Hepworth Wynn

Terms and Conditions of Sale

This page (together with the documents referred to on it) tells you the terms and conditions on which the Company supplies any of the Goods listed on the Website to the Customer. The Customer must read these Conditions carefully before ordering any Goods from the Website. By ordering any of the Company’s Goods, the Customer agrees to be bound by these Conditions.

The Customer should print a copy of these Conditions for future reference.

1. DEFINITIONS AND INTERPRETATION

1.1
In these Conditions, the words and expressions listed below shall have the following meanings, unless the context requires otherwise:
"Company"
means B. Hepworth and Company Limited, a private limited company, incorporated in England and Wales with Company Registration Number 1585495 and VAT Number GB 369 3028 37) with its registered office and main business address at 2-4 Merse Road, North Moons Moat, Redditch, Worcestershire B98 9HL, United Kingdom;
"Conditions"
means these terms and conditions of sale relating to the sale of the Goods to the Customer;
"Consumer"
means a Customer who purchases Goods for purposes that are not related to their trade, business or profession;
"Contract"
means this contract incorporating the Conditions for the sale of the Goods to the Customer;
"Customer"
means the person who has ordered the Goods pursuant to the Contract;
"Dispatch Confirmation"
means the e-mail described under this term in clause 3.3;
"Force Majeure Event"
means an event within the meaning of clause 13;
"Goods"
means any goods ordered, supplied or to be supplied to the Customer in terms of the Contract; and
"Website"
means the World Wide Web site operated by the Company and known as Hepworth Wiper Spares located at www.hepworthwiperspares.com or at such other uniform resource locator(s) as the Company may determine from time to time.
1.2
References to a "person" include any natural person, any legal person, body or organisation incorporated or unincorporated or any other person, body or organisation whatsoever, as the context may require.
1.3
If any of the Clauses, Sub-Clauses or other provisions of this Contract are found by an arbiter, court or other competent authority to be void or unenforceable, such provision shall be deemed to be deleted from the Contract but the remaining provisions of the Contract shall continue in full force and effect insofar as they are not affected by any such deletion.

2. CUSTOMER STATUS

By placing an order through the Website the Customer warrants that:

(a) The Customer is legally capable of entering into binding contracts; and;
(b) Where the Customer is a natural person, that the Customer is at least 18 years old.

3. ORDERS

3.1
All Goods advertised on the Website are simply an invitation to the Customer to either make further enquiries to the Company or to make an offer to purchase Goods from the Company by way of an order.  The Customer’s order constitutes an offer to the Company to buy Goods.  All orders are subject to acceptance by the Company.  Acceptance of offers to purchase Goods only takes place when the relevant Goods are dispatched by the Company and this is confirmed in accordance with clause 3.3 below and not before.
3.2
The Customer shall be responsible to the Company for ensuring the accuracy of the terms of any order submitted by the Customer. The quantity, quality, and description of the Goods shall be those set out in the Customer's order (if accepted by the Company).
3.3
When the Customer has submitted an order for Goods the Customer will be sent an e-mail by the Company acknowledging the order.  For the avoidance of doubt, this e-mail does not mean that the Customer’s order has been accepted and the Company shall not be obliged to accept an order. The Company will confirm that the Customer’s order has been accepted in a further e-mail that confirms that the Goods have been dispatched (the Dispatch Confirmation).  The Contract will only be formed when the Dispatch Confirmation is sent.  The Dispatch Confirmation will also confirm the Company's contact details, the Goods requested, the final cost (including VAT and delivery expenses), delivery and invoice details, the existence (if applicable) of the Customer’s statutory right of cancellation (also see clause 9.2 below) and details of after-sales services and guarantees.  Alternatively, if the Customer’s order has been rejected by the Company for whatever reason, the Company will send an e-mail informing the Customer of this rejection and (if possible) offer an explanation as to why the order has been rejected.
3.4
No order which has been accepted by the Company may be cancelled by the Customer except with the agreement in writing of the Company and subject to the Customer reimbursing the Company in full against all proper and reasonable losses, charges, and expenses incurred by the Company.
3.5
The Company will always try to ensure that all prices for Goods on the Website are accurate. Occasionally, errors may occur. If there has been an error in the price of Goods that a Customer has ordered the Company will inform the Customer as soon as possible. On these occasions, the Customer can choose to either cancel his order or reorder the Goods at the correct price. If the Company is unable to contact the Customer about an incorrect price the Company will cancel the order for the Goods. Any payments which have already been made for the Goods will be refunded.

4. SALE AND PURCHASE

4.1
The Company sells and the Customer purchases the Goods in accordance with these Conditions which shall alone govern the Contract.
4.2
The Conditions may only be varied by the written agreement of the Company.

