2.       General

 

2.1.   CitySprint provides a consignment service to the Customer, which may include the carriage of Consignments, a Booking service, Account management support, tracking of deliveries, reporting of deliveries, as well as other features agreed between CitySprint and the Customer from time to time.

 

2.2.   CitySprint is not a common carrier and accepts at its sole discretion the carriage of Consignments subject only to these Conditions.

 

2.3.   Subject to Condition 2.7, these Conditions shall apply to the exclusion of any other terms and conditions (including those of the Customer) unless agreed in writing by a director of CitySprint.

 

2.4.   The Customer acknowledges and agrees that the conditions excluding or restricting any liability of CitySprint are reasonable having regard to the existence of alternatives and other carriers available to it.

 

2.5.   The Customer warrants that it has full power and authority to enter into and perform its obligations under these Conditions.

 

2.6.   CitySprint reserves the right to withdraw the Website and the facility to place Bookings online via the Website without prior notice and to refuse acceptance and/or performance of any Bookings placed thereon.

 

2.7.   CitySprint and the Customer acknowledge and agree that the CMR Convention and the standardised terms and conditions set out in the CMR Convention shall, to the exclusion of these Conditions, govern as matter of law any carriage by CitySprint of a Consignment by road, where the points of collection and delivery of the Consignment are located in different countries, of which at least one is a signatory to the CMR Convention. The CMR Convention shall not as a matter of law govern any carriage of a Consignment (a) between the United Kingdom, the Republic of Ireland, the Channel Islands or the Isle of Man; (b) under the terms of any international postal convention; or (c) in the context of furniture removal.

 

 

3.       Consignments

 

3.1.   Each Booking by the Customer with CitySprint shall be submitted by the Customer to CitySprint via telephone, email, or online via the Website.

 

3.2.   CitySprint shall provide the Customer with a quotation for the carriage of the Consignment in question and such quotation shall be valid for a period of 7 days or such other period as CitySprint may specify. CitySprint shall provide written quotations to the Customer upon request.

 

3.3.   All Bookings are subject to acceptance by CitySprint and CitySprint reserves the right to refuse to accept any Bookings. All Bookings are subject to and governed by these Conditions, shall be deemed to be a separate and independent contract and CitySprint reserves the right to reasonably amend any Booking at any time upon notice to the Customer.

 

3.4.   The contract between the Customer and CitySprint in respect of a Booking will be formed when CitySprint confirms acceptance of that Booking. The Customer acknowledges that confirmation of receipt is not confirmation of acceptance if the Booking is made other than by telephone.

 

3.5.   Additional charges (including, time charges for waiting and/or loading) may be imposed by CitySprint and the Customer shall pay such charges in accordance with Condition 9 below.

 

3.6.   Unless agreed otherwise by CitySprint, the Consignment shall only be delivered to the address specified by the Customer in the Booking and CitySprint reserves its right to vary its charges by notice to the Customer following any variation of the delivery address by the Customer.

 

3.7.   All quotations for CitySprint’s charges are calculated in accordance with the length of the journey for the shipment, and/or the dimensions and gross weight of the Consignment and the type of Service specified in the Booking.

 

3.8.   CitySprint offers a range of Services including, same day, overnight and international deliveries. For same day by road, CitySprint will calculate its quotation to the Customer and charge the Customer based on the mileage required to undertake the requested journey (as determined by an industry standard form of measurement and subject to an agreed tolerance level of [+/-5%] of the total mileage for the requested journey). Further details of CitySprint’s charges and standard consignment services are available upon request. 

 

3.9.   If the Customer requires additional services beyond CitySprint’s In Scope Services, the Customer should contact CitySprint to discuss this. Whilst CitySprint will take reasonable steps to fulfil the Customer’s additional requirements, the Customer must contact CitySprint in advance as the Customer may be required to agree additional charges with CitySprint and confirm any applicable protocols and/or processes.

 

3.10. CitySprint reserves the right to open, inspect, reject and/or destroy any Consignment for any reasonable reason, including for the purposes of fulfilling a statutory provision or an official order or to check for goods which may be:

 

 

3.10.1.    Dangerous Goods;

3.10.2.    Prohibited Goods;

3.10.3.    Excluded Goods;

3.10.4.    incompatible with CitySprint’s network;

3.10.5.    incapable of carriage to the country of destination within CitySprint's standard procedures, customs, declarations and handling methods;

3.10.6.    non-compliant with any applicable law; or

3.10.7.    not as described on the accompanying documentation.

