These terms and conditions of trade apply to all our Sale of Goods Contracts. Any order placed with Clean Up Limited (Facility Services Group,Our, Us, We, or “FSG”) by you (You or Customer) constitutes your agreement to be bound by these terms. Any additional or different terms you stipulate or state in any communication with FSG (including an order) are hereby objected to and will not bind FSG unless FSG agrees in writing. No sales person, representative or agent is authorised by FSG to give any guarantee, warranty or representation in addition to, or contrary to these terms. In any event, receipt of goods by you (or another as you direct) upon delivery constitutes your agreement to be bound by these terms.
1.1 Your placement of an order with us (Order) constitutes an offer by you to purchase goods from us on these terms. The Order is placed when it is submitted to us.
1.2 The Order is accepted only when we notify you that we accept your Order. For example, we might notify you that we accept your Order by sending you an email stating this or displaying a confirmation on our website. Delivery of goods constitutes notice of our acceptance of the order.
1.3 If we accept the Order, a binding contract between you and us will arise on these terms (the Contract). The Contract may be amended only by written agreement between us and you.
2.1 Prices quoted are excluding GST unless otherwise stated. Unless otherwise agreed in writing, the price of the goods will be the current price on the day of order. We may change our prices from time to time without notice. Prices include delivery fees.
2.2 FSG shall be entitled to adjust any price quoted from time to time and the Customer agrees to pay any such adjusted price to take account of variations in the cost to FSG of carrying out the whole or any part of the contract arising from any of the following:
(a) delays in delivery or installation of the goods or any of them as a result of instructions or lack of instructions from the Customer, the Customer’s failure or inability to fulfill the obligations under the contract or any action or inaction by the Customer or other circumstances beyond our control;
(b) variation in the cost of FSG acquiring the goods directly or indirectly, on account of changes in rates of freight and transport costs, insurance, customs duties, taxes, existing tariff classifications or any variation in currency exchange rates;
(c) variations in the cost of rates of all statutory, government or local government or governmental authority charges and obligations; or
(d) any correction of errors or omissions on the part of FSG or any of its representatives.
3.1 FSG reserves the right to suspend delivery of further goods if the terms of payment are not strictly adhered to by the Customer.
3.2 Interest may be charged on overdue accounts at a rate of 2.5% over bank rate.
3.3 Any expenses, costs or disbursements incurred by FSG in recovering any outstanding monies including debt collection agency fees or solicitor’s costs shall be paid by the Customer.
3.4 You must pay us any fees or costs imposed on us if any payment you make to us is dishonoured or reversed.
3.5 Products displayed on this website can be purchased using secure online Stripe, Visa payments. Customers can be confident that all of their details are protected by the latest security mechanisms and are used only for purposes of the transaction fulfillment.
3.6 You may be asked to register as an account holder with FSG. Apart from the many account holder benefits, including receiving emails containing special deals, your shopping address details will be filed saving you the effort of entering these details each time you checkout. If you do not want to register as a member you will still be able to make a purchase. Your personal details and postal address will not be saved and you will not receive promotional communications.
3.7 The name that will appear on your statement after purchase will be Clean Up Limited.
4.1 FSG shall deliver the goods to the address stated on the order or as agreed by FSG in writing.
4.2 FSG shall deliver the goods by such carrier and such form of transport FSG considers to be appropriate.
4.3 The Customer agrees to inform FSG within 14 days of the date of invoice if proof of delivery is required. After this period, no liability will lie with FSG for proof of delivery.
4.4 FSG will not be responsible for any part delivery or delay in delivery of the goods as a result of events occurring beyond our control. FSG shall not be in any way responsible for any consequences (direct or indirect) arising from such delay or non-delivery.
7.1 Subject to clause 10.1, FSG will not accept the return of goods for credit or any other purpose unless FSG agrees to accept the return of the goods and advise the Customer a return advice number prior to the return of goods. Return of goods will only be accepted for credit within 14 days of delivery, unless due to our error. FSG reserves the right to charge for returned goods, excepting for when there has been an error on our part.
7.2 No returned goods shall be accepted by FSG (even if FSG agree to do so) if they have been tampered with by you or any other person and are not as new, if they are goods expressly sold on a non-return basis, or if they are not accompanied by the return advice number referred to in clause 7.1. Where goods are returned to FSG but not accepted as above, they shall be returned to you at your expense.
7.3 Receipt by FSG or by any of our agents or representatives of any goods returned other than in accordance with clauses 7.1 and 7.2 shall not constitute nor be deemed to constitute our acceptance of the return of the goods for credit or any other purpose.
8.1 Risk in the goods shall pass to you at the time when our obligations under the contract are deemed under clause 4 to be completed.
9.1 The Customer grants to FSG a Security Interest in the goods and their Proceeds to secure the obligation of the Customer to pay the purchase price of the goods and any other obligations of the Customer to FSG under this contract (together “the Indebtedness”) and, where the goods and/or Proceeds are not readily identifiable and/or traceable or their recoverable value is insufficient to pay the indebtedness, the security interest shall also extend to all the Customers present and after acquired office equipment, supplies and stationery, of which the goods form part, to the extent required to secure the Indebtedness.
9.2 As and when required by FSG the Customer shall, at its own expense, provide all reasonable assistance and relevant information to enable FSG to register a Financing Statement or Financing Change Statement and generally to obtain, maintain, register and enforce our Security Interest in respect of the goods supplied, in accordance with the Personal Property Securities Act 1999 (“PPSA”). Customer hereby waives its right under section 148 of the PPSA to receive a copy of any Verification Statement.
9.3 The Customer shall not change its name without first notifying FSG of the new name not less than 7 days before the change takes effect.
9.4 Where the Customer is a Business Account Customer, the Customer warrants that the goods are not purchased for use primarily for personal, domestic or household purposes.
