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Terms & Conditions

The Customer’s attention is particularly drawn to clause 6 concerning limitations on Speedy Parcels liability; clause 8 concerning the Customer’s indemnity obligations; and clause 9 concerning the time limit of all claims. The Customer expressly agrees that the carriage will be subject to the trading conditions of the Selected Third Party Carrier and that Speedy Parcels shall have no liability for any loss, damage or delay to a Consignment where such is the result of any act or omission by the Selected Third Party Carrier. See Clause 3.3 for further details.

 

1. Introduction

Speedy Parcels Limited, a company registered in England and Wales under company number 16450280 with a registered office at Puro House, Unit 2 The Pavilions Cranford Drive, Knutsford Business Park, Knutsford, Cheshire, WA16 8ZR (Speedy Parcels). Speedy Parcels is an intermediary host provider of an online logistics platform (Speedy Parcels Platform) facilitating logistics services relating to consignments whereupon customers can arrange for the collection, delivery and transportation of packages with Speedy Parcels via its network of Carriers. These Conditions set out the following terms and conditions upon which Speedy Parcels will provide the Services through the Speedy Parcels Platform and incorporates the Privacy Policy and Cookies Policy (collectively called the Conditions).  For the avoidance of doubt, Speedy Parcels is not a carrier company.  You will not receive Carrier Services directly from Speedy Parcels.

 

2. Definitions

2.1 In these Conditions:

CARRIER means each individual major UK carrier company with whom Speedy Parcels holds an account for the carriage of Goods.

CARRIER SERVICES means the range of carrier services provided by each Carrier which may be available to book by the Customer via the Speedy Parcels Platform.

COOKIES POLICY means Speedy Parcels cookies policy, a copy of which can be located at https://speedyparcels.com/privacy-policy/.

COLLECTION POINT refers to the place where the Consignment is collected.

CONSIGNMENT means the Goods (including any packaging and equipment associated therewith) contained in one or more parcel, package or container sent at one time, in one load, by or for the Customer from one address to another making up the Order.

CONSIGNEE means the person to whom the label on the Consignment is addressed.

CONSIGNOR means the person from whom the Consignment is collected from the Collection Point.

CUSTOMER means the business (Consignor or Consignee) who places an Order via the Speedy Parcels Platform for the Carrier Services.

CUSTOMER DATA means the data inputted by the Customer, Users, or Speedy Parcels on the Customer’s behalf for the purpose of using the Speedy Parcels Platform or facilitating the Customer’s use of the Services.

GOODS means the item(s) in the Consignment.

LOSSES means any costs, claims, proceedings, demands, damages, compensation, awards, expenses (including professional) or other loss (including special, consequential, loss of profit and other economic loss) whatsoever;

ORDER means the Customer’s request for one or more of the Carrier Services.

PROHIBITED GOODS means those goods which cannot be sent using the Carrier Services as identified on the Speedy Parcels Platform (as may be updated from time to time) including those goods set out in the Carriage of Dangerous Goods and Use of Transportable Pressure Equipment Regulations (CDG) and the European agreement “Accord Européen relative au transport international des marchandises dangereuses par route” (ADR), which together regulate the carriage of dangerous goods by road including explosives, radioactive material and any other goods presenting a similar hazard.

PRIVACY POLICY means Speedy Parcels privacy policy, a copy of which can be located at https://speedyparcels.com/privacy-policy/.

RESTRICTED GOODS means those goods that will not be compensated by Speedy Parcels which are described as such, or described under clause 7.

SELECTED THIRD PARTY CARRIER means the Carrier chosen by the Customer to carry the Consignment and in respect of whom the Customer has placed an Order for the carriage via the Speedy Parcels Platform.

SERVICES means Speedy Parcels service comprising of the Speedy Parcels Platform where a Customer may place an Order for the Carrier Services.

SPEEDY PARCELS PLATFORM means the online portal located at https://speedyparcels.com/ whereupon the Customer can avail one or more of the Carrier Services.

USER(s) means those employees, agents and independent contractors of the Customer who are authorised by the Customer to use the Speedy Parcels Platform.

VAT means value added tax chargeable under the law of England and Wales for the time being and any similar, additional or analogous tax.

2.2 Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.

