The Terms and Conditions set out herein shall be attached to and form part of the License Agreement made BETWEEN the Licensor and Licensee whose names and address and descriptions are set forth in the License Agreement. (the “License Agreement”)
WHEREBY the Licensor and the Licensee agree as follows:
- “Access Hours”-The hours of the Licensor permits the Licensee to access the Premises/Unit of the License Agreement.
- “Business Day” -Any day (other than a Saturday, Sunday, a public holiday or a day on which typhoon signal No. 8 or above or a black rainstorm warning is hoisted in Hong Kong) on which banks in Hong Kong are open for business.
- “Commencement Date”-The date on which the Licensor permits the Licensee to use the Unit during the term of the License Agreement.
- “Deposit”-The amount specified in the License Agreement.
- “Due Date”-The date on which the License Fee is payable as specified in the License Agreement
- “Goods”-Anything brought onto the Premises and stored in the Unit by the Licensee.
- “Hong Kong”-Hong Kong Special Administrative Region of the People’s Republic of China.
- “License Fee”-A total sum specified in the License Agreement.
- “Premises”-The Licensor’s premises located at the address stated in the License Agreement.
- “Prohibited Items”-Those Items specified in Clause 5.9 hereof.
- “Unit”-The storage unit specified in the License Agreement or any alternative storage unit the Licensor may specify in accordance with Clause 6 hereof.
- Right of Occupy
- Subject to the License Agreement and in consideration of the Licensee paying the License Fee and observing the terms and conditions hereof, the Licensor hereby grants the Licensee but no other person a license to occupy the Unit for the sole purpose of storing Goods from the Commencement Date until terminated in accordance with the provisions of the License Agreement (which includes any variation or modification thereof).
- By entering into the License Agreement, the Licensee warrants and declares that it has sole legal and beneficial title to Goods, and/or is entitled to deal with them. For the avoidance of doubt, the Licensor does not and will not be deemed to have knowledge of the Goods, and is not a baliee nor a warehouseman of the Goods. The Licensee shall indemnify the Licensor against any claim or cost or any action or proceeding arising from any dispute as to ownership or rights or possession of the Goods if this declaration is untrue.
- For the avoidance of doubt, the Licensee hereby acknowledges and expressly agrees that nothing in the License Agreement shall be construed so as to create any legal or equitable proprietary interest in the Premises or the Unit whatsoever.
3.1 Storage unit dimension may be reduced by storage hoarding or ceiling height.
3.2 The Licensee confirms that it/he/she has viewed and inspected the Unit and has satisfied in all respects as to its area, size, suitability and condition, safety in particular and waives all claims (if any) based on the misstatement, warranty or representation (oral or written) in relation to the aforementioned or any other matter pertaining to the License Agreement.
- Access to the Unit
4.1 Subject to the provisions in this Terms and Conditions, the Licensor reserves the right from time to time to make and vary regulations (the “Regulations”) concerning Access Hours, general management and security to the Unit and/or Premises without giving any prior notice to the Licensee, and the Licensee agrees to observe and abide by such Regulations.
4.2 The Licensee shall have access to the Unit at any time during the Access Hours. The Licensor reserves the right to change the Access Hours at any time without giving any prior notice. For the avoidance of doubt, the Licensor shall not in any way be liable or responsible to the Licensee for any loss or damage of whatever nature which may be suffered or sustained
by the Licensee resulting from an inability to access the Unit or the Premises, regardless of the cause.
4.3 No other person shall be permitted to have access to the Unit during Access Hours other than the Licensee and persons authorized in writing or accompanied by the Licensee. The Licensee may withdraw its/his/her authorization at any time provided that such withdrawal shall only take effect upon receipt of the notice of withdrawal in writing by the Licensor. The Licensor may ask for proof of identity from the Licensee or any other person at any time (although the Licensor is not obliged to do so) and the Licensor may refuse access to any person who is unable to provide satisfactory proof of identity. For avoidance of doubts, irregularities or negligence of the Licensee or Licensee’s authorized persons or persons accompanied by the Licensee shall be deemed as act or negligence of the Licensee.
