TERMS AND CONDITIONS OF SALE
1. THESE TERMS
1.1 These are the terms and conditions (Terms) on which we sell vehicle parts and other goods (Goods) to you.
1.2 Please read these Terms carefully before you submit your order to us. These Terms tell you who we are, how we will provide the Goods to you, how you and we may change or end the contract, what to do if there is a problem and other important information.
1.3 In certain areas of these Terms, you will have different rights depending on whether you are a business or a consumer. You are a consumer if: - (a) you are an individual (i.e. not a limited company or a limited liability partnership); and (b) you are buying Goods from us wholly or mainly for your personal use (not in connection with your trade, business, or profession).
1.4 These Terms apply to the contract between you and us to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 We are J Charnley & Sons a company registered in England and Wales. Our company registration number is 03727216 and our registered office is at Lower Hiltons Farm, Marsh Lane, Brindle, Chorley, Lancashire PR6 8NY. Our registered VAT number is 153734956.
2.2 You can contact us (including if there is a problem with the Goods) by telephoning our customer service team on +44 (0) 1254 854103 or by writing to us at email@example.com or Lower Hiltons Farm, Marsh Lane, Brindle, Chorley, Lancashire PR6 8NY.
2.3 If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 When we use the words "writing" or "written" in these terms, this includes emails.
3. IF YOU ARE A BUSINESS CUSTOMER
This clause 3 only applies if you are a business.
3.1 If you are not a consumer, you confirm that you have the authority to bind any business on whose behalf you purchase Goods from us.
3.2 These Terms and any document expressly referred to in them constitutes the entire agreement between you and us and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between us, whether written or oral, relating to its subject matter.
3.3 You acknowledge that in entering into this contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms or any document expressly referred to in them. Accordingly, any descriptive material or advertising provided by us is produced for the sole purpose of giving an approximate idea of the Goods and shall not form part of the contract or have any contractual force.
3.4 You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this contract.
3.5 To the extent you resell any Goods you shall maintain appropriate, up-to-date and accurate records to enable the immediate recall of any Goods or batches of Goods from the retail or wholesale markets. In addition you shall, at our cost, provide us with any assistance we require to recall, as a matter of urgency, Goods from the retail or wholesale market.
4. IF YOU ARE A CONSUMER
This clause 4 only applies if you are a consumer.
4.1 If you are a consumer, you may only purchase Goods from us if you are at least 18 years old. By submitting an order for Goods you agree and confirm that you are at least 18 years old. If you are underage, please do not attempt to order Goods from us (whether through our website or otherwise).
4.2 Where you are a consumer you may have additional cancellation rights to cancel a contract between us. Please see Schedule 1 for full details of those rights and how you may exercise them.
4.3 Because you are a consumer, we are under a legal duty to supply Goods that are in conformity with this contract. As a consumer, you have legal rights in relation to Goods that are faulty or not as described. These legal rights are not affected by any right to cancel you may have under Schedule 1 or anything else in these Terms.
5. OUR CONTRACT WITH YOU
5.1 Our acceptance of your order will take place when we email you to accept it or where you order with us in person when we tell you we are able to provide you with the Goods, at which point a contract will come into existence between you and us in accordance with these Terms.
5.2 If we are unable to accept your order, we will inform you of this in writing or in person and will not charge you for the Goods. This might be because the relevant Goods are out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified.
5.3 Any quotation given by us shall not constitute an offer, and is only valid for a period of 30 days from its date of issue.
5.4 We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
6.1 We may from time to time use specimen/generic pictures or photos of similar parts on our website to illustrate equivalent Goods we have for sale (Example Pictures). We will make it clear on the relevant listing where we have used Example Pictures which for the avoidance of doubt are provided only to give you an approximate indication of the type of Goods for sale and do not represent the actual Goods that you may receive or their condition.
7. OUR RIGHTS TO MAKE CHANGES
7.1 We may amend these Terms from time to time.
7.2 Every time you order Goods from us, the Terms in force at the time of your order will apply to the contract between you and us.
7.3 We may change Goods:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor technical adjustments and improvements which do not materially change the main characteristics or functionality of the Goods.
7.4 If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel the contract if you are not happy with the changes. You may cancel either in respect of all the affected Goods or just the Goods you are yet to receive. If you opt to cancel, you will have to return (at our cost) any relevant Goods you have already received and we will arrange a full refund of the price you have paid, including any delivery charges.
