STANDARD TERMS AND CONDITIONS
1. Introduction
1.1. We are Diamond Logistics Limited, a company registered in England and Wales under number 03372744 with its registered office at 3C Henley Business Park, Pirbright Road, Guildford GU3 2DX (Diamond, our,us, we). Diamond includes the Diamond Group.
1.2. These are the terms and conditions upon which we do business with Clients (you, yours) (Terms).
1.3. These Terms form the basis of your Contract with us. Depending on which Service you choose, you also agree to the following terms:
Same Day Delivery; and/or
Storage and Fulfilment; and/or
Overnight and International Delivery Services (Carrier Terms)
You also agree to the following Terms (available on our Website):
– despatchlab™ Terms of Use
– Competition Terms and Conditions.
1.4. For the purposes of all our dealings with you, these Terms, the terms from the relevant Service and the despatchlab™ Terms of Use are the Terms. These Terms prevail over any inconsistent terms or conditions contained, or referred to in your purchase order, confirmation of order or acceptance of a proposal or which are implied by law, trade custom, practice or course of dealing. Carrier Terms will prevail for the portion of the Service offered by any Carrier.
1.5. We may revise or update these Terms at any time without notice. The current version of these Terms can be found on our Website.
1.6. No variation to these Terms will be binding unless in writing and signed by both Parties.
1.7. We are not a common carrier and reserve the right in our absolute discretion to refuse to perform any Services (including the transportation or storage of any Goods) until we enter into a Contract with you and issue you with an Order confirmation and Consignment number.
1.8. To place Orders, you will use the despatchlab™ platform . Please ensure that you have read and can comply with the Terms of Use (available on the Website).
2. Definitions
2.1. In these Terms the following definitions apply:
Carrier means any third party carrier engaged by us to perform the Services;
Claim means any claim, action, suit, loss, damage, costs (including, legal and other professional fees), interest, expenses and any other liabilities;
Client means you, the person who contracts with us for the provision of the relevant Service;
Consignment means the Goods that are either: (i) sent at one time in one load by or for the Client or Customer from one address to another address; or (ii) stored and fulfilled by us on behalf of the Client or Customer at our premises;
Consumer means an individual requiring the Services for personal use and not in relation to any commercial activity;
Contract means the contract for Services made between the Customer and us which shall be made subject to and include these Terms and the Order;
Customer means the person to whom any Goods are to be delivered as specified by you in the Order;
Dangerous Goods means dangerous substances as defined in the The Carriage of Dangerous Goods by Road Regulations 1996, explosives, radioactive substances and any other substance presenting a similar hazard;
Data Protection Legislation UK Data Protection Legislation and any other European Union legislation relating to personal data and all other legislation and regulatory requirements in force from time to time that apply to a party relating to the use of personal data (including, without limitation, the privacy of electronic communications);
Fulfilment means the goods in, stock inventory, pick and pack of goods stored within the warehouse;
Goods means goods of any nature in bulk or contained in one parcel, package, container or envelope, as the case may be, or any separate number of parcels, packages, containers or envelopes;
Order means an order placed by you including placed by your representative on your behalf, for our Services in accordance with the ordering process detailed on our Website and/or despatchlab™ and accepted by us in accordance with Section 3;
Same Day means (i) the dedicated delivery service for Goods; or (ii) co-load service shared between Clients if the Client has not requested a dedicated service, in each case to be delivered in the same working day or an alternative day which is agreed with the Client,
Services means the services we offer as detailed in these Terms and on our Website from time to time;
Service Levels means the measurable services metrics that are set out in each Order;
Storage means the period of time during which the Goods are being stored by us on your behalf in a warehouse or fulfilment centre;
Transit means the period of time during which the Consignment is being carried by us as set out further in the Same Day Terms.
UK Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018; the Privacy and Electronic Communications Directive 2002/58/EC (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
Website means www.diamondlogistics.co.uk/
Working day means a day (other than Saturday or Sunday or a public holiday) on which banks are open for general business in London.
3. Ordering
3.1. A Contract will only be formed between you and us the earlier of (i) six (6) hours after you place your Order unless you have been told that your Order is not accepted; and (ii) at the time we accept your Order. We are not obliged to accept an Order.
3.2. The Client must be (i) the owner of the Goods, or authorised by the owner of the Goods; and (ii) if acting on behalf of a company, have the requisite authority to bind the company. We may cancel any Order which is placed in breach of this Section.