2.3 The headings in these Conditions are for convenience only and shall not affect their interpretation.

2.3 In these Conditions words importing the singular only shall include the plural and vice versa.

 

3. APPLICATION OF CONDITIONS

3.1 These Conditions shall:

  • 3.1.1 apply to and be incorporated into the contract between the Customer and Speedy Parcels;
  • 3.1.2 prevail over any inconsistent terms or conditions contained, or referred to, in the Customer’s Order, confirmation of Order, acceptance of a quotation, or implied by law, trade custom, practice or course of dealing.

3.2 The Road Haulage Association Limited Conditions of Carriage 2024 (or the most up to date version as updated from time to time) are hereby incorporated into the Conditions (“RHA Terms”). In the event of any inconsistency between the RHA Terms and these Conditions, the RHA Terms shall prevail.

3.3 The Customer expressly agrees that the carriage will be subject to the trading conditions of the Selected Third Party Carrier. Each Selected Third Party Carrier has specific restrictions and prohibitions in relation to carriage, that a Customer agrees to become familiar with prior to submitting an Order for the Carrier Services. The Customer expressly agrees to review and comply with all terms and conditions of the trading conditions of the Selected Third Party Carrier which are available on their websites and/or any other provided documentation. The Customer expressly agrees that Speedy Parcels shall be relieved of any liability for all Losses in respect to the loss, damage or delay to a Consignment where such is the result of any event that is beyond the control of Speedy Parcels attributable to such Selected Third Party Carrier. Speedy Parcels, may, in any way it thinks fit and in the name and on behalf of the Customer:

  • 3.3.1 take any action that the Conditions requires the Customer to take; and
  • 3.3.2 exercise any rights which these Conditions gives to the Customer.

3.4 In the event of any conflict or inconsistency between the terms of:

  • 3.4.1 the trading conditions of the Selected Third Party Carrier;
  • 3.4.2 the RHA Terms; and
  • 3.4.3 these Conditions,

the terms contained in a document higher in the list above shall have priority over one contained in a document lower in the list.

3.5 It is the Customer’s responsibility to ensure that any limitations of liability and any other conditions that apply to the Order are fully understood before the Customer places an Order on the Speedy Parcels Platform. If the Customer is not satisfied with Speedy Parcels limits of liability under these Conditions, the Customer shall make its own enhanced protection arrangements in such sums and against such risks as the Customer deems appropriate.

3.6 Each Selected Third Party Carrier may, at its sole discretion, transport a Consignment by such means of transport and route as decided appropriate by the Selected Third Party Carrier.

 

4. Services

4.1 Subject to these Conditions, Speedy Parcels arranges the provision of the Carrier Services (as may be varied by Speedy Parcels or the Carrier from time to time, without prior notice to the Customer) upon receipt of the Customer’s Order via Speedy Parcels Platform.

4.2 Speedy Parcels will arrange for the Selected Third Party Carrier to, collect the Consignment from the Collection Point based on the applicable Carrier Service.

4.3 Speedy Parcels will use its reasonable endeavours to deliver the Consignments via the Selected Third Party Carrier that are accepted by it for transit in accordance with one of the Carrier Services.

4.4 Speedy Parcels may decide not to accept an Order or the Selected Third Party Carrier may not collect, process or deliver any Consignments if Speedy Parcels and/or the Selected Third Party Carrier considers it to be impractical or unreasonable to do so, including if:

  • 4.4.1 the delivery address is a PO Box Number;
  • 4.4.2 the delivery address is not safe or the Selected Third Party Carrier’s staff and agents’ health and safety may be put at risk in any way;
  • 4.4.3 the delivery address on the Consignment is not complete, inaccurate or is ineligible;
  • 4.4.4 the Consignment contains any of the Prohibited Goods (as notified to you from time to time);
  • 4.4.5 the Consignment is not packaged to a reasonable standard sufficient to protect the Consignment’s weight or correctly labelled;
  • 4.4.6 the Customer has an account with Speedy Parcels and any credit limit on such account has been exceeded or will, with the proposed Consignment(s) be so exceeded; or
  • 4.4.7 the Customer has breached any of these Conditions and such breach is continuing without remediation.

4.5 If Speedy Parcels are ever in receipt of a Consignment, and Speedy Parcels has reasonable suspicion that a Consignment contains Prohibited Goods Speedy Parcels may open that Consignment or delay processing and delivery. If a Prohibited Good is identified within a Consignment Speedy Parcels may deal with such item in its sole and absolute discretion (without incurring any liability to the Customer or the Consignee), including destroying or otherwise disposing of such item in whole or in part or returning it to the Customer (and the Customer will be responsible for all costs thereof howsoever arising).