4.4 The Licensee shall be responsible for ensuring that the Unit is locked at all times when the Licensee is not in attendance, in a manner acceptable to the Licensor. The Licensor shall not be responsible for locking any unlocked Unit.
4.5 If the Licensee loses the key, the Licensee is entitled to have the padlock cut off, at the cost of Licensee, upon prior communication with the Licensor. The Licensee shall be responsible for any damage caused to the Unit due to the cutting done by the Licensee or its/his/her agents.
would or might cause the Licensor to be in breach of any covenants or other obligations
4.6 The Licensee shall permit the Licensor (and its agents, employees, contractors or authorized persons) to enter upon the Unit at all times and for all purposes including but without prejudice to the generality thereof, the right to inspect the Unit or carry out repairs maintenance and alterations to the Unit or ensure compliance and observance by the Licensee with the provisions of the License Agreement.
4.7 The Licensor reserves the right to enter the Unit at any time without notifying the Licensee of the same (and if necessary breaking the lock to gain entry).
- If the Licensor believes that the Unit contains Prohibited Items or is being used in breach of the provisions of the License Agreement;
- If the Licensor believes that the Unit or any part thereof is being used for purposes other than storage of Goods;
- If the Licensor is required to do so by the Police, Fire Services Department or any other departments of the Government of Hong Kong or by Court Order(s);
- If the Licensor believes it is necessary and in an emergency;
- To obtain access in accordance with Clauses 4.6, 6.2 and 9 hereof;
- To prevent injury or damage to persons or property; or
- If the Licensor is of opinion that any of the above apply and for the purpose of ascertaining the same.
Provided that the Licensor shall not in any way be liable or responsible to the Licensee for any loss or damage of whatever nature which may be suffered or sustained by the Licensee arising therefrom.
The Licensee’s obligations
The Licensee shall comply with the following terms and conditions:
5.1 To maintain the Unit and every part thereof in a proper and tenantable repair and condition and clear of the Licensee’s rubbish.
5.2 To warrant to the Licensor that the Goods stored in the Unit are the Licensee’s own property and not to store any Goods in the Unit which are not the property of the Licensee.
5.3 To inform the Licensor immediately of any damage to the Unit.
5.4 To comply with the directions of the Licensor or any of the Licensor’s employees or agents at the Premises and the Regulations for use of the Unit which the Licensor may issue or revise from time to time.
5.5 To indemnify the Licensor and keep the Licensor indemnified against any losses claims demands actions proceedings damages costs or expenses or other liability arising in any way from the License Agreement.
5.6 Not to make or permit to be made any alterations in or additions to the Unit or attach any fixtures or signs in or about the Unit without the written consent of the Licensor.
5.7 Not to use the Unit or any part thereof for any purposes other than as for storage of Goods.
5.8 Not to smoke in the Premises.
5.9 Not to keep or store or cause or permit or suffer to be kept or stored any of the following in the Unit;
- Goods, with aggregate value of more than HONG KONG FIFTY THOUSAND DOLLARS (HK$50,000.00));
- Items which are irreplaceable, such as currency, stamps, jewellery, furs, deeds, paintings, curios, works of art and items of personal sentimental value;
- Food or perishable goods;
- Birds, fish, animals or any other living creatures;
- Explosive, combustible or flammable materials or liquids such as paint, gasoline, petrol, gun powder, saltpeter, kerosene, fuel oil or cleaning solvents;
- Arms, weapons or ammunition;
- Chemicals, radioactive materials or biological agents;
- Toxic waste, corrosive, asbestos or other materials of illegal or dangerous nature;
- Items which emit any fumes, smells or odors from the Unit or any noise to be audible or vibration to be felt outside the Unit.
- Illegal substances, drugs, items or goods;
- Substances, items or goods illegally obtained;
- Compressed gases; or
- Any other hazardous or dangerous materials the storage of which is subject to control by law.
5.10 Not to cause or permit or suffer to be done anything in or upon the Unit and/or Premises or any part thereof which may at any time be or become a nuisance annoyance damage or disturbance to the Licensor or the tenants or occupiers or users of the neighboring unit or in any way against the laws or regulations of Hong Kong.
