Terms & Conditions of Sale
PAR Group Ltd
||115 2395 35
|Company Registration Number:
1. THESE TERMS
1.1 What these terms cover and why you should read them. These are the terms and conditions on which we supply products to you (whether goods and/or services). Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products and/or services to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms or require any changes, please contact us to discuss.
1.2 Are you a business customer or a consumer? In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
• you are an individual; and
• you are buying products from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).
Provisions specific to consumers only are in Red and those specific to businesses only are in Blue. Unless you notify us at the point of order that you are a consumer, then you will be deemed to warrant and represent to us that you are a business customer. We reserve the right to challenge and correct the customer’s assertion regarding their status as a business or consumer.
1.3 If you are a business customer this is our entire agreement with you. If you are a business customer these terms constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation based on any statement in this agreement.
1.4 Exclusion of other terms. These terms and conditions apply to the contract 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 Who we are. We are Plastic and Rubber Group Limited a company registered in England and Wales. Our company registration number is 07173176 and our registered office is at St George’s House, 215-219 Chester Road, Manchester, M15 4JE. Our registered VAT number is 115239535.
2.2 How to contact us. You can contact us by email at email@example.com telephoning our customer service team on +44 (0)1257 248369 or by writing to us at PAR Group, Bridge House, Drumhead Road, Chorley North Industrial Park, Chorley, PR6 7BX.
2.3 How we may contact you. 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 "Writing" includes emails. When we use the words "writing" or "written" in these terms, this includes emails.
3. OUR CONTRACT WITH YOU
3.1 How we will accept your order. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
If an order is placed via the PAR Direct website we cannot guarantee any information, requirement or alteration which is received via another media such as, but not limited to verbally, e-mail, fax or post relating to the same order will be accepted or adhered to regarding the order unless confirmed back to you by us in writing. Therefore you must request written confirmation that any requested change has been accepted and will be actioned.
If an order is placed via the PAR Direct website and the same order is given to us via another media such as, but not limited to verbally, e-mail, fax or post, we reserve the right to convert this as being two separate orders unless we are clearly made aware in writing that the none web order document or order refers to the website order at the point it is given, or vice versa that it is not indeed a new order. We cannot guarantee that duplication which is not clearly noted to us in writing will be identified by the various people working within the different areas of our sales teams. Therefore you must request written confirmation that any requested change has been accepted and will be actioned.
3.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the product. This might be because the product is 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, but this can be for any reason.
3.3 Your order number. 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.
4. OUR PRODUCTS
4.1 Products may vary slightly from their pictures. The images of the products on our websites and in our catalogues are for illustrative purposes only. Although we have made every effort to display the colours and/or surface finish accurately, we cannot guarantee the colours and/or surface finish accurately reflects the actual product. Your product may vary slightly from those images.
4.2 Product and packaging may vary. The product and packaging of the product may vary from that shown in images on our website or in our catalogues. We brand some products and use PAR Group branded tape on our packages. If you do not wish for the product or the packages to be branded then you must state this in writing prior to placing your order. This will be only deemed to be an accepted request if we reply in writing to confirm this to you.
4.3 Making sure your measurements are accurate. If we are making the product to measurements you have given us you are responsible for ensuring that these measurements are correct.
4.4 Our manufacturing tolerances. Our manufacturing tolerances are ±5mm or ±5% on all dimensions (whichever is greater), unless stated on the specific product page on our website. Variances to these tolerances must be agreed in writing before any order is placed.
4.5 Our typical material tolerances. Our material tolerances are ±1mm or ±5% on all dimensions (whichever is greater), unless stated on the specific product page on our website. Variances to these tolerances must be agreed in writing before any order is placed.
4.6 Your requirements. In order to meet specific product characteristics or specifications they must be communicated in writing to us prior to accepting your order. This acceptance shall only be attributable to the products being supplied for the order.
4.7 Traceability. Any requirements or requests relating to information regarding batch traceability, certificates, country of origin, manufacturing company, cure dates, lifespan, specific reports or use by dates must be made, and agreed to in writing prior to receipt of order.
4.8 Samples. If supplying products to a sample supply, then we will ensure the products conform as relevant to that sample.
4.9 Products manufactured or modified to your specification. To the extent that the products are to be manufactured or modified in accordance with a specification supplied by you, you shall indemnify us against all liabilities, costs, expenses, damages and losses suffered or incurred by us in connection with any claim for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with our use of the specification provided by you. This clause 4.9 shall survive termination of the contract.