 

5. Customer’s Obligations

5.1 The Customer:

  • 5.1.1 warrants that it is either the owner of the Consignment which is the subject of these Conditions or is authorised to enter into these Conditions;
  • 5.1.2 agrees to indemnify and hold harmless Speedy Parcels and the Selected Third Party Carrier from and against all claims, costs and expenses incurred in consequence of the carriage, or non-disclosure by the Customer to Speedy Parcels of full details prior to carriage, of any Prohibited Goods, Restricted Goods or Consignments that have not been properly labelled, packed or packaged;
  • 5.1.3 shall ensure that there is provision of necessary plant and power (other than that carried by the delivery vehicle) and labour (including an authorised person to acknowledge receipt) available promptly at the Collection Point and point of delivery; shall ensure that every Consignment is packaged to a reasonable standard sufficient to protect the Consignment’s weight and correctly addressed and labelled in accordance with the Order; and
  • 5.1.4 shall ensure that the actual weight is visibly recorded for every Consignment in accordance with the Order and such weight is factually accurate and not misrepresented.

 

6. Company’s Responsibility for the Consignment

6.1 The Customer expressly agrees that Speedy Parcels shall be relieved of any liability for all Losses in relation to these Conditions, Carrier Services or Consignment where such is the result of any event, act and/or omission that is attributable or caused by the Selected Third Party Carrier.

6.2 Subject to the limitations and exclusions contained in this clause and these Conditions generally, Speedy Parcels shall only be liable for loss of or damage to or in connection with a Consignment howsoever or whensoever caused and whether or not caused or contributed to directly or indirectly by any act, omission, neglect, default, or other wrongdoing on the part of Speedy Parcels, its employees, contractors, subcontractors or agents if and to the extent that Speedy Parcels has been negligent.

6.3 Subject to these Conditions , Speedy Parcels shall be liable for:

  • 6.3.1 physical loss, mis-delivery of or damage to living creatures, bullion, money, securities, stamps, precious metals, or precious stones comprising the Consignment only if:
    • 6.3.1.1 Speedy Parcels has specifically agreed in writing to facilitate the carry of such items; and
    • 6.3.1.2 the Customer has agreed in writing to reimburse Speedy Parcels in respect of all additional costs which result from the carriage of said items; and
    • 6.3.1.3 the loss, mis-delivery or damage is occasioned during transit and is proved to be due to the negligence of Speedy Parcels, its employees, contractors, subcontractors or agents;
    • 6.3.2 physical loss, mis-delivery of or damage to any other Goods unless the same has arisen (directly or indirectly) from:
    • 6.3.2.1 an act of God;
    • 6.3.2.2 epidemic or pandemic;
    • 6.3.2.3 seizure under legal process;
    • 6.3.2.4 riots, civil commotion or unrest, demonstrations, strike or lockouts (general or partial stoppage);
    • 6.3.2.5 any consequence of war, terrorism and kindred risks;
    • 6.3.2.6 weather events, which result in road closures or other closures which impact access to a delivery address or route timings;
    • 6.3.2.7 severe traffic congestion/ traffic issues that see the Selected Third Party Carrier unable to access a delivery address or adversely affect route timings;
    • 6.3.2.8 failure or downtime in respect of any telephony or mobile communications;
    • 6.3.2.9 any event of serious disruption outside Speedy Parcels or the Selected Third Party Carrier’s control, which reduces its or their capacity to fulfil its obligations;
    • 6.3.2.10 error, act, omission or misrepresentation of either the Consignor or the Consignee of the Consignment or their respective employees or agents;
    • 6.3.2.11 insufficient or improper packing or labelling including incomplete or incorrect address information; or
    • 6.3.2.12 the conveyance of any Goods which violate statutory or regulatory prohibition or are Prohibited Goods.

6.4 Speedy Parcels shall not in any circumstances be liable for any loss or deterioration of, or damage to, or non-delivery, mis-delivery of any property (including the Consignment) or any other claim in any circumstances whatsoever, howsoever caused save to the extent that the same is caused by its wilful default or negligence.

