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Terms and conditions

1. Contract terms

All contracts will be based on the terms and conditions set out below and as detailed in the ‘order confirmation’. The only exception to this will be where other terms and conditions are accepted by the Seller via a specific written amendment that has been signed by one of the Seller’s Directors or Sales Managers.

2. Quotations

2.1 All quotations are issued to assist the Purchaser but do not represent a legally binding contract. No contract exists until either the Seller despatches an order acknowledgement, or the Purchaser signs an official order form.

2.2 Quotations are valid for 30 days unless withdrawn by the Seller.

3. Delivery

3.1 The Seller will aim to deliver the vehicle or vehicles, along with any additional parts or accessories that have been ordered as part of the contract, within the agreed timeframe (if one was set out in the contract). Where no timeframe has been agreed, then it will be delivered within a reasonable time, not exceeding 180 days. It’s important to note that the Seller will, under no circumstances, be responsible for any losses incurred, directly or indirectly, by a delay in the delivery of the vehicle, and the Purchaser will not be entitled to terminate or rescind the contract, unless the 180 day period has elapsed.

3.2 If more than one vehicle has been ordered as part of a contract, delivery may be carried out by the Seller in instalments. All deliveries will be made by the Seller’s delivery team and the vehicle contract price is calculated on this basis. Once delivery has taken place, any claims for damages or shortages must be notified in writing to the Seller within seven days.

3.3 Should the Purchaser fail to give appropriate notice of damage or shortages within seven days, as specified in term 3.2, then no claim will be valid.

4. Guarantees and exclusions

4.1 Any warranties or guarantees offered by the manufacturer of the vehicle or vehicles will be transferred to the Purchaser wherever possible.

4.2 The Seller and the Purchaser agree to comply with the terms of any guarantee or warranty offered by the manufacturer of the vehicle. This does not affect your statutory rights as a consumer.

4.3 As long as terms 4.1 and 4.2 have been adhered to, the Seller will not accept liability for personal injury, death, loss or damage of any kind under the terms of the contract, either consequential or otherwise (except where it has occurred due to the Seller’s negligence). This includes, but is not limited to, loss of profits. The only exclusions to this are:

  • Any implied condition that the Seller has, or will have, the right to sell the vehicle when the contract comes to an end.
  • When the Purchaser (under the terms of section 12 of the Unfair Contract Terms Act 1977), believes the vehicle does not conform to its description or is not fit for a particular purpose.
  • The Seller, its employees, agents or sub-contractors will, under no circumstances, be liable for loss or damage of any kind caused either indirectly or directly by negligence (other than death or personal injury where the Seller is deemed to be negligent), either consequential or otherwise. This includes loss or damage arising out of the use of the vehicle or for any advice given, or not given, by the Seller or on behalf of the Seller.

5. Risk

5.1 As soon as the vehicle is delivered to the Purchaser, notwithstanding any other contract term, the risk for the vehicle will pass immediately to the Purchaser or its agent.

6. Property in the vehicle

6.1 As soon as the vehicle is delivered to the Purchaser, notwithstanding any other contract term, the risk for the vehicle will pass immediately to the Purchaser or its agent. In both legal and equitable terms, the property in the vehicle will not pass to the Purchaser until:

  • Full payment for the vehicle has been received and;
  • Any sums which are outstanding to be paid from the Purchaser to the Seller in respect of the vehicle have been settled.
  • Before the property of the vehicle officially passes to the Purchaser, or until delivery of the vehicle is made to a third party as detailed in term 6.3, the Purchaser shall only hold possession of the vehicle in a fiduciary capacity. That means the vehicle must be kept separate from other assets and any mark identifying the vehicle as belonging to the Seller must not be covered up.

6.2 Before the property in the vehicle passes to the Purchaser, under the term 6.1, the Purchaser is free to deliver the vehicle to a third party pursuant as part of an agreement to re-sell the vehicle. However, this will not be the case should any of the events referred to in term 18.1 take place.

6.3 Where the Purchaser has not made payment for the vehicle, the Seller can at any time, take possession of the vehicle and remove it to its own premises. When this happens, the Purchaser will be deemed to have irrevocably granted authority to the Purchaser to enter its premises and re-take possession of the vehicle. If within the following seven days, all sums due for the repossessed vehicle, including repossession costs, are paid in full by the Purchaser, the Seller will return the vehicle to the Purchaser. The Purchaser will be liable for delivery costs.