4.10 Customer Samples. Customer samples or products will be held on site for one month (if it is deemed safe to do so) after the last formal communication relating to that item/s. Unless expressly agreed in writing, customer samples or products will be disposed of (if it is deemed safe to do so) without any liability to us after one month following the last formal communication relating to the item. We will not incur any cost to dispose or return customer samples or products.
4.11 Maintenance, Installation and Support. We are not responsible for the installation and/or operation of any product supplied.
5. YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the product this must be explicitly indicated in writing. We will let you know if the change is possible. If it is possible we will inform you of acceptance of your order in writing and let you know about any changes to the price of the product or costs you may incur as a result of this change, the timing of supply or anything else which would be necessary as a result of your requested change.
6. OUR RIGHTS TO MAKE CHANGES
6.1 Minor changes to the products. We may change the product:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor improvements, for example if we adopt a new formulation.
6.2 More significant changes to the products and these terms. In addition, as we informed you in the description of the product on our website, we may make changes to these terms or the product, but if we do so we will notify you and you may then contact us to end the contract before the changes take effect and receive a refund for any products paid for but not received.
7. PRICE AND PAYMENT
7.1 Where to find the price for the product. The price of the product (which excludes VAT) will be the price indicated on our written quotation or the order pages when you placed your order. The price of the product is for supply only and shall not include delivery, unless expressly stated otherwise by us in writing. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see clause 7.3 for what happens if we discover an error in the price of the product you order.
7.2 We will pass on changes in the rate of VAT. 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 product in full before the change in the rate of VAT takes effect.
7.3 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the product's correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the product's 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 unmistakeable 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 products provided to you.
7.4 Delivery costs. The price of a product does not include delivery charges. Our delivery charges are as advised to you on our quotations or online during the check-out process, before you confirm your order. To check relevant delivery charges, please refer to our Delivery Charges page at www.par-direct.co.uk/DeliveryCharges. We may offer preferential delivery charges online.
7.5 When you must pay and how you must pay. We accept payment with Visa Debit, Visa Credit, Mastercard Debit, Mastercard Credit, UK Maestro and PayPal through a secured page. Orders for bespoke or modified products will require payment prior to us commencing manufacture or modification, and all other products will require payment prior to dispatch.
7.6 We can apply payments received as we see fit. When you make a payment to us, we can apply it against any amounts outstanding from you to us, even if you tell us that it is a payment in respect of a particular invoice or amount due.
7.7 Our right of set-off if you are a business customer. If you are a business customer you must pay all amounts due to us under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
7.8 We can charge interest if you pay late. 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 5% a year above the base lending rate of Natwest Bank Plc 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.
7.9 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact our accounts department promptly (stating our order number) by email at firstname.lastname@example.org. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we may charge you interest on correctly invoiced sums from the original due date.
7.10 Additional services. The following additional services may be offered to you at an additional cost upon request:
(a) maintenance and technical support; and/or
(b) installation services.
7.11 Credit facilities. Where we have granted you credit facilities in writing, our settlement terms are a net 30 days from the date of the invoice. If we have not granted you credit facilities, payment for the products should be made at the point of order.
8. PROVIDING THE PRODUCTS
8.1 How will we deliver the products? If you are a consumer, delivery of the products will be made by our own transport or a third party carrier. If you are a business customer all products are sold ex works (INCOTERMS 2010). We may organise delivery by our own transport or a third party carrier selected by us on your behalf. We do not accept responsibility or liability for the successful completion of any third party carriage organised on your behalf.
8.2 When will delivery be made? When using a third party carrier service, standard carriage is typically delivered before 17:00 on the next working day after dispatch for deliveries within the UK. This is not a guaranteed service and no refund can be offered for late delivery. Time of delivery shall not be of the essence.
8.3 Can I track my delivery? When using a third party carrier we may provide a unique reference number for the shipment and the direct contact details for the carrier to enable you to check the delivery progress of your products.
8.4 What happens if there is late delivery? If you are a consumer and pay extra for a specific timed delivery and this is not met due to an issue caused by us or the third party carrier then a refund may be requested in writing for the difference between the standard carriage rate and the premium rate paid for the timed service. This request must be made in writing within two working days of the missed delivery time and date.