6.5 Unless otherwise agreed, Speedy Parcels shall not be obliged to insure the Consignment. The Customer is responsible for insuring against all risks for the full insurable value.

6.6 Except as otherwise provided in these Conditions and subject to Clause 6.7, Speedy Parcels liability for all claims and/or loss whatsoever, and howsoever arising in connection with the Consignment, shall not exceed twenty five pound (£25).

6.7 Except where otherwise agreed, Speedy Parcels shall not be liable for any direct or indirect loss of: profit; use; opportunity; business; anticipated savings; or goodwill, nor shall Speedy Parcels be liable for any indirect or consequential loss or damage (including penalty charges) whether or not resulting from the act, neglect or default of Speedy Parcels except that nothing in these Conditions shall operate to exclude or limit the liability of Speedy Parcels for death or personal injury arising out of its negligence or fraud, fraudulent misrepresentation, or for any liability which cannot be excluded by law.

6.8 Speedy Parcels shall not be liable for any failure or delay in the performance of its obligations under these Conditions that arises due to or is contributed to by any act or omission of the Customer, its employees, agents or contractors (including any sub-contractors) or its own customers.

6.9 Speedy Parcels inability to provide proof of delivery shall not of itself constitute an admission of liability for the loss of any Consignment by Speedy Parcels or the Selected Third Party Carrier. The Customer shall prove its loss of any Consignment. Speedy Parcels shall not be liable for loss of, or damage to, any Consignment where the Consignee has acknowledged receipt of the same.

6.10 Speedy Parcels shall not be liable for the loss of all or any part of a Consignment to the extent that the same is subsequently found and returned to the Customer. The value of the goods returned to the Customer may be offset against the value of any claim made against Speedy Parcels whether or not such returned goods formed part of the particular Consignment to which such claim relates.

6.11 If delivery is unsuccessful due to the absence of the Consignee or the Consignee refusing delivery and thereafter the Consignment is lost or damaged, Speedy Parcels shall not be responsible for any such loss or damage.

6.12 Speedy Parcels shall, if so required, Any signature of a document prepared by the Consignor acknowledging receipt of the Consignment shall not be evidence of the condition of or the correctness of the declared nature, quality, quantity or weight of the Consignment at the time it is received by a Selected Third Party Carrier.

6.13 Speedy Parcels shall be under no obligation to retain copies of any documentation related to the delivery of a Consignment for longer than 6 months following the date of delivery. All warranties, conditions and other terms implied by statute (including under the Supply of Goods and Services Act 1982) or common law are, to the fullest extent permitted by law, excluded from these Conditions.

 

7. Restricted Goods

Restricted Goods may be carried by the Carriers but are carried at the Customer’s sole risk. The Customer acknowledges and agrees that due to the fragility or otherwise of Restricted Goods, Speedy Parcels cannot make any guarantees that damage to the Goods will not occur during carriage and consequently, Speedy Parcels will have no liability for any Losses caused by, or relating to, the carriage of the Restricted Goods. The Customer shall, to the extent it deems appropriate, take out appropriate parcel protection independently of Speedy Parcels for the carriage of Restricted Goods.

 

8. Indemnity

8.1 The Customer shall indemnify Speedy Parcels against:

  • 8.1.1 all liabilities and costs incurred by Speedy Parcels (including but not limited to claims, demands, proceedings, fines, penalties, damages, expenses and loss of or damage to the carrying vehicle and to other goods carried) by reason of any error, omission, mis- statement or misrepresentation by the Customer or other owner of the Consignment or by any employee, contractor, subcontractor or agent, insufficient or improper packing, labelling or addressing of the Consignment; and
  • 8.1.2 all claims and demands whatsoever (including for the avoidance of doubt claims alleging negligence), by whomsoever made and howsoever arising (including but not limited to claims caused by or arising out of the carriage of Prohibited Goods and claims made upon Speedy Parcels by HM Customs and Excise in respect of dutiable goods consigned in bond) in excess of the liability of Speedy Parcels under these Conditions in respect of any loss or damage whatsoever to, or in connection with, the Consignment whether or not caused or contributed to directly or indirectly by any act, omission, neglect, default or other wrongdoing on the part of Speedy Parcels, its servants, agents or sub-contractors.
  • 8.1.3 any sensitive personal data, information and documents contained within a Consignment, including but not limited to names, addresses, bank details, signatures and dates of birth is entirely at the Customer‘s risk and no compensation is available for these items. Data stored on electronic media, for example data disks, hard drives, magnetic tapes or pen drives must be suitably encrypted. The Customer shall indemnify Speedy Parcels against all actions, claims, proceedings and judgments together with costs incurred relating to loss, damage or disclosure of such data documents.