3.3. If you are a Consumer, you may cancel an Order at any time subject to the provisions of this Section. If you cancel an Order more than (i) one hour (for sameday delivery) before the collection time set out in the Order or (ii) one hour before the Carrier’s cut-off time for collection (for overnight delivery), we will retain a sum of up to £25.00 as an administration fee and refund to you all other monies paid in relation to the cancelled Order.
3.4. Your Order for the relevant Service will incorporate all commercial terms that are relevant to that Service, including Service Levels.
4. Charges
4.1. All charges are standard charges at the time of the Contract, and are available on despatchlab™ and your proposal document. You acknowledge that we may conduct a credit check on you. We may, on your request, set up a trading account for you with a credit limit, which we may increase or decrease from time to time (Trade Account). We offer a trading account in our sole discretion.
4.2. If you have a Trade Account with us it is your responsibility to ensure that you adhere to the credit limit and credit payment terms at all times. If you reach the credit limit then you must pay the outstanding balance (or a lesser amount as specified by us in our absolute discretion) before receiving any further Services. We may change, withdraw or request immediate full payment of the credit balance at any time.
4.3. We will invoice you in accordance with the terms of the relevant Order and the payment terms are fourteen (14) days from the date of the invoice (Payment Term). You must notify us of any bona fide dispute in relation to an invoice within seven (7) days of the date of that invoice. You shall pay any undisputed amount of the disputed invoice in accordance with this Section, and may withhold the disputed amount until the amount due has been agreed or otherwise determined.
4.4. You note that payment by BACS may be available at an additional charge. All payment methods are available on despatchlab™
4.5. We are entitled to charge interest on any outstanding amount from the end of the Payment Term until payment is made in full at the rate of 8% per annum over Barclays Bank Plc’s base rate from time to time, which interest shall accrue on a daily basis from the date payment becomes overdue until the date payment of the overdue amount together with all interest that has accrued is received by us in cleared funds.
4.6. Where the Consignment is “carriage forward”, you agree to procure that the Consignee pays our invoice within the Payment Term. Should the Consignee fail to make payment within the Payment Term, we will invoice you directly for the overdue amount.
4.7. Except where any quotation states otherwise, all quotations given which are based on (i) a weight charge, will be calculated according to the gross weight or the volumetric weight of the Consignment and its packaging making up the Consignment, whichever is greater. You hereby acknowledge that Consignments may be invoiced at a higher price than the original quotation price; and (ii) mileage will be calculated based on any of the following: distance, surcharges, and drop charges.
4.8. Unless stated otherwise, all charges quoted are exclusive of Value Added Tax or any other sales, use, import or export, value added or similar tax which, if applicable, shall be payable by you.
4.9. Unless stated otherwise, all charges quoted are exclusive of any fuel surcharge which may be claimed by us.
4.10. All amounts paid by you are non-refundable, and are paid without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
5. Limitation of our liability
5.1. Nothing in these Terms excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by English law.
5.2. To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to a Service, whether express or implied.
5.3. Subject to these Terms, we will not be liable for any loss or damage whatsoever, whether in contract, tort (including negligence), breach of statutory duty or otherwise, arising out of or in connection with the following:
- loss of profits, sales, business or revenue;
- loss of agreements or contracts;
- business interruption;
- loss of anticipated savings;
- loss of business opportunity, goodwill or reputation;
- loss of use or corruption of software, data or information;
- cost of procurement of substitute goods, services or technology; or
- any special, indirect or consequential loss or damage.
5.4. Subject to Section 5.1, our total aggregate liability arising out of or in connection with any Service is set out in the relevant Terms for that Service.
6. Data Protection
6.1. We collect, store and process personal data about you through the despatchlab™ platform in compliance with Data Protection Legislation.
6.2. Please refer to the despatchlab™ Terms of Use and our Privacy Policy https://www.diamondlogistics.co.uk/privacy-policy for more information.
7. Confidentiality
7.1. We may use the data that you supply to us for any purpose appropriate in connection with the performance of the Services, exercise of our rights, or in order to comply with applicable law.
7.2. We may share your data with any party providing services to us which are relevant to the provision of the Services, and with any government authority where appropriate.
7.3. Subject to Sections 7.1 and 7.2, both Parties agree to keep confidential information or data supplied by or on behalf of the other which is expressed to be confidential or which is of such a nature that it should clearly be regarded as confidential by a reasonable person.
8. Sub-Contracting
8.1. You acknowledge and agree that we may sub-contract provision of the Services to a Carrier or third party including but not limited to storage providers and drivers. Subject to Section 8.2, and the provisions of these Terms, we will not be responsible and liable for the acts and omissions of any Carrier or storage provider that we engage to perform the Services.
