schedule.
Premises means Unit 1, Marylands, Sussex Junction, Bolney, Haywards Heath, West Sussex, RH17 5RA or other such premises as chosen by Birch Gatwick from time to time.
Schedule means the form which You have completed, noting Your details and the details of the Vehicle(s).
Schedule of Condition means a report detailing the condition of any and all Vehicles which You have provided to Birch Gatwick for the purpose of the Services.
Services means the storage of the Vehicle(s) at the Premises.
Term means the period from the Commencement Date noted on the Schedule, until the date on which this Agreement is terminated in accordance with clause 7.
Value means the full market value of the Vehicle(s).
VAT means value added tax chargeable under the Value Added Tax Act 1994 and any similar replacement tax and any similar additional tax.
Vehicle(s) means the vehicle(s) which You have noted in the Schedule.
2. SERVICES AND TERM
2.1 Subject to clauses 2.2 and 2.5, Birch Gatwick will provide the Services at the Premises for the Term on the terms of this Agreement.
2.2 The term of this Agreement shall be the Term, subject always to the Minimum Term.
2.3 Prior to entry into this Agreement, Birch Gatwick may examine the Vehicle and produce a Schedule of Condition. Any photographs taken by Birch Gatwick of the Vehicle for the purposes of the Schedule of Condition shall remain the property of Birch Gatwick, unless otherwise agreed in writing.
2.4 Birch Gatwick reserves the right to move the Vehicle(s) by driving or otherwise as deemed necessary in carrying out the Services.
2.5 Subject to the Minimum Term, the Schedule may be amended by either party by the other party giving 30 days written notice, with such amendment subject always to the terms set out in this Agreement. Such amendments may include altering the Term, the details of the Vehicle, or the addition of another Vehicle.
2.6 Birch Gatwick is not responsible for impact on a Vehicle’s condition attributable to normal wear and tear or degradation whilst in storage.
2.7 Birch Gatwick will be entitled to operate Your Vehicle(s) in accordance with any instructions provided by You.
3. YOUR OBLIGATIONS
3.1 You have disclosed to Birch Gatwick in writing in the Schedule, and will keep Birch Gatwick informed of, all information about the Vehicle required for the provision of the Services.
3.2 You warrant and represent that:
3.2.1 all information provided in the Schedule is true, accurate and correct;
3.2.2 the Vehicle is insured by Your insurers for the Value (not an obligation);
3.2.3 the Vehicle is either appropriately taxed or subject to a statutory off-road notification (SORN) if applicable and
3.2.4 You will give notice to Birch Gatwick of each and every change to the information in the Schedule; at all times during the Term.
3.3 If You have requested an out of hours collection or drop off of Your Vehicle(s) and the Vehicle(s) has been placed outside the Premises the Vehicle(s) will not be deemed to be under Birch Gatwick’s care until they have been brought back inside the Premises.
3.4 If you have requested that Birch Gatwick assumes contractual liability for the vehicle(s), and if Birch Gatwick believes that the Value is not consistent with the current open market value of the Vehicle, Birch Gatwick will consult with You and agree a revised value based on an independent specialist valuation. From time to time Birch Gatwick will ask You to update the Value.
3.5 You acknowledge and accept that Birch Gatwick have no responsibility for the road worthiness or condition of the Vehicle(s) and that in the event that the Services include Birch Gatwick driving the Vehicles you alone are responsible for the condition of the Vehicle(s) including without limitation the level of oil, water and any other fluids in the Vehicle(s) and you warrant and represent that the Vehicle(s) are roadworthy.
3.6 Any person other than You wishing to access or remove a Vehicle from Birch Gatwick must have written (including email from Your trusted email address) permission from You sent to Birch Gatwick at least 24 hours prior to the required access time.
3.7 You will specify named individuals that are authorised to access the Vehicle(s) as part of the process of the Vehicle(s) being brought into the storage facility. If You agree for a third-party business to access and work on your Vehicle(s), You are required to state over what period of time they are authorised to access the Vehicle(s).
3.8 You can release and return Your Vehicle(s) to Birch Gatwick as frequently as You wish during normal working hours. You are requested to give 8 working hours’ notice prior to Vehicle release or return during normal working hours (Monday to Friday 9.00am to 5.00pm). Vehicle movements outside of normal business hours will be subject to a surcharge as per 4.6. Birch Gatwick will endeavour to provide release and return services outside of normal business hours and with less than 8 working hours’ notice but cannot guarantee such availability of service. If You aim to collect a Vehicle on a Saturday You are required to inform Birch Gatwick during working hours on the preceding Friday in all cases with acceptance of surcharge as per 4.6.