 

and shall have no liability whatsoever for any damage, delay, or any other losses arising from such inspection, rejection or destruction, and the Customer may be charged for any costs incurred by CitySprint in connection with the destruction of any Consignments in accordance with this Condition.

 

3.11.CitySprint shall not accept for carriage or storage any Dangerous Goods, Prohibited Goods or Excluded Goods unless CitySprint has specifically agreed in writing that they are accepted and the parties have agreed in writing details in relation to such goods, including specific instructions, any additional charges, any additional insurance requirements, safety, carriage and packaging requirements in accordance with applicable law.

 

3.12. Unless CitySprint has given notice in writing pursuant to Condition 3.11, subject to Condition 11.1 and to the maximum extent permitted by law, CitySprint shall have no liability whatsoever (whether in contract (including under any indemnity), tort (including negligence), breach of statutory duty or otherwise howsoever arising) for any loss of or damage to any Dangerous Goods, Prohibited Goods, and/or Excluded Goods or for any other loss arising in connection with the same.

 

 

3.13.                     Dangerous Goods

 

3.13.1.    All Dangerous Goods as defined by ADR and IATA must be disclosed by the Customer in advance of a Booking and unless otherwise agreed in writing by CitySprint, CitySprint will not accept or carry Dangerous Goods. Where CitySprint accepts Dangerous Goods for carriage, the Consignment must be classified, packaged and labelled in accordance with applicable statutory regulations for the carriage of such Dangerous Goods, with a material safety data sheet as applicable and any specific instructions to CitySprint in writing. Only Dangerous Goods that fall within the small & excepted loads regulations may be accepted by CitySprint.

 

3.14.                     Excluded Goods

 

3.14.1.    If the proposed Consignment contains Excluded Goods, the Customer must notify CitySprint at the time of Booking as to the content and value of such Consignment and CitySprint may in its sole discretion elect to carry such Excluded Goods.  Except as set out in Condition 11.1, CitySprint shall not be liable to the Customer for any loss, however caused, unless CitySprint has agreed in writing with the Customer to accept such liability. CitySprint reserves the right to charge the Customer (and the Customer shall pay) an additional sum for the carriage of the Consignment of Excluded Goods and will inform the Customer of such sum prior to accepting the Booking.  If the Customer fails to so inform CitySprint in accordance with this Condition 3.14, such Consignment will be delivered solely at the Customer's risk and the Customer shall indemnify and keep CitySprint indemnified against any and all losses, damages, claims, liabilities, costs and expenses (including, without limitation, legal costs and expenses) suffered or incurred by CitySprint arising out of, or in connection with, the delivery of the Consignment comprising such Excluded Goods in whole or in part.

 

3.15.                     Prohibited Items

 

3.15.1.    The Customer shall not submit for carriage, and CitySprint may without any liability whatsoever reject such carriage at any time upon notice to the Customer, any Consignment which contains any Prohibited Items. If the Customer submits Prohibited Items as a Consignment the Customer shall indemnify and keep CitySprint indemnified against any and all losses, damages, claims, liabilities, costs and expenses (including, without limitation, legal costs and expenses) suffered or incurred by CitySprint arising out of, or in connection with, the carriage of the Consignment comprising such Prohibited Items in whole or in part.

 

4.       Delivery

 

4.1.   The Customer must ensure that the Consignment is secure, properly packed and labelled in accordance with good practice and any applicable statutory requirements and is fit and safe to be carried, stored, and transported by road, air, rail, or sea as may be appropriate. The Customer acknowledges that manufacturers’ packaging may be sufficient for same day transit only and more substantial packaging will be required for overnight and international transits in order for Consignment indemnity, pursuant to Condition 11.4, to be valid.

 

4.2.   CitySprint shall use reasonable efforts to collect and deliver the Consignment within the times specified for collection and delivery by CitySprint when confirming a Booking but unless otherwise agreed by CitySprint in writing, such times are best estimates only and time is not of the essence.

 

4.3.   CitySprint shall deliver Consignments according to such route as it in its absolute discretion thinks fit.

 

4.4.   Leave Safe Delivery

 

4.4.1. The Customer may have the option to request that a Consignment be delivered to a safe place location at the Consignee’s address. Where the Customer elects to use the Leave Safe delivery option, the Customer agrees that the:

 

4.4.1.1.              The items in the Consignment are not perishable;

 

4.4.1.2.              The Customer’s chosen safe place location is out of general public view; and

 

4.4.1.3.              CitySprint will be required to take a photograph of the delivered Consignment as proof of delivery (further information on how CitySprint uses Personal Data is provided at Condition 10.3).