 

9. Time Limit for Claims / Claims Procedure

9.1 Speedy Parcels shall not be liable for:

  • 9.1.1 damage to the whole or any part of the Consignment unless the Carrier has been negligent and the Customer has advised the Carrier in writing of the issue within five (5) days of the date of the first scan of the label on the Consignment;
  • 9.1.2 physical loss, mis-delivery or non-delivery of part of the Consignment unless the Carrier has been negligent and the Customer has advised the Carrier in writing of the issue within twelve (12) days of the date of the first scan of the label on the Consignment;
  • 9.1.3 any other loss unless advised thereof in writing within twenty-eight days of the date of the first scan of the label on the Consignment.

9.2 Speedy Parcels may make such investigations as it deems necessary to satisfy itself of the validity of any claim and the Customer shall co-operate as is reasonable in the circumstances. In the case of claims for loss or damage, Speedy Parcels may take as reasonable amount of time to undertake investigations and search activity.

9.3 Any information requested to substantiate a claim must be made available to the Carrier within 12 days of request.

9.4 If the information requested is not received within this timescale, Speedy Parcels reserves the right to close the claim. Should there be an error in a claim application or the supporting evidence that results in the need to re-issue a cheque, an administration charge of £10 will be deducted from the claim amount.

9.5 If a dispute arises out of or in connection with the provisions of the Services under these Conditions or the performance, validity or enforceability of them (“Dispute”) then the parties shall follow the procedure set out in this clause:

  • 9.5.1 either party shall give to the other written notice of the Dispute, setting out its nature and full particulars (“Dispute Notice“), together with relevant supporting documents. On service of the Dispute Notice, both parties shall attempt in good faith to resolve the Dispute;
  • 9.5.2 if for any reason both parties are unable to resolve the Dispute within 30 days of service of the Dispute Notice, the parties will attempt to settle it by mediation in accordance with the CEDR Model Mediation Procedure. Unless otherwise agreed between the parties, the mediator shall be nominated by CEDR. To initiate the mediation, a party must serve notice in writing (“ADR Notice“) to the other party to the Dispute, requesting a copy of the ADR notice should be sent to CEDR. The mediation will start not later than 14 days after the date of the ADR notice.
  • 9.5.3 The commencement of mediation shall not prevent the parties commencing or continuing court proceedings in relation to the Dispute under clause 17.9 which shall apply at all times.
  • 9.5.4 If the Dispute is not resolved within 30 days after service of the ADR notice, or either party fails to participate or to continue to participate in the mediation before the expiration of the said period of 30 days, or the mediation terminates before the expiration of the said period of 30 days, the Dispute shall be finally resolved by the courts of England and Wales in accordance with clause 17.9 (Governing Law and Jurisdiction).

9.6 The Customer acknowledges and agrees that the time limits set out in this clause 9 are reasonable and reflective of the urgent nature of the type of Consignments that Speedy Parcels undertakes for the Customer and are necessary in order to preserve the appropriate evidence in respect of any such claims (including the ability to interview and obtain witness statements from drivers and other third parties).

9.7 Invoice queries must be notified to Speedy Parcels in writing within 14 calendar days from the date of invoice.

 

10. Transit

10.1 Transit shall commence when the Consignment is collected by the Selected Third Party Carrier from the Collection Point.

10.2 Transit shall (unless otherwise determined) end when the Consignment arrives at the agreed place of delivery, provided that:

  • 10.2.1 if no safe or adequate access exists, or there are no adequate unloading facilities or assistance, then transit shall be deemed to end at the expiry of one calendar day after notice in writing (or by telephone) of the arrival of the Consignment at the agreed delivery point;
  • 10.2.2 when, for any other reason whatsoever, a Consignment cannot be delivered; and
  • 10.2.3 if an authorised person is not available to acknowledge receipt of the Consignment at the agreed place of delivery, then the Consignment shall be presumed to have been delivered notwithstanding the absence of a signed delivery copy of the Selected Third Party Carrier’s Consignment note.
  • 10.2.4 Risk in the Consignment shall pass from the Customer to Selected Third Party Carrier on commencement of transit in accordance with clause 10.1.