3.9 You (or another authorised person) must check and agree the Vehicle(s’) condition prior to the Vehicle(s) being released by Birch Gatwick. Birch Gatwick and You will check and agree the Vehicle(s’) condition upon return to storage and You are required to inform Birch Gatwick of any change in the Vehicle’s condition or configuration.
4. FEE AND PAYMENT
4.1 The Fee is payable to Birch Gatwick, without any deduction, invoiced monthly in advance, with the first payment of three months storage due on the Commencement Date noted on the Schedule, payable by credit or debit card or bank transfer.
4.2 Payment is made by direct debit via Birch Gatwick’s direct debit service provider. directly from your chosen bank account. At termination Birch Gatwick will reimburse any over payment arising from advance payment.
4.3 The Fee is fixed for the first six months of storage, thereafter prices are subject to change by Birch Gatwick upon one month’s notice to You in writing.
4.4 Any additional services provided by Birch Gatwick provided at their discretion on Your request (including for example MOT renewal, documentation changes or vehicle transportation), are not included in the Fee and will be charged to You at Birch Gatwick's standard rate for that service (or the market rate if there is no standard rate) and must be paid within 21 days' of request.
4.5 The Fee does not include the cost of carriage of the Vehicle(s) to and from the Premises.
4.6 Any vehicle collections or drop offs outside of normal business working hours of 09:00 – 17:00 will be subject to a £40.00 + VAT surcharge that will be added to your monthly invoice.
4.7 If the Fee or any other money payable under this Agreement has not been paid by the date it is due, You will pay Birch Gatwick interest on that amount at the rate of 4% per month, calculated on a daily basis from the due date until the date of payment.
4.8 All sums stated to be payable under or in connection with this Agreement are exclusive of any VAT that may be chargeable, and any VAT shall be payable in addition.
4.9 In the event of non-payment, Birch Gatwick will have, in addition to any other right or remedy available to it, a lien over the Vehicle(s) and all other property belonging to You at the Premises for the Fee and all other fees, costs and expenses charged under or in connection with this Agreement. If any such sum remains unpaid (in full or in part) more than three months after it becomes due, Birch Gatwick is entitled to sell the Vehicle and all other property belonging to You in its possession and to set off against the sale proceeds all Fees and monies due to Birch Gatwick and interest and all costs and expenses incurred in connection with the sale
5. LIMITATION OF LIABILITY
5.1 Nothing shall limit or exclude Birch Gatwick's liability for death or personal injury or damage to property caused by negligence on the part of Birch Gatwick, its agents or its employees acting in the course of their employment or for any matter in respect of which it would be unlawful for Birch Gatwick to exclude or restrict liability.5.2 Subject to clause 5.1, Birch Gatwick’s liability to You shall not exceed the Value of the Vehicle in respect of which any claim is made. Birch Gatwick’s total liability includes liability in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with this Agreement.5.3 Birch Gatwick will not be liable for losses arising out of loss of profits, loss of sales or business, loss of agreements or contracts, loss of or damage to goodwill or any indirect or consequential loss, whether caused by its own negligence or that of its employees or agents.5.4 Unless You notify Birch Gatwick that You intend to make a claim in respect of an event within the notice period, Birch Gatwick shall have no liability for that event. The notice period for an event shall start on the day on which You became, or ought reasonably to have become, aware of the event having occurred and shall expire 1 month from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail. 5.5 If we have expressly agreed to accept full contractual liability for the vehicle(s), we are then liable for all risks of physical loss or damage to the vehicle(s) whilst they are in our care, custody and control. A charge will be made in order for us to accept such liability. The extent of our liability shall be no broader than the terms and conditions of our own insurance coverage, a copy of this will be made available to you. We will mutually agree the value of the vehicles for which we accept liability at the outset. 5.6 If you wish to maintain your own insurance coverage for the vehicle(s), then you must ask your insurers to name our premises as a storage location on your policy and they also must agree to waive rights of subrogation against us.