8. DELIVERY AND SUPPLY OF GOODS
8.1 The costs of delivery will be as advised to you before you place your order.
8.2 During the order process we will let you know when the goods will be dispatched. Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 17 for our responsibilities when this happens.
8.3 If you have asked to collect the Goods from our premises, you can collect them from us at any time during our working hours after we have notified you that the Goods are ready for collection.
8.4 If no one is available at your address to take delivery and the Goods cannot be posted, the relevant courier will leave you a note informing you of how to rearrange delivery or collect the Goods.
8.5 If you do not collect the Goods from us as arranged or if, after a failed delivery to you, you do not re-arrange delivery or collect them from the relevant courier and the Goods are returned to us, we will contact you for further instructions and may charge you for storage costs and any further delivery costs. If despite our efforts we are unable to contact you or re-arrange delivery or collection then we may end the contract and charge you reasonable compensation for our costs and/or losses.
8.6 The Goods will be your responsibility from the time we deliver them to the address you gave us or you (or a carrier organised by you) collect it from us.
8.7 You own the Goods once we have received payment in full (including any delivery charges).
8.8 If you order Goods for delivery outside the United Kingdom then your order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that we have no control over these charges and we cannot predict their amount. You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.
8.9 You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.
8.10 We may need certain information from you so that we can supply the Goods to you. If so, this will have been told to you. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 9.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the Goods late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
8.11 We may have to suspend the supply of Goods to:
(a) deal with technical problems or make minor technical changes;
(b) update the product to reflect changes in relevant laws and regulatory requirements; or
(c) make changes to the Goods as notified by us to you (see clause 7).
8.12 We will contact you in advance to tell you we will be suspending supply of the relevant Goods, unless the problem is urgent or an emergency. If we have to suspend the Goods for over 30 days we will adjust the price so that you do not pay for Goods while they are suspended. You may contact us to end the contract for Goods if we suspend them, or tell you we are going to suspend them, in each case for a period of more than 30 days and we will refund any sums you have paid in advance for the Goods in respect of the period after you end the contract.
8.13 If you do not pay us for the Goods when you are supposed to (see clauses 10.4 and 10.5) and you still do not make payment within 2 days of us reminding you that payment is due, we may suspend supply of the Goods until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the Goods. We will not suspend the Goods where you dispute the unpaid invoice (see clause 10.7). We will not charge you for the Goods during the period for which they are suspended. As well as suspending the Goods we can also charge you interest on your overdue payments (see clause 10.6). The following clauses 8.12, 8.13 and 8.14 apply only if you are a consumer
8.14 If we fail to deliver the Goods within 30 days then you may cancel your order straight away if any of the following apply:
(a) we have refused to deliver the Goods;
(b) delivery within the delivery deadline was essential (taking into account all the relevant circumstances); or
(c) you told us before we accepted your order that delivery within the delivery deadline was essential.
8.15 If you do not wish to cancel your order straight away, or do not have the right to do so under clause 8.12, you can give us a new deadline for delivery, which must be reasonable, and you can cancel your order if we do not meet the new deadline.
8.16 If you do choose to cancel your order for late delivery under clause 8.12 or clause 8.13 you can do so for just some of the Goods or all of them, unless splitting them up would significantly reduce their value. If the Goods have been delivered to you, you will have to return them to us or allow us to collect them, and we will pay the costs of this. After you cancel your order we will refund any sums you have paid to us for the cancelled goods and their delivery.
9. OUR RIGHTS TO END THE CONTRACT
9.1 We may end the contract for Goods at any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 2 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the Goods; or
(c) you do not, within a reasonable time, allow us to deliver the Goods to you or collect them from us.
9.2 If we end the contract in the situations set out in clause 9.1 we will refund any money you have paid in advance for Goods which we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
9.3 We may write to you to let you know that we are going to stop providing the Goods. We will let you know at least 5 days in advance of our stopping the supply of the Goods and will refund any sums you have paid in advance for Goods which will not be provided.
10. PRICE AND PAYMENT
10.1 The price of the relevant Goods (which excludes VAT) will be the price quoted to you or stated on our website. We take all reasonable care to ensure that the price of the relevant Goods advised to you is correct. However please see clause 10.3 for what happens if we discover an error in the price of the Goods you order.
10.2 If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the Goods in full before the change in the rate of VAT takes effect.
