1. Definitions

  1. Agreement: The contract for services between Route 1 Fulfilment Ltd and the Client.
  2. Brexit: The UK’s withdrawal from the European Union.
  3. Business Day: Any weekday excluding public holidays in England.
  4. Company: Route 1 Fulfilment Limited.
  5. Conditions: These terms and conditions.
  6. Confidential Information: Client’s customer details, product specs, and other confidential info.
  7. Client: The person, firm, or company purchasing services from the Company.
  8. Goods: Goods and materials subject to the services.
  9. Handling Charges: Amount charged to the Client for Route 1 Fulfilment’s services.
  10. Insolvency Event: Events indicating the Client’s financial instability.
  11. Services: Storage, warehousing, order processing, picking, packing, and dispatch services provided by Route 1 Fulfilment.
  12. Service Levels: Agreed-upon service levels between both parties.
  13. VAT: Value-added tax.

2. Application of Conditions

  1. These conditions apply to and are part of the Agreement, prevailing over any inconsistent terms.

3. Route 1 Fulfilment’s Obligations

  1. Route 1 Fulfilment will provide services with reasonable care, skill, and in line with agreed service levels.
  2. Personnel providing services will be qualified and available during specified hours.
  3. Access to Route 1 Fulfilment’s premises for inspection and stock count will be allowed.
  4. Proper quality control measures will be maintained.
  5. Subcontractors or agents may be used at Route 1 Fulfilment’s discretion.

4. Client’s Obligations

  1. The Client will cooperate with Route 1 Fulfilment.
  2. No hazardous goods will be delivered; the Client indemnifies Route 1 Fulfilment for any related losses.
  3. Indemnification for costs arising from the Client’s actions or Goods is the Client’s responsibility.
  4. The Client is responsible for additional costs related to shipping Goods outside the UK.

5. Charges and Payment

  1. The Client agrees to pay Handling Charges; invoices will be issued according to specified terms.
  2. Failure to pay may result in interest charges or suspension of services.
  3. Time for payment is crucial.
  4. Route 1 Fulfilment may set off liabilities.

6. Confidentiality and Data Protection

  1. Route 1 Fulfilment treats disclosed information confidentially.
  2. The Client complies with Data Protection legislation, and Route 1 Fulfilment processes personal data as instructed.
  3. Route 1 Fulfilment implements measures to protect personal data.

7. Limitation of Liability

  1. Route 1 Fulfilment’s liability is limited; certain liabilities are excluded.
  2. Liability for death, personal injury, or fraud is not excluded.

8. Insurance

  1. Goods are stored at the Client’s risk.
  2. The Client may arrange insurance; Route 1 Fulfilment can arrange it at the Client’s cost.
  3. Route 1 Fulfilment isn’t liable if the full value of Goods can’t be recovered.

9. Termination

  1. The Agreement has a minimum period and may be extended.
  2. Termination conditions include non-payment, material breach, or an Insolvency Event.
  3. Either party can give notice for termination, subject to a notice period.
  4. On termination, outstanding payments are due, and Goods must be removed.

10. Force Majeure

  1. Route 1 Fulfilment isn’t liable if prevented from performing due to events beyond its control.

11. General

  1. No variations are valid unless in writing and signed.
  2. Waivers are effective in writing.
  3. Invalid provisions don’t affect the rest of the Agreement.
  4. The Agreement is governed by English law, and disputes are subject to English courts.