CONTRACT TERMS AND CONDITIONS FOR GENERAL STORAGE
All merchandise is stored subject to the following terms and conditions which terms and conditions are accepted by the depositor at the time his goods are stored: provided, however that by such acceptance the owner does not wave any statutory or common law rights possessed by him. Goods which are “Extra Hazardous” or bulk goods oils, candies, cider, molasses, hides furs, etc or those of a nature that will run through floors or contaminate other goods may be refused for storage.
(a) This contract and rate quotation including accessorial charges endorsed on or attached hereto must be accepted within 30 days from the proposal date by signature of depositor on the reverse side of the contract. In the absence of written acceptance, the act of tendering goods described herein for storage or other services by warehouseman within 30 days from the proposal date shall constitute such acceptance by depositor.
(b) In the event that goods tendered for storage or other services do not conform to the description contained herein, or conforming goods are tendered after 30 days from the proposal date without prior written acceptance by depositor as provided in paragraph (a) of this section, warehouseman may refuse to accept such goods. If warehouseman accepts such goods, depositor agrees to rates and charges as may be assigned and invoiced by warehouseman and to all terms of this contract.
(c) This contract may be canceled by either party upon 30 days written notice and is canceled if no storage or other services are performed under this contract for a period of 180 days.
TENDER FOR STORAGE
– Sec. 1. (a). All goods for storage shall be delivered, marked and packed for handling and so located in the truck or car as to avoid segregation or rehandling. The depositor shall furnish at or prior to such delivery a manifest showing marks, brands or sizes to be kept and accounted for separately and the class of storage desired otherwise the goods may be stored in bulk or assorted lots, or general storage at the discretion of the warehouseman and will be charged for accordingly. Any sorting or segregation requested or any work required to be performed by the warehouseman as a result of depositor’s failure to comply with the provision herein shall be subject to extra charges.
(b) The word lot as used herein means the count or units of goods for which a separate account is to be kept by the warehouseman. Delivery of all or any units of a lot shall be made without subsequent sorting except by special arrangement and subject to a charge.
(c) The warehouseman undertakes to store and deliver goods only in the packages in which they are originally received.
(d) Depositor agrees not to ship goods to warehouseman as the named consignee. If in violation of this agreement goods are shipped to warehouseman as named consignee, depositor agrees to notify carrier in writing prior to such shipment with copy of such notice to the warehouse that warehouseman named as consignee is a warehouseman and has no beneficial title or interest in such property and depositor further agrees to indemnify and hold harmless warehouseman from any and all claims of unpaid transportation charges, including undercharges, demurrage, detention or charges of any nature in connection with goods so shipped Depositor further agrees that if it fails to notify carrier as required by the preceding sentence warehouseman shall have the right to refuse such goods and shall not be liable or responsible for any loss, injury or damage of any nature to or related to such goods. Depositor agrees that all provision contained in this section will be binding upon depositor’s heirs, successors and assigns.
– Sec. 2. (a) All goods are stored on a month to month basis except as provided in Part (b) hereunder, unless otherwise provided in writing by warehouseman. A storage month shall extend from a date in one calendar month to but not including the same date of the next and all succeeding calendar months, but if there be no corresponding date in the next succeeding date in the next succeeding calendar month if shall extend to and include the last day of that month. When the last day of a final storage month falls on Saturday Sunday or a legal holiday the storage month shall be deemed to expire on the next succeeding business day.
(b) Except where other procedure in provided by the Uniform Commercial Code the warehouseman may upon written notice to the depositor or record and to any other person known by the warehouseman to claim an interest in the goods, require the removal of any goods by the end of the next succeeding storage month. Such notice shall be given by delivery in person or by certified letter addressed to the last known place of business or abode of the person to be notified.
STORAGE RATES EXPIRATION TERMINATION AND TRANSFER
– Sec. 3. (a) All charges for storage are on a month to month basis unless otherwise provided. Charges for any particular lot shall begin at the receipt of the first unit of that particular lot in store and shall continue and include the storage month during which the last unit of the particular lot in store during a storage month. All charges for storage are due on the first day of a storage month and all other charges are due when incurred.
(b) A full month storage charge will apply on all goods received between the first and the 15th inclusive of a calendar month one half month’s storage charge will apply on all goods received between the 16th and last day inclusive of a calendar month and a full month’s storage charge will apply to all goods in storage on the first day of the next succeeding calendar month.
(c) When rates are quoted by weight they will unless otherwise specified be computed on gross weight and 2,000 pounds shall constitute a ton.