5.11 Not to use the Unit or any part thereof for any illegal or immoral purposes.
5.12 Not to do anything on the Premises or in the Unit which may invalidate any of the Licensor’s insurance policies (if any) (or those of other unit users) or increase its premium.
5.13 Not to attach anything to the walls, ceilings, floors or doors of the Unit or make any alteration to the Unit.
5.14 Not to cause any obstructive or undue hindrance in any passageway, stairway, service area or any other part of the Premises and the Licensee may at all times exercise courtesy to others in using these areas.
5.15 Not to do or permit or suffer any person exercising or purporting to exercise the rights given in the License Agreement to do anything in relation to the Premises or Unit which owned by the Licensor under any lease or license.
5.16 To execute and observe the laws, government leases, deed of mutual covenant, stipulations or regulations promulgated by government departments or the management office of the Premises or by the Licensor in regard to the license of the Unit and the use of public facilities.
5.17 The Licensee shall be liable for all loss and damages caused directly or indirectly to the Licensor, the Licensor’s employees or agents or others due to the Licensee’s or persons authorized in writing or accompanied by the Licensee’s access to the Premises or Unit or use of the Unit. The Licensee shall indemnify the Licensor for any claims made against the Licensor by a third party arising from the aforesaid event.
- Alternative Unit
6.1 The Licensor may at any time by giving the Licensee seven days’ notice in writing require the Licensee to remove the Licensee’s Goods from one Unit to another Unit specified by the Licensor. The alternative Unit shall be of a similar size to the current Unit.
6.2 Removal of the Licensee’s Goods from the current Unit to the alternative Unit will be at the Licensee’s risk. If the Licensee does not arrange the removal of the Goods to alternative Unit by the time specified in the removal notice, the Licensor may enter the current Unit and arrange for the Goods to be removed. Any removal arranged by the
Licensor will be at the risk of the Licensee and the removal expenses will be payable by the Licensee in addition to the License Fee.
6.3 If the Licensee’s Goods are removed to an alternative Unit, the License Agreement will be varied by the substitution of the alternative Unit number but the License Agreement will otherwise continue in full force and the License Fee will continue to apply to the alternative Unit unless otherwise agreed in writing by the Licensor and the Licensee.
- License Fee
7.1 The Licensee shall pay the License Fee for the period of storage and/or services rendered by the Licensor on signing of the License Agreement and thereafter shall pay the License Fee on or before the Due Date during the subsistence of the License Agreement without any deduction or set off.
7.2 For the avoidance of doubt, the License fee shall be calculated at each and every calendar month.
7.3 Payments may be made by cash, cheque or direct debit. All bank handling charges incurred shall be borne by the Licensee.
7.4 The Licensor may increase the License Fee at any time upon giving the Licensee written notice thereof such increase to take effect not less than two weeks after the date of such notice.
7.5 If the Licensee terminates the License Agreement before its expiration, the Licensee is still required to pay the License Fee for the residue of the term of the License Agreement.
8.1 The Licensee shall upon the signing of the License Agreement pay to the Licensor the Deposit, which shall be returned by the Licensor to the Licensee (without interest) within 30 days of the termination of the License Agreement in accordance with Clause 14 hereof PROVIDED that the Licensor shall be entitled to deduct from the Deposit any sums in respect of:
- repairing any damage to the Unit, Premises or any other unit(s) caused by the Licensee, its agents or invitees or by Goods stored therein;
- any unpaid License Fee or removal or other charges;
- cleaning the Unit and/or areas pertaining the Unit; or
- any other obligation of the Licensee to the Licensor that the Licensee has not discharged in full.
If the Deposit is not sufficient to discharge the aforementioned outstanding sum, the Licensee shall still be required to reimburse the Licensor the balance of outstanding amounts. If the Licensee breaches any of the terms in the License Agreement, the Licensor reserves the right to forfeit the Deposit paid by the Licensee without refund and take any action to recover the outstanding amount.