8.5 We are not responsible for delays outside our control. If our supply of the products is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. We will not be liable for delays caused by the event and orders may not be eligible for cancellation.
8.6 If you do not take delivery of the products. If no one is available at your address to take delivery and the products cannot be safely posted through your letterbox, we will leave you a note informing you of how to rearrange delivery or collect the products from a local depot.
8.7 If you do not re-arrange delivery. If you do not collect the products from us as arranged or if, after a failed delivery to you, you do not re-arrange delivery or collect them from a delivery depot we will contact you for further instructions and may charge you for storage costs and any further delivery costs. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery or collection we may end the contract and clause 11.4 will apply.
8.8 When you become responsible for the product. A product will be your responsibility from the time it has been delivered to you at the address you gave to us, or collected by you or a representative (included where signed for by a third party carrier).
8.9 Damaged, Shortage or Non-Delivery of goods. If you are not satisfied that the delivery fulfils the contract in every way it should be rejected at point of delivery. This includes damage, shortage or non-delivery of goods.
8.10 When you own the products. You own a product which is goods once we have received payment in full. Until you have paid in full for the products they will remain our property and you must keep separate from all other products and clearly mark them as belonging to us. We reserve the right to terminate your rights to possession of the products before full payment of all monies owing made for any reason, not only insolvency. ‘All monies’ refers to any and all products supplied, not only to products relating to a specific invoice.
8.11 Our right to recover the products. Until you own the products, we have the right to enter your premises to check that the products are being stored correctly and, if necessary to recover the products.
8.12 Reasons we may suspend the supply of products to you. We may have to suspend the supply of a product:
(a) to deal with technical problems or make minor technical changes;
(b) to update the product to reflect changes in relevant laws and regulatory requirements;
(c) to make changes to the product as requested by you in writing or notified by us to you (see clause 6); or
(d) where you have given us insufficient information to enable us to effect delivery; or
(e) where you have refused, or failed, to accept delivery.
8.13 Your rights if we suspend the supply of products. We will contact you in advance to tell you we will be suspending supply of the product, unless the problem is urgent or an emergency. You may contact us to end the contract for a product if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 14 days and we will refund any sums you have paid in advance for the product for any product that has not already been manufactured or sourced to order.
8.14 We may also suspend supply of the products if you do not pay. If you do not pay us for the products when you are supposed to (see clause 7) and you still do not make payment within 3 days of us reminding you that payment is due, we may suspend supply of the products until you have paid us the outstanding amounts. We will not suspend the supply of products where you dispute the unpaid invoice (see clause 7.9). As well as suspending the supply of the products we can also charge you interest on your overdue payments (see clause 7.8).
8.15 Consignment Stock. Notwithstanding any of the above, we reserve the right to raise invoices and demand payment for consignment stock, (our products which are typically left with or held for you or your agents for consumption as appropriate by us or our agent), with immediate effect for any reason and to produce invoice/s for payment of these products on standard payment terms as if the products had been made to order.
9. YOUR RIGHTS TO END THE CONTRACT
9.1 When you can end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing, when you decide to end the contract and whether you are a consumer or business customer:
(a) If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product replaced or some or all of your money back), see clause 13 if you are a consumer and clause 14 if you are a business;
(b) If you want to end the contract because of something we have done or have told you we are going to do, see clause 9.2;
(c) If you are a consumer and have changed your mind about the product, see clauses 9.3 and 9.4. You may be able to get a refund if you are within the cooling-off period. Authorised returns may be subject to deductions, e.g. for our costs to have sourced, packed and shipped the goods to you. You may have to pay the costs of return of any products.
9.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) to (e) below the contract will end immediately and we will refund you in full for any products which have not been provided. The reasons are:
(a) we have told you about an upcoming change to the product or these terms which you do not agree to (see clause 6.2);
(b) we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;(c) there is a risk that supply of the products may be significantly delayed because of events outside our control;
(d) we have suspended supply of the products for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 14 days; or
(e) you have a legal right to end the contract because of something we have done wrong.
9.3 Exercising your right to change your mind if you are a consumer (Consumer Contracts Regulations 2013). If you are a consumer then for most products bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.