 

4.4.2. As further set out in Condition 11, where the Customer elects to use the Leave Safe delivery option, the Customer agrees that CitySprint shall have no liability whatsoever in relation to the Consignment.

 

4.5.   Out of Scope Services

 

4.5.1.CitySprint shall not be required to provide any labour or special equipment for loading or unloading the Consignment, other than that carried by the vehicle used by CitySprint;

 

4.5.2.The Customer warrants that it will provide or procure and operate any special equipment required for loading or unloading the Consignment. If CitySprint is instructed to load or unload any Consignment requiring such special equipment where such equipment has been provided or procured by the Customer, the Customer shall indemnify and keep indemnified CitySprint and its affiliates, contractors, agents, directors and employees against all losses, liabilities, damages, claims, actions, proceedings, expenses and costs (including legal and professional costs) that CitySprint and/or such related parties suffer or incur arising out of or in connection with any claim of damage to the Consignment or any property.

 

4.5.3.CitySprint shall under no circumstances be liable to the Customer for any loss of or damage to the Consignment or any property of the Customer in connection with or arising out of:

4.5.3.1.1.                    CitySprint’s use of any special equipment in the loading or unloading of the Consignment (other than that carried by the vehicle used by CitySprint);

4.5.3.1.2.                    CitySprint’s entry into out-of-scope premises of the Customer or Consignee in the course of collecting or delivering the Consignment; or

4.5.3.1.3.                    The courier otherwise providing to the Customer (whether for the benefit of the Customer or the Consignee) any services (whether or not the Customer and/or the Consignee assist in such provision) that are beyond the In Scope Services. Such out of scope services are a contract between the courier and the Customer/Consignee unless Condition 4.5.4 applies.

 

4.5.4.CitySprint shall not be required to provide any out-of-scope services (in whole or in part) to the Customer (whether for the benefit of the Customer or the Consignee), unless such provision is provided for in the Customer's Booking and confirmed by CitySprint pursuant to Condition 3.4. 

 

4.5.5.The Customer shall indemnify and keep indemnified CitySprint and its affiliates, contractors, agents, directors and employees against all losses, liabilities, damages, claims, actions, proceedings, expenses and costs (including legal and professional costs) that CitySprint and/or such related parties suffer or incur arising out of or in connection with CitySprint’s provision of any out of scope services (whether or not the Customer and/or the Consignee assist in such provision), including but not limited to any claim by the Consignee that CitySprint’s provision of the out of scope services has caused any loss of or damage to the Consignment or the property of the Consignee.

 

5.       Consignment Notes and Proof of Delivery

 

5.1   If required, CitySprint shall sign a document prepared by the Customer acknowledging receipt of the Consignment but such document shall not be evidence of the condition, declared nature, quantity or weight of the Consignment at the time it is received by CitySprint.

 

5.2   Subject to Condition 5.3, CitySprint shall require written acknowledgment at the point of delivery of the Consignment and where CitySprint is unable to obtain such acknowledgment, CitySprint shall be deemed to have been unable to effect delivery for the purposes of Condition 7.1. Written acknowledgment at the point of delivery shall be conclusive evidence of proper delivery.

 

5.3   Where the Customer notifies CitySprint prior to the delivery or attempted delivery of the Consignment that CitySprint need not provide to the Customer a signature as proof of delivery of the Consignment, CitySprint shall be under no obligation to provide the Customer with the same and the Customer shall be deemed to have unconditionally and irrevocably waived any and all claims it may have in respect of the final delivery of the Consignment to the Consignee. Where a Customer notifies CitySprint that proof of delivery is not required pursuant to this Condition 5.3, CitySprint shall not be liable to the Customer if it is later claimed by the Consignee that the Consignment has not been delivered. 

 

6         Transit

 

6.1   Transit commences when CitySprint takes possession of the Consignment, whether at the Customer’s premises or at some other point of collection.

 

6.2   Subject to Condition 6.3, transit by CitySprint shall (unless otherwise agreed in writing by CitySprint) end when the Consignment is tendered at the Consignee’s address provided at the time of Booking by the Customer.

 

6.3   Where a Consignment cannot be delivered (for whatever reason) or is held by CitySprint to await order or further instructions and such instructions are not given or the Consignment is not collected within two Business Days of notice being given to the Customer or such other time as CitySprint may nominate, then transit shall be deemed to end at the expiry of such time.