8.2 If the License Fee is increased pursuant to clause 7.4, the Licensee shall pay an additional amount of lump sum fee in the form of deposit as requested by the Licensor in each occasion as set out above. The additional deposit sum amounts to the shortfall between the original deposit and the new deposit after the License Fee is increased. The sum shall be paid by the Licensee at the same time when the increased License Fee is payable by the Licensee.
- Default in Payment of License Fee
9.1 If the Licensee fails to pay the License Fee on the Due Date or any other payments payable by the Licensee under the License Agreement, the Licensor shall forthwith be entitled to charge interest at the rate of 5% per month for any overdue License Fee and/or other payments from the Due Date upon which such payment fell due to the date of actual payment. The Licensor shall have a first lien on the Goods, if Licensee shall fail to pay, the Licensor shall have a right to sell the Goods and charge administration fee for each collection of overdue amount at HK$500.00.
9.2 If any part of the License Fee or interest in accordance with clause 7 and 9.1 hereof is outstanding for more than 15 days after the Due Date (whether formally demand or not) or 15 days after the Licensee fails or neglects to observe or perform any of the provisions of the License Agreement, or the Licensee (being an individual) becomes bankrupt or (being a corporation) goes into liquidation or otherwise becomes insolvent or makes any composition or arrangement with creditors, then and in any such case the Licensor may also:
- Deny the Licensee access to the Unit and over lock the Unit; and
- Impose upon the Licensee an administration charge of HK$500.00 or such higher reasonable and proper sum for the work incurred by the Licensor’s staff in enforcing the rights and/or remedies of the Licensor hereunder or in attempting to do so; for the avoidance of doubt, this clause does not limit any right of action by the Licensor in respect of any outstanding breach or non-observance of any of the provisions of the License Agreement by the Licensee and to the Licensor’s right to apply the Deposit paid by the Licensee in accordance with Clause 8 hereof.
9.3 If any part of the License Fee, administration charge or interest in accordance with Clauses 7, 9.1 and 9.2 hereof is outstanding for more than 30 days after the Due Date (whether formally demand or not) or 30 days after the Licensee fails or neglects to observe or perform any of the provisions of the License Agreement or the Licensee (being an individual) becomes bankrupt or (being a corporation) goes into liquidation or otherwise become insolvent or make any composition or arrangement with creditors, then and in any such case the Licensor may also (in addition and without prejudice to its/his/her rights reserved under Clause 9.1 and 9.2 hereunder):Break the existing lock(s) on the Unit;
Remove the Goods from the Unit to such alternative storage facilities as the Licensor may decide without incurring liability for loss or damage arising by virtue of such removal;
- Demand reimbursement from the Licensee in respect of the full costs of removing the Goods from the Unit and storage costs elsewhere together with any further costs if the Licensor is required to move the Goods at any time thereafter;
- Terminate the License Agreement and regardless of the value and nature of the Goods, treat all or any of the Goods as abandoned and/or sell (by way of auction or private treaty) and pass good title of all or any of the Goods on behalf of the Licensee to purchaser(s), destroy or otherwise dispose of such Goods on behalf of the Licensee. The proceed of any sale may be retained by the Licensor and applied to discharge any outstanding License Fee and/or other expenses incurred by the Licensor under the License Agreement. If the proceeds of sale are insufficient to discharge the outstanding amounts payable by the Licensee, the Licensor shall have the right to take any action it/he/she considers necessary to recover the outstanding amounts;
- Treat any Goods as abandoned and destroy or otherwise dispose of them; and
- Impose an administration charge of HK$500.00 or such higher reasonable and proper sum for the work incurred by the Licensor and/or its staff in enforcing the rights and/or remedies of the Licensor or in attempting to do so; for the avoidance of doubt, this clause does not limit any right of action by the Licensor against the Licensee in respect of any outstanding breach or non-observance of any of the License Agreement by the Licensee including the Licensor’s right to apply or forfeit the Deposit paid by the Licensee in accordance with Clause 8 hereof.
The benefit of the License Agreement is personal to the Licensee only and shall not be assignable and the right given in Clause 2 hereof may only be exercised by the Licensee and shall not be assigned or otherwise disposed of.