9.4 When consumers do not have a right to change their minds. Your right as a consumer to change your mind does not apply in respect of bespoke products that have been sourced, manufactured or modified to order (for example products that are cut down to the size ordered). Where you order any such cut down to size or bespoke products you authorise us to commence sourcing, manufacturing or modifying such products as from the date of your order and waive your rights to change your mind.
If you want to know whether your potential order will be classed as cut down to size or is deemed to be a bespoke product then you must write to us to enquire and receive written clarification from us prior to any order being placed.
9.5 How long do consumers have to change their minds? If you are a consumer you have 14 days after the day the products are delivered, unless your products are split into several deliveries over different days, where you have until 14 days after the day of the last delivery.
9.6 Business customers do not have a right to change their mind. If you are a business customer you do not have a statutory right to change your mind about any products ordered, and any such returns will be at our absolute discretion. Authorised returns may be subject to deductions, e.g. for our costs to have sourced, packed and shipped the goods to you. You may have to pay the costs of return of any products. We will not accept any returns in respect of bespoke products that have been sourced, manufactured or modified to order.
If you want to know whether your potential order will be classed as bespoke products then you must write to us to enquire and receive written clarification from us prior to any order being placed.
10. HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER WHO HAS CHANGED THEIR MIND)
10.1 Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
(a) Email. Email us at email@example.com. Please provide your name, address, the order number, details of the order and, where available, your phone number and email address.
(b) By post. Print off the form and post it to us at PAR Group, Bridge House, Drumhead Road, Chorley North Industrial Park, Chorley, Lancashire, PR6 7BX. Or simply write to us at that address, including details of what you bought, when you ordered or received it and your name and address.
10.2 Obtaining a Returns Number. If the products are eligible for return we will issue you with a returns number. You must include this number in your correspondence returning the products. If you are a business customer, we will not accept (or be deemed to have accepted) any products returned to us without such number.
10.3 Returning products after ending the contract. If you end the contract for any reason after products have been dispatched to you or you have received them, you must return them to us in their original packaging with the returns number clearly displayed on the outside of the packaging. The products returned must be in good condition and together with all parts and instruction manuals pertaining to the products which are being returned. You must either return the products in person to where you bought them or post them back to us at PAR Group, Bridge House, Drumhead Road, Chorley North Industrial Park, Chorley, PR6 7BX. If you are a consumer exercising your right to change your mind you must send off the products within 14 days of telling us you wish to end the contract.
10.4 When we will pay the costs of return. We will pay the costs of return:
(a) if the products are faulty or misdescribed; or
(b) if you are ending the contract because we have told you of an upcoming change to the product or these terms, an error in pricing or description, a delay regarding an expressly guaranteed delivery time (where we have agreed in writing that missing a delivery time will be accepted as a reason for an order to be cancelled) or because you have a legal right to do so as a result of something we have done wrong.
In all other circumstances (including where you are a consumer exercising your right to change your mind) you must pay the costs of return.
10.5 How we will refund you. If you are entitled to a refund under these terms we will refund you the price you paid for the products including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
10.6 When we may make deduction from refunds if you are a consumer exercising your right to change your mind. If you are exercising your right to change your mind:
(a) we may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the products, if this has been caused by you handling them in a way which would not be permitted in a shop. If we refund you the price paid before we are able to inspect the products and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
(b) The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of a product within [2-4] days at one cost but you choose to have the product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
10.7 When your refund will be made if you are a consumer. We will make any refunds due to you as soon as reasonably possible. If you are exercising your right to change your mind then:
(a) if the products are goods and we have not offered to collect them, your refund will be made within 14 days from the day on which we receive the product back from you or, if earlier, the day on which you provide us with evidence that you have sent the product back to us. For information about how to return a product to us, see clause 10.2; and
(b) in all other cases, your refund will be made within 14 days of your telling us you have changed your mind.
10.8 When your refund will be made if you are a business customer. We will make any refunds due to you within 14 days of receipt of the returned products. We reserve the right to apply a re-stocking charge for products which we accept as a return other than for the reasons set out in clause 10.4(a) or 10.4(b). This charge will vary depending upon the circumstances of the return and the products in question.
11. OUR RIGHTS TO END THE CONTRACT
11.1 We may end the contract if you break it. We may end the contract for a product 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 3 days of us reminding you that payment is due;
(b) you do not, within a reasonable time, allow us to deliver the products to you or collect them from us.