(d) Instructions to transfer goods of the warehouseman are not effective until delivered in writing to the warehouseman and all charges up to the time transfer is made are chargeable to the depositor of record. If a transfer involves rehandling the goods, it will be subject to a charge.
(e) When goods in storage are transferred from one party to another through issuance of a new warehouse receipt a new storage date is established on the date of transfer.
(f) The warehouseman reserves the right to move at his own expense of transfer any goods in storage from any room of the warehouse in which they may be stored to any other of his rooms.
(g) The warehouseman may upon written notice to the depositor of record and any other person known by the warehouseman to claim an interest to the goods require payment of any charges and removal of the goods from the warehouse at the termination of the period of storage fixed herein, or if no period is fixed within a stated period not less than thirty (30) days after the notification. If the goods are not removed before the date specified in the notification, the warehouseman may sell them in accordance with applicable law.
(h) If the warehouseman in good faith believes that the goods are about to deteriorate or decline in value to less than the amount of warehouseman’s lien within the time prescribed in Paragraph (g) hereof for the notification advertisement and sale the warehouseman may specify in the notification any reasonable shorter time for removal of the goods and in case the goods are not removed may sell them at public sale held not less than (1) week after a single advertisement or posting.
(i) If as a result of a quality or condition of the goods of which the warehouseman had no notice at the time of deposit the goods are a hazard to other property or to the warehouse or to persons the warehouseman may sell the goods at public or private sale without advertisement on reasonable notification to all persons known to claim an interest in the goods. If the warehouseman after reasonable effort is unable to sell the goods he may dispose of them in any lawful manner and shall incur no liability by reason of such disposition. Pending such disposition sale or return of the goods the warehouseman may remove the goods from the warehouse and shall incur no liability by reason of such removal.
(j) The warehouseman must deliver the goods to any person entitled to them hereunder upon payment of all charges due and demand made at any time prior to sale or other disposition under this section.
(k) In the event of damage to the warehouse by fire or other cause, the warehouseman shall have the right to terminate this contact on reasonable notice to the depositor of record, and it shall be the depositor’s responsibility to remove his merchandise, or authorize the warehouseman to do so at depositor’s expense.
(l) In the event of termination as provided herein, the warehouseman shall have the right to reject any additional goods tendered for storage.
(m) All notices required to be given herein by delivery in person or by certified mail to the last known place of business or abode of the person to be notified.
– Sec. 4. Goods are not insured nor do storage rates include insurance. If insurance is requested by the depositor such request must be by the depositor in writing and confirmed by the warehouseman in writing and shall be subject to additional charges.
(n) In the event of termination or transfer as provide herein, the depositor must provide the warehouseman with a Notice of Termination in writing no later than thirty (30) days prior to the movement of goods from the warehouse. Should the operations of the depositor or an agreement between the depositor and the warehouseman require the movement of goods, it is agreed that a recurring storage charge will be assessed if the thirty (30) day period includes a first of the month billing. The amount of the charge will be equal to the average recurring charge for the previous three month or the current charge whichever is greater.
– Sec. 5. (a). Handling charges cover the ordinary labor and duties incidental to receiving goods at warehouse door stowing and delivering to warehouse door, but do not include unloading or loading of trucks or other vehicles, Handling charges will be billed with the storage for the first month. Extra labor required for sorting is chargeable to depositor.
(b) Goods at the request of the depositor received or delivered during other than usual business hours will be subject to an additional charge.
CAR UNLOADING AND LOADING
– Sec 6 (a). Handling charges include the use of switch track and labor required to or from warehouse door, but not for labor loading or unloading car.
(b) Dunnage and fastening supplied by the warehouseman and used in loading of cars are chargeable to the depositor.
(c) Any additional cost incurred by the warehouseman in unloading cars containing damaged goods are chargeable to the depositor.
(d) The warehouseman unless he has failed to exercise reasonable care shall not be responsible for demurrage and the depositor shall reimburse the warehouseman for any demurrage which shall be required to pay nor for the delays in obtaining cars for inbound shipments.
– Sec. 7. (a). No goods shall be delivered or transferred except upon receipt by the warehouseman of complete written instructions properly signed by the depositor. However, at the option of the warehouseman, goods may be prepared and authorized for delivery upon instructions by telephone subject to written confirmation, but the warehouseman shall not be held responsible for damage, delay, loss, error or demurrage resulting from any error in the preparation transmission or receipt of said oral instructions.
(b) When a negotiable receipt has been issued no goods covered by that receipt shall be delivered or transferred on the books of the warehouseman unless the receipt properly endorsed is surrendered for cancellation or for endorsement of partial delivery thereon. If a negotiable receipt is lost or destroyed delivery of goods may be made only upon order of a count of competent jurisdiction and the posting of security approved by the court as provided by law.