5. PRICE AND TERMS OF PAYMENT

5.1
The price of the Goods shall be either the Company's price for the Goods as published in the on-line shop on the Website or the price expressly agreed between the Company and the Customer. All such prices are inclusive of all postage, packaging and delivery (but not re-delivery) charges. All prices for the Goods are exclusive of Value Added Tax.
5.2
The price of the Goods is liable to change at any time, but changes will not affect orders in respect of which the Company has already sent the Customer a Dispatch Confirmation.
5.3
The Customer shall pay to the Company the price of the Goods together with any Value Added Tax. Payment of the price of the Goods is due at the time of the Customer’s order unless alternative payment terms are expressly agreed by the Company.
5.4
Time for payment shall be of the essence.
5.5
No payment shall be deemed to have been received until the Company has received cleared funds.
5.6
In relation to the purchase of all Goods, all credit and charge card holders are subject to validation checks and authorisation by the card issuer. If the issuing institution refuses to authorise payment to the Company, the Company will not despatch the Goods to the Customer and the Company will not be liable for any delay or non delivery of orders. Account holding Customers are not subject to this clause 5.6.

6. DELIVERY

6.1
Deliveries will be made at the Company's risk by a carrier nominated by the Company.
6.2
Time of delivery shall not be of the essence and any dates quoted for delivery of the Goods are estimates only. If no dates of delivery are specified, delivery will be within a reasonable time and in any event within 30 days beginning on the day after the Customer sent their order, unless there are exceptional circumstances or the parties have agreed a longer period for performance of the Contract. The Company shall not be liable for any loss or damage to the Customer resulting from any delay in delivery of the Goods. The Goods may be delivered by the Company in advance of the quoted delivery date upon giving reasonable notice to the Customer.
6.3
If the Company does not make delivery of the Goods to the Customer within the relevant time period under clause 6.2, the Company will inform the Customer that it cannot perform the Contract and the Customer shall be entitled to rescind the Contract or any part of it, or purchase any alternative to the Goods. In the case of rescission of the Contract, the Customer shall be entitled to be reimbursed for any sum already paid to the Company under the rescinded contract.
6.4
If the Customer fails to take delivery of the Goods on the due date of delivery, the Customer shall be liable to pay all proper and reasonable storage and re-delivery charges of the Goods (see the on-line shop on the Website for details) and shall reimburse the Company in full in the event that the Company pays such charges on behalf of the Customer.

7. RISK, TITLE AND GUARANTEES

7.1
Risk of damage to, or loss of, the Goods shall pass to the Customer at the time of delivery by the said nominated carrier to the Customer.
7.2
Ownership of the Goods will not pass to the Customer until the Company has received in full (in cash or cleared funds) all sums due to the Company in respect of the Goods.
7.3
Until ownership of the Goods has passed to the Customer, the Customer must:

(a) hold the Goods on a fiduciary basis as the Company's trustee;
(b) store the Goods from items belonging to third parties (at no cost to the Company); and
(c) maintain the Goods in satisfactory condition.

7.4
The Company will endeavour to transfer to the Customer the benefit of any guarantee or warranty given to the Company by the relevant manufacturer of the Goods.

8. RETURN OF GOODS AND REFUNDS

8.1
The Company will, subject to the terms of these Conditions, promptly refund all monies paid by the Customer for Goods which the Company is unable to supply for any reason.
8.2
If the Customer is a Consumer and cancels the Contract pursuant to the right described in clause 8.2 below, the Company will process the refund due to the Consumer as soon as possible and, in any case, within 30 days of the day on which the Consumer gives notice of cancellation. In this case the Company will refund the price of the Goods in full, including the cost of sending the items to the Consumer. However, the Consumer will be responsible for the cost of returning the Goods.
8.3
If the Customer rejects the Goods or refuses delivery for any reason other than because it is exercising the right described in clause 8.2, the Customer shall be responsible for the safe redelivery of the Goods to the Company within 28 days of the date of delivery in accordance with any proper and reasonable advice or instructions provided by the Company. The Customer must also indicate the reason for returning the Goods. The Company will examine the returned Goods and will notify the Customer of any refund due via e-mail within a reasonable period of time. The Company will usually process the refund due to the Customer as soon as possible and, in any case, within 30 days of the day the Company confirmed to the Customer via e-mail that the Customer was entitled to a refund for the defective Goods. Goods returned by the Customer because of a defect will be refunded in full, including a refund of the delivery charges for sending the item to the Customer and the cost incurred by the Customer in returning the item to the Company.
8.4
The Company will usually refund any money received from the Customer using the same method originally used by the Customer to pay for its purchase.