11.2 We may end the contract due to circumstances outside of our control. If circumstances outside of our control mean that we consider that delivery of the products to you will be subject to a substantial delay, we may choose to end the contract.
11.3 When we may end the contract if you are a business customer. If you are a business customer, and without limiting any other rights or remedies available to us, we may end the contract:
(a) if you are in material breach of your obligations under the contract and fail to remedy such breach within 14 days;
(b) if you suspend, threaten to suspend, payment of your debts or are unable to pay your debts as they fall due;
(c) if you commence negotiations with creditors or enter into any insolvency or bankruptcy process;
(d) if your financial position deteriorates to such an extent that in our opinion your ability to meet your obligations under the contract are in jeopardy.
11.4 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 11.1:
(a) we will refund any money you have paid in advance for products we have not provided but we may deduct or charge you reasonable compensation for the net costs we have incurred, or will incur, as a result of your breaking the contract;
(b) you must immediately return to us any products not fully paid for, and any of our equipment, materials or other goods in your possession. If you are a business customer and fail to do so, we may enter your premises and take possession of them. Until they have been returned you shall be solely responsible for their safekeeping and not use them for any purpose not connected with the contract; and
(c) If you are a business customer, you shall immediately pay all of our outstanding unpaid invoices (and any interest thereon).
12. IF THERE IS A PROBLEM WITH THE PRODUCT
How to tell us about problems. If you have any questions or complaints about the product, please follow www.par-group.co.uk/about/feedback which stipulates the procedure which must be undertaken for us to assess and manage any such dispute or complaint.
13. YOUR RIGHTS IN RESPECT OF DEFECTIVE PRODUCTS IF YOU ARE A CONSUMER
13.1 Our legal duty. If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the products. Nothing in these terms will affect your legal rights.
Summary of your legal key rights
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
If your product is goods, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following:
• up to 30 days: if your goods are faulty, then you can get an immediate refund.
• up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases.
See also clause 9.3.
13.2 Your obligation to return rejected products. If you wish to exercise your legal rights to reject products you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. Please call customer services on +44 (0)1257 248369 or email us at firstname.lastname@example.org for a return label or to arrange collection.
14. YOUR RIGHTS IN RESPECT OF DEFECTIVE PRODUCTS IF YOU ARE A BUSINESS
14.1 Our warranty. If you are a business customer we warrant that on delivery any products which are goods shall:
(a) conform in all material respects with their description;
(b) be free from material defects in design, material and workmanship; and
(c) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979).
14.2 Conditions of the warranty. Subject to clause 14.3, if:
(a) you give us notice in writing within a reasonable period of time of discovery (and in any event within 7 days of delivery for apparent defects) that a product does not comply with the warranty set out in clause 14.1;
(b) we are given a reasonable opportunity of examining such product; and
(c) you return such product to us at your cost,
we shall, at our option, repair or replace the defective product, or refund the price of the defective product in full.
14.3 Exclusions to the warranty. We will not be liable for a product's failure to comply with the warranty in clause 14.1 if:
(a) you make any further use of such product after giving a notice in accordance with clause 14.2(a);
(b) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the product or (if there are none) good trade practice;
(c) the defect arises as a result of us following any drawing, design or specification supplied by you;
(d) you alter or repair the product without our written consent; or
(e) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions.
14.4 Sole remedy. Except as provided in this clause 14, we shall have no liability to you in respect of a product's failure to comply with the warranty set out in clause 14.1.
14.5 Unsubstantiated claims. Following examination of defective goods you may be required to pay the cost (as certified by us) of such examinations if we are unable to accept liability as set out in clause 14.3.
14.6 Replacement products. These terms shall apply to any repaired or replacement products supplied by us under clause 14.2.
We retain all rights in any tooling. Tooling commissioned with us remains our property at all times regardless of whether you have contributed to the manufacturing cost or design of the tool.
16. SAMPLES OR FREE ISSUE MATERIALS
16.1 Goods sent to us. Any goods delivered to us must be in a clean and safe condition. This includes returns, samples and free issue materials. Where there are goods which may have been subject to contaminants, such as chemicals or waste, we reserve the right to require documentation to confirm that the part has either a) not been used for the application, or b) has been cleaned to an acceptable standard.
16.2 Lack of documentation. We reserve the right to refuse to accept goods where you cannot provide documentation to confirm that the goods have not been used for the application in question.