8.2. Notwithstanding Section 8.1, the carriage of any Goods by rail, sea, inland waterway or air arranged by us shall, in addition to these Terms be subject to the terms and conditions of the relevant Carrier. A list of the Carriers we use, together with links to their terms and conditions, is available on the Website and further information is contained in Carrier Terms.
9. Term and Termination
9.1. Either party may terminate an Order for Storage and Fulfilment by serving fourteen (14) days’ notice to terminate, and all amounts payable under the Order shall immediately become due.
9.2. We may terminate your Trade Account by notice in writing if you:
- are in material breach of these Terms and either that breach is incapable of remedy, or you fail to remedy the breach within thirty (30) days of receipt of written notice setting out the breach and indicating that failure to remedy the breach may result in termination of your Trade Account;
- become the subject of a voluntary arrangement under section 1 of the Insolvency Act 1986, or is unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986, or notice has been received of a pending appointment of or the appointment of a receiver, manager, administrator or administrative receiver over all or any part of its undertaking, assets or income, intends to pass or has passed a resolution for its winding-up, or has a petition presented to any court for its winding-up or for an administration order, or has ceased or threatened to cease to trade.
9.3. In the event that your Trade Account is terminated, you will immediately pay all outstanding amounts and your personal data will be deleted from our operational systems, however we will retain a copy in accordance with applicable financial legislation.
10. Notices
10.1. Any notice given under or in connection with these Terms or any Order by one party to the other party shall be:
- delivered by hand or by pre-paid first-class post or other next working day delivery service at the other party’s registered office or its principal place of business; or
- sent by email to the relevant party and confirmed as received by recipient to the sender; or
- sent via the despatchlab™ platform where appropriate.
10.2. Any notice shall be deemed to have been received:
- if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
- if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second working day after posting or at the time recorded by the delivery service; or
- if sent by email, at 9.00 am on the second working day after transmission. If either party receives an automated “out of office” message from the intended recipient, the sender will follow up with another form of written notice pursuant to this Section; or
- if sent via the despatchlab™ platform, on the next working day after transmission.
11. Force Majeure
11.1. We will be relieved of our obligations to the extent that performance is prevented or delayed by, or non-performance results wholly or partly from, your act or omission, any act or omission of your agent or by storm, flood, fire, explosion, civil disturbance, governmental or quasi-governmental action, breakdown or unavailability of premises, equipment or labour, lack of availability or delays caused by a pandemic, or any changes in regulations, or other cause beyond our reasonable control.
12. General
12.1. Delay No failure, delay of forbearance of either party in exercising any power or right hereunder shall in any way restrict or diminish such party’s rights and powers under the Terms, or operate as a waiver of any breach or nonperformance by either party of any terms of conditions hereof.
12.1. Severance In the event it shall be determined under any applicable law that a certain provision set forth in the Terms is invalid or unenforceable, such determination shall not affect the remaining provisions of the Terms.
12.2. Entire Understanding These Terms (which, for the avoidance of doubt, include Carrier Terms) constitute the entire understanding and agreement between the Parties hereto with respect to, and supersedes any and all prior discussions, agreements and correspondence with regard to, the subject matter hereof, and may not be amended, modified or supplemented in any respect, except by a subsequent writing executed by both Parties hereto.
12.4. No Assignment Neither Party is entitled to assign, novate or otherwise transfer any of our rights and/or obligations under these Terms or any Contract without the prior written consent of the other party (that consent not to be unreasonably withheld or delayed). This Section does not affect our right to sub-contract any part of the Services in accordance with Section 8.
12.5. No Partnership The Parties are acting solely as independent contractors under these Terms. Nothing in these Terms, or relationships contemplated hereby shall constitute either party as the agent, employee, partner or legal representative of the other for any purpose whatsoever. Each party shall at all times act and conduct itself in all respects and events as an independent contractor.
12.6. Governing law This agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
12.7. Jurisdiction Each party irrevocably agrees that the courts of England 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 or its subject matter or formation.
12.8. Third party rights A person who is not a party to these Terms of Use shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms of Use, but this does not affect any right or remedy of a third party which exists, or is available, apart from that Act.
13. Trade marks
“Diamond Logistics” and “despatchab” are registered trademarks.
14. Contact us and complaints
To contact us, including with any comments or complaints regarding the Service, please contact our support line 01483 536888 or email info@diamondlogistics.co.uk