- Exclusion of Liability
11.1 The Licensor shall not be liable for any loss, damage, deterioration, misplacement
or destruction or theft of or to the Goods stored in the Unit nor shall the Licensor be liable for any loss or damage incurred by the Licensee as a result of any loss or damage to the Goods unless the same is due to the act or willful default or gross negligence of the Licensor and/or its employees, agents or other unit users and whose aggregate liability(ies) shall in no event exceed [HK$50,000.00] notwithstanding anything to the contrary contained in the License Agreement or otherwise.
11.2 The Licensee has right to seek independent legal advice before entering into the License Agreement and declares that it/he/she signs the License Agreement based on own judgment and does not rely on any representation, agreements, commitments warranties undertakings of the Licensor and its employees or agents and they shall not be liable to the Licensee under all circumstances by reason of any of the aforesaid.
11.3 The Licensor shall attempt (but is not obliged) to maintain the air-conditioner in the Premises to function properly. In the event of equipment breakdown, the Licensor shall attempt (but is not obliged) to take action to recover the equipment to function properly. The Licensee shall not claim the Licensor for all inconvenience, loss or damages caused by such equipment failure.
11.4 If the Licensee uses the transport/delivery service of the Licensor, the Licensor, its employee, agent or other personnel shall not be liable to any loss or damage to the Goods during the transit, whether or not the loss or damage is due to any act or omission, negligence or wilful default directly or indirectly caused by the Licensor, its employees or its agent.
The Licensor shall not be obliged to insure the Goods whilst they are stored in the Unit. Storage of Goods in the Unit is at the sole risk of the Licensee and the Licensee must insure the full replacement value thereof.
13.1 The Licensee shall indemnify the Licensor and hold the Licensor harmless against all claims, demands, liabilities, damage, costs and expenses incurred by the Licensor or by any of its employee, agent or other unit user which arises out of the use of the Unit or the Premises by the Licensee or any of the Licensee’s employee, agent or invitee or arises out of the breach of the License Agreement by the Licensee.
13.2 If upon termination of the License Agreement the Licensee shall fail to remove all the Goods from the Unit and surrender the same in clean, tidy and same condition as at the Commencement Date in accordance with Clause 14.4 hereof, the Licensee shall indemnify and keep the Licensor indemnified against any loss or damage suffered and all costs and expenses incurred by the Licensor as a result thereof.
14.1 Subject to Clauses 14.2 and 14.3 hereof, either party may at any time terminate the License Agreement by giving not less than 14 days’ written notice to the other with any such termination to take effect on the date specified in such notice without prejudice to any right which either party may have by reason of any antecedent breach by the other party of any provisions of the License Agreement.
14.2 The Licensee may not terminate the License Agreement if any License Fee or other charges payable by the Licensee under the License Agreement are outstanding or if the Licensee is otherwise in breach of the License Agreement.
14.3 The Licensor may terminate the License Agreement by giving the Licensee notice in writing if the Licensee is in breach of the License Agreement, notwithstanding any notice period, such termination to take effect forthwith.
14.4 Upon the termination or expiration of the License Agreement, the Licensee shall remove the Goods from the Unit and shall leave the Unit in clean, tidy and same condition as at the Commencement Date.
14.5 Upon termination of the License Agreement, the Licensee shall remain liable to the Licensor in respect of any costs incurred by the Licensor in cleaning and reinstating the Unit or disposing of any Goods or waste left therein.
14.6 If the Licensee does not remove all the Goods from the Unit and Premises within 7 days of the date specified in the notice given under this Clause hereof or within 7 days of termination of the License Agreement, the Licensor reserves its right to treat the Goods as abandoned and thereafter to sell, destroy or dispose of such Goods and apply any proceeds of sale in the manner specified in Clause 9 above. The Licensor reserves its right to make further charges to the Licensee thereafter in the event that the disposed proceeds of the Goods do not cover the amount due hereunder.
14.7 For the avoidance of doubt, the Licensee may pay all outstanding License Fee and any expenses owed to the Licensor on the date the License Agreement is terminated. Any calculation of such outstanding fees and expenses shall be made at the sole discretion of the Licensor.