If within the seven day period, the Purchaser fails to pay all sums due, the Seller shall be entitled to re-sell the vehicle and the Purchaser will be required to pay the difference, if any, between (a) the contract price of the vehicle less any part-payment already made by the Purchaser and (b) the price obtained by the Seller upon re-sale (less the costs of re-taking and re-selling the vehicle).

6.4 Should the Purchaser re-sell the vehicle prior to the property in the vehicle being transferred, in accordance with term 6.1, the Purchaser will pay the Seller all proceeds of the re-sale, and before paying the proceeds to the Seller, shall keep this money separate from its other assets. As soon as the proceeds of the sale are paid to the Seller, the Seller will immediately refund any excess sums due at the date of receipt.

6.5 The Seller’s rights, detailed within these terms and conditions, will continue beyond the usual terms of the contract, should either party terminate or breach the contract. In this circumstance, the Seller will also be within its rights to maintain an action against the Purchaser for the price of the vehicle and any other liabilities available to the Seller by law or in equity.

6.6 Sometimes, the Seller may pre-purchase or pre-register a vehicle to secure a more favourable discount. In this case, even once the property passes into the hands of the Purchaser, the Purchaser will be listed as the secondary keeper on the registration documents.

6.6 Sometimes, the Seller may pre-purchase or pre-register a vehicle to secure a more favourable discount. In this case, even once the property passes into the hands of the Purchaser, the Purchaser will be listed as the secondary keeper on the registration documents.

6.7 Where a Finance Lease or Contract Hire product is used by the Purchaser to buy the vehicle, then the title will not pass to the Purchaser until the finance period has come to an end. In most cases, the vehicle will also remain registered to either the finance provider or the Seller. Check your finance terms and conditions if this is the case.

7. Price

7.1 The vehicle contract price is worked out using the recommended retail price and the cost of delivery charges and accessories when the quotation is produced. If a supplier’s recommended retail price and delivery charge changes, then the Seller reserves the right to amend the contract price. It is also within its right to take into account any new taxes or duties imposed before the vehicle is delivered.

7.2 Where a Purchaser obtains a vehicle through a finance agreement, whether or not the funding company has been introduced by the Seller, it is the Purchaser’s responsibility to ensure all the financial documentation is correct. Likewise, it is the Purchaser’s responsibility to sign and agree to the terms and conditions of the funding company, including but not limited to, any fees charged at the start of, throughout or at the end of the contract and excess mileage charges (if applicable).

7.3 Unless otherwise stated, all prices quoted are exclusive of VAT.

8. Payment

8.1 Payment in full must be made for each vehicle, prior to delivery.

8.2 From the date of the invoice until payment, any amounts overdue will be subject to interest at an annual rate of 5% above Barclays Bank Plc’s base rate. Interest will be calculated and accrued daily until the overdue amount is repaid.

8.3 Apart from where the Purchaser has been offered credit as part of the contract terms, payment of the vehicle shall become due and immediately payable, upon the happening of any of the events referred to in term 18.1.

8.4 If the Purchaser defaults from the terms of the contract with regard to payment, the Seller, without liability, may delay delivery of the vehicle or cancel the contract between the Purchaser and the Seller. This is without prejudice to any right or remedy which the Seller may have against the Purchaser in respect of such a default.

8.5 At any time, the Seller shall be entitled to take any payment made by the Purchaser for any goods, in settlement of outstanding invoices or accounts.

9. Cancellation

9.1 Should the Purchaser cancel, extend or delay any part of the contract, or suggest that they might, or if they fail to take delivery of a vehicle at the agreed time (or within a reasonable time if no specific timeframe has been agreed), then the Seller will be within its rights to take action. The Purchaser will then be liable (without prejudice, to any other right to seek damages by the Seller), for any resulting loss, damage or expenses incurred by the Seller relating to the situation, including the cost of any plant, tools or materials used (or intended to be used), as well as the cost of labour and other overheads, including a percentage to reflect loss of profit.

9.2 The Seller may cancel the contract if it is unable to supply the vehicle or buy any services or goods necessary to supply the vehicle (either temporary or permanently). It can also cancel if for any reason beyond its control, due to circumstances of Act of God, war, Act of Parliament or orders, regulations or by-laws made by a statutory authority, labour disputes (including those by the Seller’s own workforce), civil commotion, fire or flood, it is unable to supply the vehicle. It will cancel the contract by giving notice in writing to the Purchaser before the vehicle has been supplied, or any work is undertaken. This cancellation will not give rise to any claims by the Purchaser, although it will still be liable to pay for any vehicles delivered before the date of any such cancellation.