10.3 It is always possible that, despite our best efforts, some of the Goods we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the correct price of the Goods at your order date is less than our stated price at your order date, we will charge the lower amount. If the Goods’ correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakable and could reasonably have been recognised by you as a mispricing, we may end the contract, refund you any sums you have paid and require the return of any Goods provided to you.
10.4 We accept payment by: all major debit and credit cards (including Visa, Mastercard and American Express), cheque, Paypal and direct bank transfer. Unless we agree credit terms with you in writing, you must pay for the Goods before we dispatch them.
10.5 In the event we offer you credit terms at our sole discretion, you shall pay each invoice submitted by us:
(a) within 30 days of the date of the invoice; and
(b) in full and in cleared funds to a bank account nominated in writing by us, and time for payment shall be of the essence of the contract.
10.6 If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of the Bank of England from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
10.7 If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
11.1 Where we supply you with Goods with an exchange-part surcharge applied, we will refund the surcharge amount to you provided that we receive from you within 28 days of the date of delivery of the relevant Goods a corresponding like-for-like part (Exchange Part) in a reasonable and serviceable condition and in accordance with our requirements including any relevant surcharge policy made known to you (Surcharge Conditions).
11.2 We calculate our exchange-part surcharges on the basis that we will receive an Exchange Part from you which fulfills our Surcharge Conditions. Accordingly, if in our sole discretion and acting reasonably, we determine that the Exchange Part provided by you does not meet our Surcharge Conditions then we may not refund the surcharge or may reduce it accordingly in which case we will notify you and you will have the opportunity to collect or arrange collection of the Exchange Part you provided to us.
11.3 Any surcharge due to you will be refunded within 30 days of us receiving the corresponding part from you and made by the same method you used to pay. You must include in the return packaging your full name and address details and the returned part number identification.
12. OUR WARRANTY FOR GOODS
12.1 Unless otherwise confirmed by us in writing, for Goods which are new and genuine McCormick Marshall or Leyland parts, we warrant that those Goods are free from material defects to the extent only that we have the benefit of, and can enforce, a corresponding warranty or guarantee against the manufacturer or our supplier of the relevant Goods. We shall use our reasonable efforts to enforce any such guarantee or warranty against the manufacturer or our supplier and pass any corresponding benefit onto you subject always to you cooperating fully and assisting us in complying with the terms of any relevant manufacturer or supplier warranty.
12.2 For all other Goods, we warrant that on delivery (Warranty Period) the Goods shall be free from material defects. This warranty applies to remanufactured parts to original manufacturer’s specification and reconditioned parts of original manufacture. This warranty does not however apply in the circumstances described in clause 12.3.
12.3 The warranty at clause 12.2 does not apply to any defect in the Goods arising from:
(a) failure to fit the Goods in accordance with the relevant manufacturer’s instructions and guidelines;
(b) fair wear and tear;
(c) wilful damage, abnormal storage or working conditions, accident, negligence by you or by any third party (including but not limited to insufficient servicing);
(d) any failure by you or a third party to maintain, operate or use the Goods in accordance with the user instructions; or
(e) any alteration or repair by you or by a third party who has not been approved by us beforehand.
12.4 Subject to clause 12.3, if:
(a) you give us notice in writing during the relevant Warranty Period within a reasonable time of discovery that any Goods do not comply with the warranty set out in clause 12.2;
(b) we are given a reasonable opportunity of examining such Goods or (at our request) you provide reasonable photographic evidence of the alleged defect(s); and
(c) you (at our request) return such Goods to our place of business at your cost,
we shall, at our sole option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
12.5 We may in our sole discretion replace any alleged faulty Goods following notice provided by you in accordance with clause 12.4(a) before we have received and examined the alleged faulty Goods. We shall however be entitled to charge you for any replacement Goods (including any delivery costs etc) to the extent that: -
(a) we reasonably determine that the alleged faulty Goods do comply with the warranty at clause 12.2 or that any fault has occurred because of your failure to comply with clause 12.3; or
(b) the alleged faulty Goods are not received by us within 14 days of us sending such replacement Goods.
12.6 These Terms shall apply to any repaired or replacement Goods supplied by us under clause 12.5 save that the Warranty Period shall commence from the delivery of the original Goods supplied to you.
12.7 If you are a consumer, this warranty is in addition to, and does not affect, your legal rights in relation to Goods that are faulty or not as described.