16.3 Loss or damage. We accept no liability for loss or damage to any free issue materials or samples issued by you or a third party, howsoever caused. Any work undertaken by us using your free issue material is carried out explicitly at the risk of you. We accept no liability for any work undertaken with free issue materials.
16.4 Disposal. Please refer to clause 4.8 regarding our timescale for disposing of customer samples.
17. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A CONSUMER
17.1 We are not responsible to you for unforeseeable loss and damage caused by us. We are not responsible for any loss or damage that is not foreseeable. All recommendations and information are, to the best of our knowledge, correct. Product specifications are intended as guidelines. Since conditions of service are beyond our control, users must satisfy themselves that products are suitable for the intended use. No guarantee or warranty is given or implied in respect of information or recommendations, or that any use of products will not infringe rights belonging to other parties. We reserve the right to change product design and properties without notification. Any deviations to the above will explicitly communicated in writing.
17.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products as summarised at clause 13.1; and for defective products under the Consumer Protection Act 1987.
17.3 We are not liable for business losses. If you are a consumer we only supply the products to you for domestic and private use. If you use the products for any commercial, business or re-sale purpose our liability to you will be limited as set out in clause 18.
18. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A BUSINESS
18.1 We are not responsible to you for unforeseeable loss and damage caused by us. We are not responsible for any loss or damage that is not foreseeable. All recommendations and information are, to the best of our knowledge, correct. Product specifications are intended as guidelines. Since conditions of service are beyond our control, users must satisfy themselves that products are suitable for the intended use. No guarantee or warranty is given or implied in respect of information or recommendations, or that any use of products will not infringe rights belonging to other parties. We reserve the right to change product design and properties without notification. Any deviations to the above will be explicitly communicated in writing.
18.2 Nothing in these terms shall limit or exclude our liability for:
(a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
(d) defective products under the Consumer Protection Act 1987; or
(e) any matter in respect of which it would be unlawful for us to exclude or restrict liability.
18.3 Except to the extent expressly stated in clause 14.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
18.4 Subject to clause 18.2:
(a) we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and
(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to 120% of the total sums paid by you for products under such contract.
18.5 Force Majeure. We shall not be in breach of the contract nor liable for delay in performing, or failure to perform, any of our obligations under the contract if such delay or failure result (directly or indirectly) from events, circumstances or causes beyond our reasonable control (and whether such events, circumstances or causes existed or was foreseeable at the time of acceptance of the order). In such circumstances we shall be entitled to a reasonable extension of the time for performing such obligations.
19. HOW WE MAY USE YOUR PERSONAL INFORMATION
19.1 How we will use your personal information. We will use the personal information you provide to us:
(a) to supply the products to you;
(b) to process your payment for the products; and
(c) if you agreed to this during the order process, to give you information about other products that we provide, but you may stop receiving this at any time by contacting us.
19.2 Disclosure to third parties. We will only give your personal information to third parties where the law either requires or allows us to do so.
20. OTHER IMPORTANT TERMS
20.1 You will not make potentially corrupt gifts. In connection with this or any other contract between us and you, you shall not give, provide, or offer to our staff and agents any loan, fee, reward, gift or any emolument or advantage whatsoever. In the event of any breach of this clause 20.1, we shall, without prejudice to any other rights we may possess, be at liberty forthwith to terminate this and any other contract and to recover from you any loss or damage resulting from such termination.
20.2 Variation. Except as set out in these terms and conditions, no variation of these terms and conditions, including the introduction of any additional terms and conditions shall be effective unless it is agreed in writing and signed by us.
20.3 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation.
20.4 You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing. We will not unreasonably withhold consent to any such transfer.
20.5 Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
20.6 If a court finds part of this contract illegal, the rest will continue in force. Each of the clauses of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining clauses will remain in full force and effect.
20.7 Even if we delay in enforcing this contract, we can still enforce it later. 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 products, we can still require you to make the payment at a later date.
20.8 Which laws apply to this contract and where you may bring legal proceedings if you are a consumer? These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
20.9 Alternative dispute resolution if you are a consumer. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are a consumer and are not happy with how we have handled any complaint, disputes may be submitted for online resolution to the European Commission Online Dispute Resolution platform.
20.10 Which laws apply to this contract and where you may bring legal proceedings if you are a business? If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.