 

6.4   CitySprint shall be entitled to recover its charges in full for any delivery, which is unsuccessful due to incorrect or inadequate information provided by the Customer and in addition recover any expenses it suffered or incurred in attempting to effect delivery and/or for any revised or additional delivery instructions.

 

6.5   The Customer understands and accepts that CitySprint, acting reasonably, shall be entitled to open and examine any Consignment that CitySprint considers to be a security or health and safety risk and to take, at its sole discretion, appropriate action thereafter.

 

7         Undelivered or Unclaimed Goods

 

7.1   Where CitySprint is unable to effect delivery as requested by the Customer in a Booking, or where transit has come to an end in accordance with Condition 6.3, CitySprint shall use its reasonable endeavours to notify the Customer and/or the Consignee of any undelivered or unclaimed Consignment. Other than for same day transit, unless the Consignment is collected from CitySprint by the Customer, or instructions are given for the disposal, onward carriage or return to the Customer of the consignment, within 7 days of such notice being given (or such other time as CitySprint may nominate), title to the Consignment shall transfer to CitySprint and CitySprint may destroy or sell the Consignment as if it were the absolute owner. Where any Consignment is returned to the Customer by CitySprint or a Customer arranges for the onward carriage and delivery of the Consignment by CitySprint, that return or onward carriage (as the case may be) shall be at the Customer’s sole cost and expense and shall be charged to the Customer in accordance with CitySprint’s standard rates in force from time to time.

 

7.2   Where CitySprint sells the Consignment to a third party pursuant to Condition 7.1, CitySprint shall use its reasonable endeavours to obtain a reasonable price for the Consignment and shall apply the proceeds of sale to the payment of all its proper expenses and charges suffered or incurred in relation to the carriage, storage and sale or disposal of the Consignment. Any proceeds left over shall be paid to the Customer upon which CitySprint shall be discharged from all liability in respect of the Consignment. Where the proceeds of sale do not meet the total value of CitySprint’s expenses and charges, CitySprint shall charge the Customer and the Customer shall pay to CitySprint a sum equal to the shortfall.

 

8         Cancellation

 

8.1   Subject always to the provisions of this Condition 8, CitySprint and Customer shall each be entitled to cancel a Booking and terminate the contracted Booking at any time for any reason with immediate effect by notice to the other.

 

8.2   Where CitySprint cancels a Booking pursuant to Condition 8.1 by reason of a breach of these Conditions by the Customer, CitySprint may, without prejudice to any rights or remedies it may have at law or under these Conditions, charge and the Customer shall pay to CitySprint a reasonable fee for time, effort and costs incurred by CitySprint in connection with that Booking, up to the full value of the charges specified by CitySprint, in accordance with Condition 9.1.

 

8.3   In the event of cancellation of any Booking by the Customer, the Customer shall be liable to CitySprint for CitySprint’s charges and costs incurred up to the point of cancellation and for any revised instructions for the carriage of the Consignment.

 

9         CitySprint’s Charges

 

9.1   The Customer shall pay CitySprint’s charges in accordance with these Conditions. The charges payable in respect of a Booking shall be specified by CitySprint as part of the confirmation referred to in Condition 3.4.

 

9.2   CitySprint’s payment terms are 28 days from the date of invoice, unless otherwise agreed in writing by an authorised employee of CitySprint.

 

9.3   Payment terms may be extended for a Customer where the Customer has arranged and authorised its bank to make payment by direct debit.

 

9.4   CitySprint’s charges shall be based on its tariffs in effect at the time of carriage of the Consignment and invoice(s) shall be rendered by CitySprint to the Customer at least once a month.

 

9.5   Credit facilities granted to a Customer may be withdrawn at CitySprint’s absolute discretion at any time and any balance outstanding shall become due immediately on demand.

 

9.6   If payment of CitySprint’s charges is made by a corporate credit or debit card, CitySprint reserves the right to apply an additional charge to cover its costs of accepting the payment.

 

9.7   If the fuel surcharge mechanism https://www.citysprint.co.uk/fuel-surcharges has not been applied, CitySprint reserves the right on 30 days written notice to increase charges to reflect increases in fuel prices or to incorporate the fuel surcharge.

 

9.8   CitySprint reserves the right to vary its charges, in consideration of any change in business or regulation or any increase in the cost of providing any services, by giving the Customer not less than 30 days’ written notice. Any variation of the charges will not affect the charges which applied to any Booking made before the variation takes effect.