(c) When goods are ordered out a reasonable time shall be given the warehouseman to carry out instructions. If he is unable due to cause beyond his control to effect delivery before expiring storage dates, the goods will be subject to charges for another storage month provided how ever that the warehouseman has given notice in accordance with the provisions of Sec. 3(g) or when because of fire, acts of God, war, public enemies seizure under legal process, strikes or lockouts, riots and civil commotion or any other cause beyond his control, he is unable to effect delivery before the expiring storage date the goods shall be subject to storage charges only for that part of the month during which the goods remain in store.
(d) In case goods are lost or misplaced, the warehouseman shall be allowed twenty (20) working days in which to locate goods after receipt of written order before being liable for nondelivery.
– Sec. 8. (a). A charge in addition to regular rate will be made for merchandise in bond.
(b) Where a warehouse receipt covers goods in U.S. Customs Bond, such receipt shall be void upon the termination of the storage period by fixed law. The warehouseman shall not be responsible or liable for any seizure of such goods by the United States Government or any agency or officer thereof for any reason whatsoever.
– Sec. 9. A minimum charge will be assessed for storage handling and other services.
– Sec. 10. (a). All services on behalf of or in the interest of the depositor including but not limited to shipping special handling, special warehouse space, material, drayage, repairing, coopering, sampling, weighing, repiling, inspection, physical warehouse checking, compiling stock statements, collections, revenue stamps, reporting marked weights or numbers, handling railroad expense bills etc. are chargeable to the depositor.
(b) Stock statement submitted in duplicate by the depositor will be checked with the books of the warehouseman without charge.
(c) Shipping includes marking, tagging, billing, procuring and forwarding bills of lading and is chargeable to the depositor.
(d) Freight and other disbursement made on behalf of the depositor are due and payable on demand and subject to interest from date billed by the warehouseman.
(e) Depositor including holders of negotiable receipts may subject to government regulations and other reasonable limitations have access to their goods in store when accompanied by a warehouse employee whose time is chargeable to the depositor.
(f) Communications expense including postage, teletype, telegram or telephone will be charged to the depositor if such concern more than normal inventory reporting or if at the request of the depositor communications are made by other than regular United States Mail.
– Sec. 11. The warehouseman assumes no liability for any loss or injury to the goods stored which could not have been avoided by the exercise of reasonable care required by law of a reasonably acts of God, seizure or other acts of civil or military authority, insurrection, riot, strikes, work stoppages, picketing, boycotts, embargoes or any other labor trouble or loss or damage from inadequate packaging, concealed damage, odors, sprinkler leakage, flood, wind, storm, humidity, fire, failure of electric current supply, moth insects, parasites or rodent infestation or from any cause not originating in the warehouse or from any cause beyond the warehouseman’s control. The warehouseman shall not be responsible for loss or damage resulting from loss of weight, breakage, insufficient cooperage, boxing, crating, car bracing or bagging or packaging unless such damage results from his failure to exercise the degree of care required by law. The warehouseman shall not be responsible for loss or damage occasioned through taking orders by telephone. All storage and handling charges must be paid on goods lost or damaged.
MISTAKES IN DELIVERING OR SHIPPING
– Sec. 12. The Warehouse Company is liable only for the actual cost of goods delivered or shipped in error, and in case overages and shortages develop in stock, they become owners of all overages after having paid for all shortages, unless owners of goods desiring to keep the overages, credit the Warehouse Company with the actual cost of such overages. When a checker is not furnished by the depositor or railroad in loading out cars the warehouse shall not be held responsible for load and count.
– Sec. 13
Warehouseman shall not be liable for loss of goods due to inventory shortage or unexplained or mysterious disappearance of goods unless depositor establishes such loss occurred because of warehouseman’s failure to exercise the care required of warehouseman under Section 11 above. Any presumption of conversion imposed by law shall not apply to such loss and a claim by depositor of conversion must be established by affirmative evidence that the warehouseman converted the goods to the warehouseman’s own use.
RIGHT TO STORE GOODS
– Sec. 14
Depositor represents and warrants that depositor is lawfully possessed of the goods and has the right and authority to store them with warehouseman. Depositor agrees to indemnify and hold harmless the warehouseman from all loss, cost and expense (including reasonable attorneys’ fees) which warehouseman pays or incurs as a result of any dispute or litigation, whether instituted by warehouseman or others, respecting depositor’s right, title or interest in the goods. Such amounts shall be charges in relation to the goods and subject to warehouseman’s lien.