13. OUR LIABILITY IF YOU ARE A BUSINESS
This clause 13 only applies if you are a business.
13.1 Nothing in these Terms limits or excludes our liability to the extent that would be unlawful in any relevant jurisdiction nor for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(d) defective products under the Consumer Protection Act 1987.
13.2 Subject to clause 13.1, we will under no circumstances whatsoever be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the contract for:
(a) any loss of profits, sales, business, or revenue;
(b) loss or corruption of data, information or software;
(c) loss of business opportunity;
(d) loss of anticipated savings;
(e) loss of goodwill; or
(f) any indirect or consequential loss.
13.3 Subject to clause 13.1, our total liability to you in respect of all losses arising under or in connection with the contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount paid for the relevant Goods.
13.4 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.
14. OUR LIABILITY IF YOU ARE A CONSUMER
This clause 14 only applies if you are a consumer.
14.1 If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these Terms or our negligence, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of our breach or if it was contemplated by you and us at the time we entered into this contract.
14.2 We only supply the Goods for domestic and private use. You agree not to use the Goods for any commercial, business or resale purposes, and we have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
14.3 Notwithstanding anything in these Terms, we do not in any way exclude or limit our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) defective products under the Consumer Protection Act 1987; or
(d) any matter in respect of which it would be unlawful for us to exclude or restrict our liability.
15. HOW WE MAY USE YOUR PERSONAL INFORMATION
15.1 We will use the personal information you provide to us:
(a) to supply the Goods to you;
(b) to process your payment for the Goods; and
(c) if you agreed to this during the order process, to give you information about similar Goods that we provide, but you may stop receiving this at any time by contacting us.
15.2 Where we extend credit to you for the Goods we may pass your personal information to credit reference agencies and they may keep a record of any search that they do.
16. EVENTS OUTSIDE OUR CONTROL
16.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the contract that is caused by an Event Outside Our Control. An Event Outside Our Control is defined below in clause 16.2.
16.2 An Event Outside Our Control means any act or event beyond our reasonable control, including without limitation strikes, failure of our third party suppliers, lock-outs or other industrial action by third parties, civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
16.3 If an Event Outside Our Control takes place that affects the performance of our obligations under a contract:
(a) we will contact you as soon as reasonably possible to notify you; and
(b) our obligations under a contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
16.4 You may cancel a contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel, you will have to return (at our cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.
17. OTHER IMPORTANT TERMS
17.1 We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contracts. If you are unhappy with the transfer you may contact us to end the contract within 7 days of us telling you about it and we will refund you any payments you have made in advance for Goods not provided.
17.2 You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
17.3 This contract is between you and us. No other person shall have any rights to enforce any of its terms.
17.4 Each of the clauses of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
17.5 If we do not insist immediately that you do anything you are required to do under these Terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the Goods, we can still require you to make the payment at a later date.
17.6 These Terms are governed by English law and you must bring any legal proceedings in respect of the products in the English courts.
RETURNS AND CANCELLATION RIGHTS FOR CONSUMERS
In the case of sales from our stores we offer a goodwill returns policy when they are returned to us undamaged and unused in the original packaging (if appropriate) and in a resalable condition.
Under this returns policy we will be happy to either refund the purchase price or exchange your item within 14 days of purchase.
In the case of sales online or by phone you have the right to cancel all or part of your contract at any time up to 14 days after the day on which you receive the goods purchased. This is a statutory right under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013.
Exercising your Right to Cancel
To exercise your right of cancellation you must inform us of your decision within 14 calendar days after the day on which you receive the goods or services you ordered which you can do by filling in the parcel summary when you return your order.
You must take reasonable care of the goods while in your possession. You must send back any goods or redeliver them to us without undue delay and, in any event, not later than 14 days from the day on which you communicate your cancellation of the contract to us. The deadline is met if you send back any goods before the period of 14 days has expired. You will have to bear the direct cost of returning any goods to us.
You must include in the return packaging the relevant invoice number, your full name and address and the part identification number and description.
Goods should be returned to us in or with their original packaging. You are only liable for any diminished value of the goods resulting from the unnecessary handling of the goods in excess of what is necessary to establish the nature characteristics and functioning of the goods.
You must return the goods to the following specified return address:-
J Charnley and Sons
Lower Hiltons Farm
If you return the goods by post we will process your refund within 14 days of receipt of the goods into stores.