 

11. Company’s Charges

11.1 The price for the Services shall be Speedy Parcels quoted price. Unless otherwise agreed, all prices quoted will be valid for thirty (30) days only, after which time they may be altered by Speedy Parcels without giving notice to the Customer.

11.2 Speedy Parcels reserves the right to increase the price of a Consignment if at the Collection Point the Consignment and/or Goods are found to be different from the Customers Order, including but not limited to size, weight, volume or contents.

11.3 Speedy Parcels reserves the right, by giving notice to the Customer at any time before labelling of the Consignment, to increase the price of the Services to reflect any increase in the cost to Speedy Parcels which is due to any factor beyond the control of Speedy Parcels (including without limitation, any increase or imposition of taxes and duties, significant increase in the costs of fuel, or due to any change in delivery dates, quantities or specifications for the Services which are requested by the Customer.

11.4 Invoices are issued by Speedy Parcels to the Customer in accordance with the terms agreed or otherwise on a weekly basis.

11.5 Unless otherwise agreed, all charges are payable in GBP within 7 days of the date of Speedy Parcels invoice in cash or cleared funds and are exclusive of VAT, which will be charged at the appropriate rate from time to time.

11.6 Time for payment shall be of the essence of these Conditions.

11.7 If no business is transacted between Speedy Parcels and the Customer for a period of at least three (3) months or where Speedy Parcels reasonably believes that the Customer is the subject of an event set out in any of clauses 15.1(3)-(8), Speedy Parcels may immediately withdraw the Customer’s credit facilities (if any).

11.8 In the following circumstances Speedy Parcels shall impose (at its sole discretion) an additional surcharge per Consignment as notified to the Customer from time to time or as stated below:

  • 11.8.1 the trading conditions of the Selected Third Party Carrier has the right to impose an additional surcharge due to the delivery location.;
  • 11.8.2 for each re-delivery attempt of failed deliveries, an amount equal to 50% of the original Consignment charge. Where the delivery address supplied is incorrect or incomplete, resulting in a failed delivery, Speedy Parcels reserves the right to impose a surcharge of an amount equal to 100% of the original Consignment charge for any subsequent attempted re-delivery.

11.9 The Customer shall not be entitled to deduct any monies owed to Speedy Parcels in the form of a debit note or to apply any set off or lien whatsoever.

 

12. Recovery of Company’s Charges

12.1 If the Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to Speedy Parcels, Speedy Parcels shall be entitled to:

  • 12.1.1 charge the Customer interest (both before and after any judgement) on the amount unpaid, at the rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1998, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest); and
  • 12.1.2 withdraw any credit facility extended to the Customer and all of Speedy Parcels charges howsoever arising for Services performed up to such date shall thereupon be due for payment in full immediately.

 

13. Company’s Lien

13.1 Speedy Parcels shall have a general lien on each and every Consignment within Speedy Parcels possession in respect of its charges which either: (i) relate to that actual Consignment; or (ii) any other Consignment, for any monies due to Speedy Parcels at any time. If the monies due are not paid within 7 days of the due date for payment, or within 7 days of such other terms of payment as may have been agreed between the Customer and Speedy Parcels, under clause 11.5, Speedy Parcels may, without prejudice to its other rights and remedies against the Customer, exercise its lien and sell or otherwise dispose of all or any part of the Consignment and apply the proceeds thereof towards the monies outstanding and due to Speedy Parcels, together with the expenses of sale and all reasonable storage charges pending sale or disposal of the Consignment.

13.2 Speedy Parcels shall not be under any obligation to give advance notice to the Customer of its intention to exercise any rights under the general lien at clause 13.1. Whilst Speedy Parcels will use a reasonably appropriate method of sale, it will not be liable for any inadequacy in the price received.

 

14. Speedy Parcels Platform

14.1 Speedy Parcels grants to the Customer a limited, non-exclusive, non-transferable, revocable right and licence, without the right to sublicense, to permit the Customer, via rights of access granted to the Customer’s Users, to access and use the Speedy Parcels Platform solely for the Customer’s internal business operations. The grant of this right and licence is subject to the Customer’s compliance with these Conditions.