9.3 Should the contract be cancelled for any reason, any prior agreement by the Seller to accept an ‘exchange vehicle’, will also be cancelled. Should the ‘exchange vehicle’ already have been sold to the Seller, then the price obtained will be paid to the Purchaser (minus the selling and repair expenses incurred by the Seller).

10. Deposit

If the Seller cancels the order under term 18, or if the Purchaser cancels the order or fails to take delivery, the Seller will retain any deposit paid.

11. Specification

If the Seller is unable to supply a new vehicle because the manufacturer has stopped taking orders for that particular model, it can cancel the contract without penalty. Alternatively, it can provide a quotation for another similar vehicle.

12. Financing

This clause will apply when the Purchaser informs the Seller that it wishes to purchase or hire a vehicle using hire purchase, lease, contract hire or a conditional sale agreement, either for part or the total cost of the vehicle and the following situations arise:

  • The Seller suffers any loss (including loss of profit) because the Purchaser has not entered into a finance agreement to buy the vehicle with a third party. In this case, the Purchaser will indemnify the Seller fully in respect of its losses. The Seller may also deduct an amount equivalent to the loss from the Purchaser’s deposit, if there is one).
  • With any contract of this nature, the Seller consents to the vehicle being sold to the Purchaser, while committing to the terms of a third party nominated by the Purchaser, to facilitate the purchase of the vehicle. For such consent, the Purchaser must commit to indemnify the Seller against all or any costs, claims, loss or damage (whether consequential or otherwise), payable by the Seller to any third-party financing company.
  • Universal Van Solutions Ltd is authorised and regulated by the Financial Conduct Authority. It is a broker and offers credit from a select panel of carefully chosen lenders. Registered number 993259
  • See term 7.2 for further information.

13. Storage

If for any reason, the Purchaser fails to take delivery of the vehicle within seven days of confirmation that it is ready, the Seller has the option to store the vehicle on its own premises, or with a third party. These storage costs will be passed on to the Purchaser.

14. Brochures and printed information

14.1 Any drawings, descriptions, weights, dimensions or shipping information contained in the Seller’s or manufacturer’s catalogues, price lists or advertising materials, or supplied by either the Seller or the manufacturer, do not form part of the contract. It should also not be viewed as part of the warranty.

14.2 Sometimes, the additional options fitted to vehicles will differ from those shown in the manufacturer’s brochure or promotional materials.

15. Right of re-sell

Should the Purchaser not accept delivery or pay for the vehicle, the Seller reserves the right to re-sell the vehicle to a third party. The Seller will not be required to give notice of its intention to take this course of action.

16. Termination of contract

16.1 The contract will end immediately, should any one or more of the following events take place:

  • The Purchaser has had a bankruptcy order made against them, has an arrangement or composition with its creditors, is benefitting from help to relieve the effects of insolvent debtors, or has suffered due to any execution, whether legal or equitable, to be levied on its property, if it has convened a meeting of creditors or has entered into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for reconstruction or amalgamation, has a receiver-manager administrator or administrative receiver appointed, or if a petition has been presented to court to wind up the business, or if proceedings have commenced relating to insolvency or possible insolvency.
  • If the Seller serves written notice to the Purchaser that it has failed to perform or observe any of its part of the contract.

16.2 If any breach of contract takes place by the Purchaser, the Seller’s rights, as detailed in the ‘Property of Goods’ clause (but not relating to the Purchaser’s rights) will continue after the contract has expired.

16.3 Termination of the contract, for whatever reason, will be without prejudice to the rights, obligations and liabilities of either party.

17. Employees

Any employee of the Seller who is requested, either expressly or implied, to drive a vehicle on behalf of the Purchaser, shall be entitled to all rights and will keep the Seller indemnified against all liabilities and claims which happen as a result of this relationship.

18. General

18.1 The Seller has the right to sub-let or sub-contract the contract or any part of it, as it requires.

18.2 Should the Seller fail to enforce any of the contract terms, it will not be seen as a waiver of any of its rights.

18.3 Term headings contained within these terms and conditions are for reference only and do not form any part of the legal construction of the individual clauses.

18.4 Any notice served under these terms and conditions may be served personally or sent to the last known address of the Purchaser. If it is sent by pre-paid post, it will be deemed to have been received by two days following the date of despatch.

18.5 In all obligations of the Purchaser, under the contract terms, timing is all-important.

19. English law

The contract, how it is formed, interpreted and operated is governed by English Law and the Purchaser agrees to operate within the jurisdiction of the English Courts.