 

9.9   If payment is not received by CitySprint by the due date, CitySprint shall be entitled to charge interest (both before and after judgment) on the amount unpaid at the rate of 4% above the base rate of the Bank of England from time to time until payment is made in full. The Customer shall indemnify CitySprint against all losses suffered or incurred (including reasonable legal fees and costs of collection) by CitySprint arising out of or in connection with CitySprint recovering any overdue sums.

 

9.10  Any queries in respect of an invoice must be made in writing to CitySprint within 7 days of the date of the invoice otherwise such invoice will be deemed to have been accepted and will be payable in full by the Customer.

 

9.11  All charges quoted and charged are exclusive of Value Added Tax and all other duties or taxes which may become due or payable from time to time and shall be added to invoices at the rate applicable at the date of invoice.

 

9.12  CitySprint operates an electronic invoicing system. All invoices, credit notes and statements will be sent to the Customer electronically. If the Customer requires paper invoices or credit notes (or cannot provide CitySprint with an email address), CitySprint reserves the right to charge for the provision of such paper invoices.

 

10     Data Protection

 

10.1  For the purposes of this Condition 10, “Data Controller", "Data Processor" and "Personal Data" shall have the meanings set out in the Data Protection Legislation.

 

10.2   The Customer shall give any notices and obtain any consents necessary to enable CitySprint to lawfully process any Personal Data (which may include delivery and contact information) provided by the Customer to CitySprint to enable CitySprint to exercise its rights and perform its obligations under these Conditions.

 

10.3  CitySprint shall be a Data Controller and the Customer shall be a separate Data Controller. Each party shall comply with the applicable Data Protection Legislation when processing Personal Data (including by ensuring that all required fair processing information has been given to the relevant individuals). Further information on how CitySprint uses Personal Data is available in CitySprint’s Privacy Policy, available at https://www.citysprint.co.uk/privacy-policy.

 

10.4  The Customer agrees that CitySprint will not have any access to (and will not process) the contents of any Consignment.  Accordingly, CitySprint will be neither a Data Processor or a Data Controller of any Personal Data forming part of the contents of any Consignment and it is the Customer’s responsibility to determine whether the services provided by CitySprint are appropriate for the transfer of any data (including Personal Data) included in any Consignment.

 

10.5  The Customer shall indemnify CitySprint against all losses (including but not limited to liabilities, costs, expenses, damages and fines) suffered or incurred by CitySprint arising out of or in connection with any failure by the Customer to comply with this Condition 10.

 

11     Limitation of Liability

 

11.1           Nothing in these Conditions shall limit any liability which cannot be legally limited, including liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation and any other matter for which it is unlawful to exclude or limit liability.

 

11.2           Except as expressly provided in these conditions, the total liability of CitySprint which arises out of or under these Conditions (whether in contract, tort (including negligence), statute or otherwise) in respect of any contract arising from a Booking is specified in Condition 11.4.

 

11.3           Subject to Condition 11.1, CitySprint shall not be liable to the Customer, whether in contract, tort (including negligence) or by statute, or otherwise in respect of:

 

11.3.1      loss of profits or revenue;

11.3.2      loss due to delay in delivery;

11.3.3      loss of anticipated savings;

11.3.4      loss of sales or business;

11.3.5      loss of agreements or contracts;

11.3.6      loss of or damage to goodwill;

11.3.7      loss of use or corruption of software, data or information;

11.3.8      loss caused by the natural deterioration or fragility of a Consignment;

11.3.9      loss relating to the procurement by the Customer of any substitution of goods or services;

11.3.10  any other special, indirect, Incidental or consequential loss.

 

The types of loss and/or damage specified in this Condition 11.3 above shall not constitute direct loss for the purpose of these Conditions.

 

11.4           Consignment Liability and Indemnity

 

11.4.1      The Customer shall notify CitySprint at the time of Booking of the value of the Consignment in accordance with the notification requirements set out in the tables below in Condition 11.4.8. For the avoidance of doubt the declared value shall be the present intrinsic value of the Consignment and not the replacement cost or new for old, and for commercial senders, the value shall be the wholesale value or manufacturing cost and not the retail cost.