14.2 The Customer is responsible for all acts and omissions of each User and any and all use of the Speedy Parcels Platform using each User’s access credentials.

14.3 The Customer shall not, and shall procure that each User does not:

  • 14.3.1 except to the extent expressly permitted by these Conditions or lawfully permitted pursuant to applicable law, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Speedy Parcels in any form or media or by any means;
  • 14.3.2 except to the extent expressly permitted by these Conditions or lawfully permitted pursuant to applicable law, attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Speedy Parcels Platform;
  • 14.3.3 store, access, publish, disseminate, distribute or transmit via the Speedy Parcels Platform any material which:
    • (a) is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
    • (b) facilitates illegal activity;
    • (c) depicts sexually explicit images;
    • (d) promotes unlawful violence;
    • (e) is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
    • (f) is otherwise illegal or causes damage or injury to any person or property;
    • (g) access all or any part of the Speedy Parcels Platform in order to build a product or service which competes with the Speedy Parcels Platform;
    • (h) use the Speedy Parcels to provide services to third parties;
    • (i) license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Speedy Parcels Platform available to any third party except the Users; or
    • (j) attempt to obtain, or assist third parties in obtaining, access to the Speedy Parcels Platform, except in relation to the Users.

14.4 To enable Speedy Parcels to provide the Speedy Parcels Platform, the Customer grants to Speedy Parcels a non-exclusive right and licence to copy, exploit, process, store, transmit and use the Customer Data solely to the extent necessary to provide the Services.

14.5 The Customer shall procure at its cost, install and maintain all required enabling software and third-party software required to access and use the Speedy Parcels Platform. The Customer acknowledges that a failure to do so may impact its use of the Speedy Parcels Platform.

14.6 Unless otherwise expressly set out in these Conditions, Speedy Parcels does not warrant that the Speedy Parcels Platform is fit for the Customer’s purposes, is error free or uninterrupted, or is compatible with any hardware or software not notified to the Customer prior to its use of the Speedy Parcels Platform. Speedy Parcels shall not be liable for the transfer of data over communications facilities, including the internet, and any limitations, delays, and other problems inherent in the use of such communications facilities.

14.7 The Customer acknowledges and agrees that Speedy Parcels and its licensors own all intellectual property rights in the Speedy Parcels Platform. Except as expressly stated in these Conditions, these Conditions do not grant the Customer any rights to, under or in, any patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Speedy Parcels Platform.

14.8 Speedy Parcels confirms that it has all the rights in relation to the Speedy Parcels Platform that are necessary to grant all the rights it purports to grant under, and in accordance with, these Conditions.

14.9 The Speedy Parcels Platform is designed to be available during normal business hours, subject to any emergency or scheduled maintenance. Scheduled maintenance shall be performed by Speedy Parcels during the times notified to the Customer via email. Speedy Parcels shall use reasonable endeavours to give the Customer advance notice of any emergency maintenance.

14.10 Speedy Parcels shall not be responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet. The Customer acknowledges that the Speedy Parcels Platform may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

14.11 Speedy Parcels may, without prejudice to any other rights or remedies available to it, suspend the Customer’s access to, or use of, the Speedy Parcels Platform immediately on notice to the Customer if:

  • (a) the Customer has failed to pay any amounts due to Speedy Parcels for the Services;
  • (b) the Customer is otherwise in breach of its obligations under these Conditions;
  • (c) there is an attack on the Speedy Parcels Platform or if Customer Data is accessed or manipulated by a third party without the Customer’s consent;
  • (d) Speedy Parcels is required by applicable law to suspend the Customer’s access to, or use of, the Speedy Parcels Platform; or
  • (e) Speedy Parcels reasonably believes that the suspension of the Speedy Parcels Platform is necessary to protect its infrastructure, network or the use of the Speedy Parcels Platform by other customers because of a threat to the security, integrity or use of the Speedy Parcels Platform.

14.12 Speedy Parcels shall use reasonable endeavours to re-establish or permit access to the Speedy Parcels Platform as soon as possible following Speedy Parcels determination that the cause of the suspension has been resolved.

14.13 Speedy Parcels shall have no liability whether under this agreement or at law to the Customer for any exercise of its rights pursuant to this clause 14.