– Sec. 15
Depositor will provide warehouseman with information concerning the stored goods which is accurate, complete and sufficient to allow warehouseman to comply with all laws and regulations concerning the storage, handling and transporting of the stored goods. Depositor will indemnify and hold warehouseman harmless from all loss, cost, penalty and expense (including reasonable attorneys’ fees) which warehouseman pays or incurs as a result of depositor failing to fully discharge this obligation
LIMITATION OF LIABILITY
– Sec. 16 – DEPOSITOR ACKNOWLEDGES AND DECLARES THAT WAREHOUSEMAN’S LIABILITY FOR LOSS OR DAMAGE TO DEPOSITOR’S GOODS SHALL BE LIMITED TO 25 CENTS PER POUND OR THE ACTUAL COST TO THE DEPOSITOR OF SUCH GOODS WHICHEVER IS LESS PROVIDED THAT SUCH LIABILITY MAY ON WRITTEN REQUEST OF THE DEPOSITOR AND WRITTEN ACCEPTANCE BY THE WAREHOUSEMAN PRIOR TO THE RECEIPT OF SAID GOODS BY THE WAREHOUSE BE INCREASED IN WHICH EVENT A MONTHLY CHARGE OF THREE –TENTHS OF THE PERCENT OF THE EXCESS VALUE WILL BE MADE IN ADDITION TO THE REGULAR MONTHLY STORAGE CHARGE BUT WAREHOUSEMAN’S MAXIMUM LIABILITY SHALL IN NO EVENT EXCEED THE ACTUAL COST TO THE DEPOSITOR OF SUCH GOODS.
CLAIMS AND SUITS
– Sec. 17. (a). The warehouseman shall not be liable for any loss delay demurrage or damage unless the claim therefore has been presented in writing no later than five (5) days from the date the depositor requested delivery in the event that shipment is not made. Such notice of claim shall be presented to the warehouseman in person or by certified mail.
(b) No action at law or equity shall be brought in connection with any loss or damage prior to the expiration of sixty (60) days after presentation of claim therefore not shall such action be brought at all unless brought within one year from the expiration of the sixty (60) day period last mentioned.
SCHEDULE OF CHARGES
– Sec 18. Whenever provisions made in these Terms and Conditions for a charge or charges by the warehouseman, such charge or charges will conform to the warehouseman’s general storage tariff in effect at the time the charges accrue or the service is performed except that no increase in charges within the direct control of the warehouseman will be made on goods that are in storage without a thirty (30) day notice mailed to the depositor of record or the last known holder of a negotiable warehouse receipt.
– Sec. 19. All advances and charges are due and payable before delivery or transfer of property. Warehouseman shall have a lien for charges, loans or advances on all goods in storage and shall have the right to demand satisfaction of the lien prior to the release of the goods from storage. If within a reasonable time after such charges are due the depositor fails to pay them then the warehouseman may obtain satisfaction of his lien by the sale of goods at public or private sale, conditioned upon the giving of due notice of the time and place of such sale to depositor of record by certified mail addressed to his last known address at least TEN (10) days prior to such sale.
CONTROLLING LAW AND CONDITIONS NOT HEREIN EXPRESSLY PROVIDED FOR
– Sec. 20. Any provision herein which is in conflict with any local state or Federal law applicable to the transaction involved shall be inoperative as to such transaction but shall not void or affect the legality of any other provision any terms or conditions not herein expressly provided for shall be determined in accordance with the Uniform Commercial Code as adopted by the State of California.
– Sec. 21. This document is the entire agreement between the warehouseman and the depositor. Any changes, addition, deletion or other modification shall be null and void unless in writing and signed by the warehouseman.
– Sec. 22. This document is binding upon and mures to the benefit of the warehouseman, the depositor and their respective successors in interest.
SEVERABILITY and WAIVER
– Sec. 23
(a) If any provision of this receipt, or any application thereof, should be construed or held to be void, invalid or unenforceable, by order, decree or judgment of a court of competent jurisdiction, the remaining provisions of this receipt shall not be affected thereby but shall remain in full force and effect.
(b) Warehouseman’s failure to require strict compliance with any provision of the Warehouse Receipt shall not constitute a waiver or estoppel to later demand strict compliance with that or any other provision(s) of this Warehouse Receipt.
(c) The provisions of this Warehouse Receipt shall be binding upon the depositor’s heirs, executors, successors and assigns; contain the sole agreement governing goods stored with the warehouseman; and, cannot be modified except by a writing signed by warehouseman.