 

11.4.2      Subject to Conditions 11.1, 11.3 and 11.4.3, CitySprint’s total aggregate liability to a Customer which arises out of or under these Conditions (whether in contract, tort (including negligence), statute or otherwise):

 

11.4.2.1                        in respect of a Consignment shall not exceed the value of the Consignment provided that:

 

11.4.2.1.1      the Customer has notified CitySprint in writing at the time of Booking of the value, in accordance with Condition 11.4.1 above; and

 

11.4.2.1.2      the Customer has paid the additional fees for the Consignment, as set out in the Indemnity Declaration and Fees tables set out in Condition 11.4.8;

 

otherwise, CitySprint’s total aggregate liability in respect of a Consignment shall not exceed £250 (two hundred and fifty pounds);

 

11.4.2.2                        for all other loss or damage shall not exceed the charges paid by the Customer for the Services under the Booking contract.

 

11.4.3      Subject to Condition 11.1, CitySprint shall have no liability whatsoever (whether in contract (including under any indemnity), tort (including negligence), breach of statutory duty or otherwise howsoever arising) for any loss or damage arising out of or in connection with the Customer’s use of Leave Safe delivery, as set out in Condition 4.4.

 

11.4.4      The Customer is responsible for ensuring that the packaging is appropriate for the nature of the Consignment and the chosen delivery Service. Consignment indemnity claims will be refused by CitySprint where the packaging is insufficient for purpose.

 

11.4.5      The Customer shall provide to CitySprint written proof of the value of the Consignment damaged or lost and CitySprint shall be entitled to inspect a damaged Consignment.

 

11.4.6      CitySprint shall not be liable for loss of, mis-delivery or damage to any Consignment unless it is notified by the Customer of such loss or damage immediately on becoming aware and in any event within 7 days of the end of the transit. A written claim giving details of the value and the circumstances of any loss must be made in writing to the relevant CitySprint account manager or customer care team within 14 days after the end of transit. A claim for loss or damage will not be accepted on the Consignment note.

 

11.4.7      In respect of a Consignment damage claim, any settlement by CitySprint will be the lower of the cost of repair and the present value, and the damaged item(s) shall become the property of CitySprint at the point of full and final settlement.

 

11.4.8      Indemnity declaration and charging tables

 

SAMEDAY TRANSITS

 

Value of Consignment	Customer to declare value to CitySprint	Additional Fee Payable by Customer
More than £250 but less than £1,000	Yes	Yes: £5.00
More than £1,000 but less than £100,000	Yes	Yes: 1% of total consignment value
Over £100,000	Yes	Yes: to be advised to Customer at the time of Booking

 

 

OVERNIGHT UK & INTERNATIONAL TRANSITS

 

Value of Consignment	Customer to declare value to CitySprint	Additional Fee Payable by Customer
More than £250 but less than £500	Yes	Yes: £15.00
More than £500 but less than £10,000	Yes	Yes: 3% of total consignment value
Over £10,000	Yes	Yes: to be advised to Customer at the time of Booking

 

11.5           Further Exclusions on CitySprint’s Liability

 

CitySprint shall not be held responsible for any event beyond the reasonable control of CitySprint, which prevents it from performing its obligations under the relevant contract including:

 

11.5.1      Acts, omissions or misrepresentations by the Customer, owner of the Consignment, Consignee or independent contractor or any failure of the foregoing to package and/or label the Consignment correctly pursuant to Condition 4.1. The Customer acknowledges and agrees that in such circumstances CitySprint shall not be liable for any loss of or damage to the Consignment that arises out of or in connection with a failure to package and/or label it correctly;

 

11.5.2      Natural deterioration or fragility of the Consignment (notwithstanding that it may be marked “fragile”);

 

11.5.3      Any unforeseen circumstances or causes beyond CitySprint’s reasonable control, act of God, war, riot, malicious damage, compliance with any law or order of any government, local or public authority, accident, fire, flood, storm or industrial dispute, default of suppliers or subcontractors, insufficient or improper packing, labelling or addressing, unless it is previously agreed in writing that CitySprint shall perform such task; or

 

11.5.4      Marine risk.

 

12     Website

 

12.1           The information provided on the Website has not been written to meet specific Customer requirements and it is the sole responsibility of the Customer to satisfy itself that any booking made online will be suitable for its requirements. All express or implied warranties in relation to the Website are hereby excluded to the fullest extent permitted by law.

 

12.2           Whilst CitySprint makes all reasonable attempts to exclude viruses from the Website, it cannot ensure that the Website will be virus free. The Customer acknowledges and agrees that any use of the Website by the Customer shall be at its own risk.

 

12.3           Customers have no rights in or to the Website and all rights in and to the Website, including any underlying software and computer codes, are exclusively owned by CitySprint or licensed to CitySprint by a third-party supplier.