6. INFORMATION AND CONFIDENTIALITY
6.1 All information relating to You and the Vehicle(s) is securely stored and will not be shared without Your consent unless Birch Gatwick has a statutory duty to do so. Birch Gatwick will share with its insurance company the details about Your Vehicle(s),
including Vehicle Registration Number (VRN), Vehicle Identification Number (VIN) (also known as chassis number), engine number and Value but ordinarily will not pass on to the insurance company Your name. In exceptional circumstances, for example in the case of a higher Value (greater than £250,000) Vehicle it may be necessary to identify You to Birch Gatwick’s insurance company and this would be done in consultation with You.6.2 In addition, Birch Gatwick has a separate statutory Privacy Policy which is attached to these terms and conditions.6.3 Your financial information (bank account and bank card numbers) is not stored by Birch Gatwick anywhere on site or within our digital systems.6.4 You agree not to make known to any third party any of Birch Gatwick’s security measures or operating procedures. Further, You agree not to make known to any third party details of other Customers’ assets stored at Birch Gatwick.6.5 As part of Birch Gatwick’s due diligence processes to demonstrate that Birch Gatwick’s facilities are not being used to enable criminal activity Birch Gatwick requires You to provide documentary evidence that You have the right to store the Vehicle(s). Such documents might include the UK’s Driver and Vehicle Licencing Authority (DVLA) issued V5C registration certificate and/or a bill of sale identifying You as the keeper or purchaser of the Vehicle. In the instance that you are not the registered owner or purchaser of the Vehicle you will agree to provide Birch Gatwick with signed written confirmation you have permission to act on behalf of the owner of the vehicle. Birch Gatwick will retain images of such documents which will be stored on Birch Gatwick’s business systems. Furthermore, You warrant that the Vehicle(s) being stored is not subject to any contested civil, criminal or financial proceedings by a third party and that if the Vehicle(s) has been imported into the United Kingdom all relevant importation processes have been completed with all relevant UK Government agencies and all duties have been paid. Birch Gatwick reserves the right to question any suspicious circumstances around vehicle ownership as part of Birch Gatwick’s due diligence process.
7. TERMINATION
7.1 Without affecting any other right or remedy available to it, either party may terminate this Agreement with immediate effect by giving written notice to the other party if the other party commits a material breach of any term of this Agreement and (if such a breach is remediable) fails to remedy that breach within 14 days of that party being notified in writing to do so.7.2 Birch Gatwick may at any time require You to collect the Vehicle on giving 1 (one) months’ notice in writing.7.3 Provided no sums are owed to Birch Gatwick, You may collect your Vehicle on giving Birch Gatwick 1 (one) month’s written notice. A charge may be raised if such notice expires prior to the end of the Minimum Term.7.4 If you fail to collect your Vehicle, either at the end of the Term or upon the expiry of the notices set out in clauses 7.2 or 7.3, Birch Gatwick may, at its sole discretion under this clause, remove the Vehicle from its secured storage facility at the Premises and place it at any other location on the Premises.
8. CONSEQUENCES OF TERMINATION
8.1 On or before the date on which this Agreement terminates, You will pay all outstanding sums.8.2 Termination of this Agreement shall not affect the rights of either party in connection with any breach of any obligation under this Agreement that existed at or before the date of termination.
9. GENERAL
9.1 Any notice given in person or by email is deemed received at the time of delivery. Any notice sent by first-class post is deemed received on the second working day after posting to the other party's last known address.9.2 Birch Gatwick may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under this Agreement. You shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under this Agreement without the prior written consent of Birch Gatwick.9.3 A person who is not a party to this Agreement shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Agreement. 9.4 Entire Agreement
9.4.1 The Agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.9.4.2 Each party acknowledges that in entering into the Agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation [or negligent misrepresentation] based on any statement in the Agreement.9.5 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement.9.6 This Agreement may be executed in any number of counterparts, each of which when executed and delivered shall constitute a duplicate original, but all the counterparts shall together constitute the one agreement. Transmission of an executed counterpart of this agreement (but for the avoidance of doubt not just a signature page) by email (in PDF, JPEG or other agreed format) shall take effect as delivery of an executed counterpart of this agreement. If either method of delivery is adopted, without prejudice to the validity of the agreement thus made, each party shall provide the others with the original of such
counterpart as soon as reasonably possible thereafter. No counterpart shall be effective until each party has executed and delivered at least one counterpart.