- No Tenancy
The License Agreement shall not create a tenancy nor confer upon the Licensee any tenancy rights and shall not constitute between the Licensor and the Licensee relationship of landlord and tenant.
- Rules and Regulations
The Licensor shall be at liberty to make rules and regulations for the use of the Unit from time to time and the Licensee shall observe and perform such rules and regulation as if they were incorporated as the terms of the License Agreement.
- Force Majeure
The Licensor shall not be liable for any loss or damage suffered by the Licensee as a direct or indirect result of the Licensor’s performance of the License Agreement being prevented, hindered or delayed by reason of any act of God, fire, flood, storm, earthquake, pollution, radiation, war, riot, strike or lock-out, government intervention, trade dispute or labour disturbance, accident, breakdown of plant or machinery, difficulty in obtaining workmen, materials or transport, electrical power failures, internet failure, cyber-attack or computer virus attack or other circumstances whatsoever outside the Licensor’s control and which affect the provision by Licensor of access to or use of the Premises and/or Unit.
Any notice or other communication required to be given under the License Agreement or in connection with the matters contemplated by it shall, except where otherwise specifically provided, be in writing and may be:
18.1 personally delivered, in which case it shall be deemed to have been given upon delivery at the address stated in the License Agreement; or
18.2 if within Hong Kong, sent by pre-paid post, in which case it shall be deemed to have been given two (2) Business Days after the date of posting; or
18.3 if from or to any place outside Hong Kong, sent by pre-paid airmail or by air courier, in which case it shall be deemed to have been given seven (7) Business Days after the date of posting in the case of airmail or two (2) Business Days after delivery to the courier in the case of air courier;
18.4 sent by fax, in which case it shall be deemed to have been given when despatched, subject to confirmation of uninterrupted transmission by a transmission report Provided That any notice despatched by fax after 17:00 hours (at the place where fax is to be received on any day) shall be deemed to have been received at 08:00 on the next Business Day; or
18.5 sent by email, in which case it shall be deemed to have been given when sent subject to receipt of returned email notification confirming failure of transmission.
19.1 The Terms and Conditions herein are attached to the License Agreement made between the Licensor and the Licensee and shall form part of the terms and conditions of the License Agreement.
19.2 Any delay by Licensor in exercising any of its rights under the License Agreement will not impair its rights or be a waiver of those rights, nor will any partial exercise of any right preclude a further exercise of that right.
19.3 The Licensee shall not assign any of its/his/her rights under the License Agreement or sublet or share or part with possession of the Unit or any part thereof to any other person, firm or company.
19.4 Every provision in these terms and conditions is severable and distinct from every other provision and if at any time one or more of such provisions is or becomes invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not be affected in anyway.
19.5 The License Agreement shall be governed by Hong Kong Law and both parties hereto submit to the exclusive jurisdiction of Hong Kong Special Administrative Region.
19.6 Where the Licensee is two or more person, the obligation under the License Agreement shall be joint and several.
19.7 The Licensor reserves the right to refuse any Goods to be put in the Unit without giving any reason.
19.8 All Goods accepted will become subject to lien in respect of continued non-payment of the License Fee and/or any charges or expenses.
19.9 The License Agreement sets out the full agreement reached between the parties hereto and no other representation have been made or warranties given to the Licensee or relating to the Unit or the License Agreement and if such representation or warranty has been made, given or implied, the same is hereby waived.
19.10 The Licensee authorized the personal data of the Licensee and related information of itself/himself/herself or any related directors, employees, agents and officers to be transferred to the Licensor and the Licensor’s employees, directors, consultants, agents and any other third party(ies) appointed by the Licensor for providing and maintaining the storage services, communication, processing of documentation, debt collection and all related purposes.
19.11 Words importing any gender shall include the other gender.
19.12 Words importing the singular number only shall include the plural number and vice versa.
If there is any inconsistency between the English and Chinese versions of the License Agreement, the English version shall prevail.
Fat Kee Stevedores Limited trading as Easy2store