 

12.4           The Website is intended for use by residents in Great Britain only and only in respect of their activities within Great Britain.

 

13     Tracking

 

13.1           CitySprint may from time to time offer to Customers access to and use of a web-based application that allows users to track movements of their Consignments. CitySprint reserves the right to charge Customers for access to and use of any such application at any time, given due notice, at a rate determined by CitySprint in its sole discretion.

 

13.2           CitySprint may temporarily or permanently suspend a Customer’s access to the application at any time and for any reason, including, where a Customer fails to pay for or notifies CitySprint that it is not prepared to pay for access to and use of the application.

 

13.3           Whilst CitySprint makes all reasonable attempts to exclude viruses from its applications, it cannot ensure that they will be virus free. The Customer acknowledges and agrees that any use of a CitySprint application by the Customer shall be at its own risk.

 

13.4           Customers have no rights in or to any applications offered for use by CitySprint and all rights in and to the same, including any underlying software and computer codes, are exclusively owned by CitySprint or licensed to CitySprint by a third-party supplier.

 

13.5           Access to any applications offered for use by CitySprint is provided on an “as is” basis and the Customer acknowledges and agrees that, subject to Condition 11.1, CitySprint shall accept no liability arising out of or in connection with the Customer’s use of the same. All express or implied warranties in relation to any applications offered for use by CitySprint are hereby excluded to the fullest extent permitted by law.

 

14     Indemnity to CitySprint

 

14.1           The Customer shall indemnify CitySprint against:

 

14.1.1      All losses suffered by CitySprint (including but not limited to claims, demands, proceedings, fines, penalties, damages, costs, expenses and loss of or damage to the carrying vehicle and to other goods carried) as a result of any breach by the Customer of these Conditions, fraud, error, omission, or misrepresentation by the Customer, owner of the Consignment or Consignee;

 

14.1.2      All claims and demands made against CitySprint by any third party in excess of the liability of CitySprint under these Conditions;

 

14.1.3      All losses suffered by and claims made against CitySprint resulting from loss of or damage to property caused by or arising out of the unauthorised carriage of Dangerous Goods, Excluded Goods and/or the Prohibited Items;

 

14.1.4      All claims made upon CitySprint by HM Revenue & Customs in respect of dutiable goods consigned in bond whether or not transit has ended or been suspended; and

 

14.1.5      All claims and demands made against CitySprint as a result of a breach of Condition 10.1.

 

15     Intellectual Property and Confidentiality

 

15.1           All Intellectual Property Rights in any materials (including software) supplied by CitySprint to the Customer and in any methods of work and processes used by CitySprint in connection with the Booking and Services are and shall remain the exclusive property of CitySprint. Nothing in these Conditions shall imply any licence or other permission to use or reproduce any such materials, methods and processes save as expressly agreed in writing by an authorised representative of CitySprint.

 

15.2           Any Intellectual Property Rights developed, created or arising as a result of the provision of the Services shall belong to CitySprint.

 

15.3           The Customer undertakes that it shall not at any time disclose to any person any confidential information concerning CitySprint’s business (including, without limitation, its pricing, policies and procedures), affairs, customers, clients or suppliers or of any member of the group of companies to which CitySprint belongs. The Customer shall not use CitySprint’s confidential information for any purpose other than to the extent necessary to receive the benefit of the Services.

 

 

16     Severance

 

If any provision of these Conditions is held by any court or competent authority to be invalid or unenforceable in whole or in part, the validity of the remainder of these Conditions and of such provision shall continue in full force and effect.

 

17     Compliance with Applicable Regulations

 

17.1           The Customer represents, warrants and agrees that it has been at all times and will continue to be in compliance with all potentially applicable trade, economic, anti-corruption/anti-bribery and financial laws and regulations. In particular, the Customer represents, warrants and agrees that it will not make, offer, promise, or authorise any gift of money or anything of value to obtain or retain business, or to direct business to any person, or to obtain any unfair advantage, in violation of applicable laws.

 

17.2           The Customer hereby represents and warrants to CitySprint that it complies with any applicable national and international export control regulation. In this respect, the Customer represents and warrants that it complies with: (i) any applicable national and international regulation concerning dual-use items, (ii) any restrictive measure or embargo imposed in the framework of the programs of the United Nations or any other national or international program, (iii) any applicable national and international regulation against terrorism and money laundering, or comparable activities.