9.5 Notwithstanding any reference to a particular invoice/order, where any sum remains outstanding by the Customer on more than one invoice/order, any payments received from the Customer shall be deemed to be made by the Customer and applied by FSG in respect of each unpaid invoice/order on a pro rata basis PROVIDED THAT where FSG applies payments in this manner it shall not charge interest on overdue balances that would have been cleared if the payments were not allocated pro rata.
9.6 Until the Customer has paid all money owing to FSG the Customer shall at all times ensure that:
(a) the goods supplied by FSG, while in the Customer’s possession, can be readily identified and distinguished; and/or
(b) all Proceeds (in whatever form) that the Customer receives from the sale of any of the goods are readily Identifiable and Traceable.
9.7 Where the goods are purchased by the Customer as stock in trade for sale or lease in the ordinary course of the Customer’s business, nothing in this clause shall prevent the Customer from selling or leasing and delivering the goods in the ordinary course of the Customer’s business. Otherwise, until the Customer has paid all money owing to FSG, the Customer shall not sell or grant a Security Interest in the goods without our written consent.
9.8 The parties agree to contract-out of the PPSA in accordance with Section 107 of the PPSA to the extent that Section 107 applies for the benefit of, and does not impose a burden on, FSG. The Customer waives its right to receive a Verification Statement in respect of any Financing Statement or Financing Change Statement registered by or on behalf of FSG in respect of the Security Interest created by these terms and conditions of trade.
9.9 For the purpose of this clause words and phrases starting with a capital letter shall have the respective meanings given to them under, or in the context of, the PPSA.
10.1 FSG offers a money-back guarantee on most products purchased from our catalogue and returned within 14 days of delivery in the original condition and packaging. This money-back guarantee excludes food, beverage & first aid products, furniture, goods expressly sold on a non-return basis and non-standard products sourced specifically for you. Delivery charges will not be refunded and in some instances you may be charged for collection.
10.2 Subject to the money-back guarantee in clause 10.1, where the goods are of a kind ordinarily acquired for personal, domestic or household use or consumption in accordance with the Consumer Guarantees Act 1993 and the Consumer Guarantees Act 1993 applies to this contract:
(a) if any of the goods fail to comply with any guarantee in the Consumer Guarantees Act, FSG will repair or replace those goods;
(b) without excluding our obligations under the Consumer Guarantees Act 1993, the Customer acknowledges that FSG does not provide any Express Guarantees (as defined in that Act) other than those expressly confirmed by FSG in writing;
(c) if the goods are acquired by the Customer for business purposes, the Customer agrees that the Consumer Guarantees Act 1993 does not apply;
(d) if the Customer supplies the goods in trade to a person acquiring them for business purposes, it must be a term of the Customer’s contract that the Consumer Guarantees Act 1993 does not apply in respect of the goods; and
(e) if the Customer supplies the goods to any person, the Customer must not give or make any undertaking assertion or representation in relation to the goods without our prior approval in writing, and the Customer must give the person buying the goods such product information relating to the goods as FSG requires, and the Customer agrees to indemnify FSG against any liability or cost incurred by FSG under the Consumer Guarantees Act 1993 as a result of any breach by the Customer of these obligations.
10.3 Subject to the money-back guarantee in clause 10.1, the following terms apply wherever the Consumer Guarantees Act 1993 does not apply to this contract, or where the following terms are not inconsistent with the Consumer Guarantees Act 1993:
(a) defective goods or goods which do not comply with the contract may at our discretion be repaired or replaced, or the price refunded.
(b) any right which the Customer may have to reject non-conforming or defective goods will only be effective if:
(i) the Customer notifies FSG in writing within fourteen days following delivery and FSG is given the opportunity to inspect the goods; and
(ii) the goods are returned unused, re-saleable and/or in the condition the Customer received them.
(c) FSG will not repair or replace, or refund the price of any goods for so long as the Customer is in default in relation to any amount owing.
(d) FSG accepts no liability for any claim by the Customer or any other person, including without limitation any claim relating to or arising from:
(i) any conditions, warranties, descriptions, representations, conditions as to fitness or suitability for any purpose, tolerance to any conditions, merchantability or otherwise, whether express or implied by law, trade custom or otherwise; or
(ii) any representations, warranties, conditions or agreement made by any agent or representative which are not expressly confirmed by FSG in writing; or
(iii) any services forming part of the supply of the goods which have been performed by any third party;
and the Customer agrees to indemnify FSG against any such claim.
(e) in any event, our liability under any claim shall not exceed the price of the goods.
10.4 Nothing in these terms is intended to have the effect of contracting out of the provisions of the Consumer Guarantees Act 1993 except to the extent permitted by that Act, and these terms are to be modified to the extent necessary to give effect to that intention.
11.1 If the Customer shall:
(a) fail to make any payment due under the contract or commit any other breach of any of the Customer\’s obligations under the contract; or
(b) suffer execution under any judgment; or
(c) commit an act of bankruptcy; or
(d) make any composition or arrangement with any creditor; or
(e) being a company, pass a resolution for winding up or have a receiver appointed over any of its property or have a winding up petition presented against it,
FSG (in addition to any other remedies hereby or by statute conferred) may treat the contract as terminated and any part of the purchase price then unpaid, together with any other monies owing hereunder, whether or not due under the terms of the contract shall forthwith become due and payable. Any such termination shall be without prejudice to any claim or right FSG may otherwise possess.
12.1 FSG may from time to time and in its sole discretion amend, add to or delete any of the terms of these terms and conditions of trade with immediate effect by giving notice to the Customer PROVIDED THAT FSG shall not make any variation to the nature or extent of the Security Interest granted by the Customer in clause 9.1 without the written agreement of the Customer.