 

15. Termination/Suspension of Account

15.1 Speedy Parcels may withdraw any of the Services at any time and may also terminate or suspend the Customer’s account with immediate effect, without liability, in the following circumstances:

  • 15.1.1 upon the Customer’s irremediable breach of any of these Conditions or, (where such a breach is capable of remedy) on failure to remedy any breach within three (3) days of being given written notice of such breach by Speedy Parcels of any of these Conditions;
  • 15.1.2 where the Customer has persistently made false claims in respect of Consignment volume, or Consignments persistently include Prohibited Goods;
  • 15.1.3 where the Customer becomes the subject of a voluntary arrangement under section 1 of the Insolvency Act 1986; suspends or threatens to suspend or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986; has a receiver, manager, administrator or administrative receiver appointed over all or any part of its undertaking, assets or income; has passed a resolution for its winding up; has a petition presented to any Court for its winding-up or for an administration order or anything analogous to any of the foregoing occurs to the Customer under the law of any jurisdiction;
  • 15.1.4 where the Customer fails to pay his account in full on the due date for payment on two (2) or more consecutive occasions, or such other number of occasions as Speedy Parcels deems unreasonable;
  • 15.1.5 where Speedy Parcels obtains judgment in a court or tribunal of competent jurisdiction against the Customer in respect of a debt or unpaid invoice;
  • 15.1.6 where the Customer has in Speedy Parcels reasonable opinion ceased or threatened to cease to trade or carry on business;
  • 15.1.7 where an encumbrance takes possession of, or if any distrait, execution or other process is levied or enforced on any of the property or assets of the Customer;
  • 15.1.8 where the behaviour of the Customer is not consistent with accepted business trading relations or where he does any act which brings the reputation or goodwill of Speedy Parcels into disrepute or otherwise adversely affects trading connections with or the business of Speedy Parcels.

15.2 On termination, all rights and obligations under these Conditions will automatically terminate with the exception of:

  • 15.2.1 such rights of action as shall have accrued prior to the date of termination (including, but not limited to, any and all claims for any breach of any term, condition or undertaking contained in these Conditions); and
  • 15.2.2 all obligations under these Conditions which are expressed to (or are by implication intended to) survive its termination and continue thereafter including (but not limited to) clauses 6, 8, 9, 11, 12, 15, 16, 17; and
  • 15.2.3 all Consignments then in transit shall continue to be subject to these Conditions; and
  • 15.2.4 all sums then due and owing to Speedy Parcels and which remain to be invoiced shall become immediately due.

 

16. Confidentiality

The Customer warrants that any information about the business of Speedy Parcels or any of the Services, which may be provided to it or comes into its possession by any means, will not be passed to any other party whether orally, in writing, electronically or in any other form without the express permission of Speedy Parcels.

 

17. General

17.1 Any obligation in these Conditions on the Customer not to do something includes an obligation not to agree, allow, permit or acquiesce to that thing being done.

17.2 The Customer may not assign or otherwise transfer all or any part of its rights or obligations under these Conditions without prior written consent of Speedy Parcels but Speedy Parcels may at any time, assign, transfer, charge, mortgage, subcontract, declare a trust of or deal in any other manner with all or any of its rights or obligations under these Conditions.

17.3 Except as otherwise provided in these Conditions, a person who is not a party to these Conditions shall not have any rights under or in connection with it by virtue of the Contracts (Rights of Third Parties) Act 1999.

17.4 Nothing in these Conditions is intended to, or shall operate to, create a partnership between the parties, or to authorise either party to act as agent for the other, and neither party shall have authority to act in the name of or on behalf of or otherwise to bind the other in any way.

17.5 No failure or delay by Speedy Parcels to exercise any right or remedy provided under these Conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy by Speedy Parcels shall preclude or restrict the further exercise of that or any other right or remedy.

17.6 Speedy Parcels is not a common carrier and accepts Consignments only in accordance with the terms of these Conditions. Speedy Parcels reserves the right (at its sole discretion) to refuse to carry or arrange the carriage of any Consignments at any time.

17.7 Speedy Parcels may vary these Conditions at any time with given written notice to the Customer.

17.8 If any clause or sub-clause of these Conditions shall be found to be unenforceable, the remaining conditions shall remain in full force and effect with any necessary consequential variations thereto.

17.9 These Conditions shall be governed by the law of England and the parties shall be subject to the exclusive jurisdiction of the English courts.