 

17.3           The Customer warrants, represents and undertakes that neither it, nor any of its affiliates or personnel are identified on a sanctions-related list of designated persons maintained by the European Union, United States, United Kingdom, United Nations or other applicable government authorities, including OFAC's Specially Designated Nationals and Blocked Persons List.

 

17.4           In addition, the Customer is hereby informed and accepts that its data and the Consignee data relating to the performance of the Services will be uploaded in the SDN monitoring tool of CitySprint in order to verify that the Customer and the Consignee are not identified on the SDN List or any of the United Nations or any other national or international comparable list. The Customer undertakes to inform the Consignee of such use of their data by CitySprint.

 

17.5           The Customer undertakes to notify CitySprint of any knowledge or suspicion it may have that its employees, clients, Consignee or any of the parties involved in the Services are in breach of any of the above mentioned regulations or are identified on the SDN List or any of the United Nations or any other national or international comparable list.

 

 

17.6           The Customer’s failure to comply with Condition 17.5 shall be deemed a material breach of these Conditions and CitySprint reserves the right, to (i) stop or suspend the Services, (ii) transfer any required information to the competent authorities and/or (iii) apply the procedure required by such competent authorities including the destruction of the Consignment at the Customer's cost.

 

17.7           The Customer shall inform the Consignee prior to the performance of the Services of CitySprint rights set out in Condition 17.6 and obtain their consent to such provisions.

 

17.8           CitySprint will under no circumstances be held liable for the interruption or suspension of the Services, the transfer of the Customer’s or Consignee’s data, the destruction of the Consignment following any request by competent authorities, or any other appropriate measure taken by CitySprint pursuant to this Condition 17.

 

18     Other Important Provisions

 

18.1           A person who is not a party to the contract has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Conditions save for those parties to whom CitySprint has subcontracted its obligations under these Conditions, who shall have the right to exercise and enforce all rights granted to CitySprint under them.

 

18.2           At no time during the period that CitySprint is undertaking the Booking for the Customer is the Customer permitted to supervise, direct or control the manner in which any of CitySprint’s employees or sub-contractors undertake the Services unless otherwise agreed in writing by a Director of CitySprint.

 

18.3           During the continuance of the business relationship with CitySprint, and for a period of 6 months immediately following the last Booking placed by the Customer, the Customer shall not, directly or indirectly, solicit or offer employment or any other form of contract for services to any of CitySprint’s (a) employees; or (b) subcontractors, who were directly involved in the performance of Services under a Booking during the 6 months immediately preceding the last Booking placed by the Customer.

 

18.4           The Customer shall not disclose the terms or make any public announcement about the relationship the parties have entered into without the prior written agreement of CitySprint, save for any disclosure required by law or by a statutory or regulatory body with power to order such disclosure.

 

18.5           Any notice or other communication to be given under or in connection with this agreement:

 

18. 5.  1      By a Customer to CitySprint, shall be given in writing and sent by first-class post to CitySprint’s registered address and/or by email to contactus@citysprint.co.uk; and

 

18.5.   2      By CitySprint to a Customer, shall be given in writing and sent by first-class post and/or by e-mail to the postal address and/or the e-mail address provided by the Customer to CitySprint during the booking process or such other postal or e-mail address as either party may substitute by written notice to the other. A notice shall be deemed delivered 2 Business Days after the date of posting and 24 hours after sending by email (as applicable).

 

18.6           CitySprint shall be entitled to subcontract in whole or in part the performance of any or all of its obligations under these Conditions but will remain responsible for their execution. The Customer shall not assign, novate, subcontract or otherwise dispose of, or deal with, any or all of its rights and obligations under these Conditions without the prior written consent of CitySprint.

 

18.7           The waiver of either party of any breach of these Conditions will not prevent the subsequent enforcement of that term and will not be deemed a waiver of any subsequent breach.

 

18.8           These Conditions and the documents referred to in them, including the confirmation referred to in Condition 3.4, constitute the entire agreement between CitySprint and Customer and supersede all prior agreements, representations and understandings relating to the subject matter of the contract. The Customer represents and undertakes that in entering into a contract in accordance with these Conditions the Customer does not rely on, and shall have no remedy in respect of, any statement, representation, warranty or undertaking (whether negligently or innocently made) of any person other than as expressly set out in these Conditions. Nothing in these conditions shall limit either party’s liability in respect of fraudulent misrepresentation.

 

18.9           These Conditions (and any non-contractual claims) shall be subject to and construed in accordance with English law, and the parties submit to the exclusive jurisdiction of the English courts.

 

18.10        Telephone calls to and from CitySprint may be recorded and monitored.