9. STATUTORY RIGHTS

9.1
The statutory rights of the Customer in the United Kingdom will not be affected by these Conditions.
9.2
Please note that Customers who are 'Consumers' have the statutory right within the United Kingdom in certain circumstances to cancel the order for Goods and return certain Goods ordered in exchange for a refund. This statutory right of cancellation starts on the day that the Consumer submits an order and expires within 7 working days beginning on the day after the day on which the Consumer receives the Goods. This statutory right includes the obligation of the Company to refund the Consumer within 30 days if the Consumer cancels his order in accordance with the relevant legislation. To cancel a Contract, the Consumer must inform the Company in writing. The Consumer must also return the Goods to the Company immediately, in the same condition in which the Consumer received them, and at the cost and risk of the Consumer. The Consumer has a legal obligation to take reasonable care of the Goods while they are in its possession. If the Consumer fails to comply with this obligation, the Company may have a right against it for compensation. The Consumer should refer to the Dispatch Confirmation and The Consumer Protection (Distance Selling) Regulations 2000 (as amended) for more details.

10. COMPANY LIABILITY

10.1
The Company warrants to the Customer that any Goods purchased through the Website are of satisfactory quality and reasonably fit for all the purposes for which products of the kind are commonly supplied.
10.2
The Company’s liability for losses suffered by the Customer as a result of the Company breaking the terms of the Contract is strictly limited to the purchase price of the Goods purchased by the Customer and any losses which are a foreseeable consequence of the Company breaking the agreement. Losses are foreseeable where they could be contemplated by the Customer and the Company at the time the Customer’s order is accepted by the Company.
10.3
This does not include or limit in any way the Company’s liability:

(a) For death or personal injury caused by the Company’s negligence;
(b) Under section 2(3) of the Consumer Protection Act 1987;
(c) For fraud or fraudulent misrepresentation; or
(d) For any deliberate breaches of these Terms by the Company that would entitle the Customer to terminate the contract between the Company and the Customer.
(e) For any matter for which it would be illegal for the Company to exclude, or attempt to exclude, its liability.

10.4
The Company is not responsible for indirect losses which happen as a side effect of the main loss or damage and which are not foreseeable by the Customer and the Company, including but not limited to:

(a) loss of income or revenue
(b) loss of business
(c) loss of profits or contracts
(d) loss of anticipated savings
(e) loss of data
(f) loss of data, or
(g) waste of management or office time however arising and whether caused by tort (including negligence), breach of contract or otherwise;

provided that this clause 10.4 shall not prevent claims for loss of or damage to the Customer’s tangible property that fall within the terms of clause 10.1 or clause 10.2 or any other claims for direct financial loss that are not excluded by any of categories (a) to (g) inclusive of this clause 10.4.

11. WRITTEN COMMUNICATIONS

Applicable laws require that some of the information or communications the Company sends to the Customer should be in writing. When using the Website, the Customer accepts that communication with the Company will be mainly electronic. The Company will contact the Customer by e-mail or provide the Customer with information by posting notices on the Website. For contractual purposes, the Customer agrees to this electronic means of communication and the Customer acknowledges that all contracts, notices, information and other communications that the Company provides to the Customer electronically comply with any legal requirement that such communications be in writing. This condition does not affect the Customer’s statutory rights.

12. NOTICES

All notices given by the Customer to the Company must be given to B. Hepworth and Company Limited at 2-4 Merse Road, North Moons Moat, Redditch, Worcestershire B98 9HL, United Kingdom OR email spares@b-hepworth.com. The Company may give notice to the Customer at either the e-mail or postal address the Customer provides when placing an order, or in any of the ways specified in clause 11 above. Notice will be deemed received and properly served immediately when posted on the Website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

13. EVENTS OUTSIDE THE CONTROL OF THE COMPANY

13.1
The Company will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under a Contract that is caused by events outside the reasonable control of the Company (Force Majeure Event).
13.2
A Force Majeure Event includes any act, event, non-happening, omission or accident beyond the reasonable control of the Company and includes in particular (without limitation) the following:

(a) Strikes, lock-outs or other industrial action.
(b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.
(c) Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster.
(d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
(e) Impossibility of the use of public or private telecommunications networks.
(f) The acts, decrees, legislation, regulations or restrictions of any government.

13.3
The Company’s performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and the Company will have an extension of time for performance for the duration of that period. The Company will use its reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which its obligations under the Contract may be performed despite the Force Majeure Event.

14. GENERAL TERMS

14.1
If any of these Conditions are held to be unenforceable or invalid to any extent by any competent authority, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions and the validity of the remaining Conditions will remain unaffected to the fullest extent permitted by law.
14.2
No waiver of any right or breach by the Company under these Conditions shall be effective unless in writing and signed by an authorised person of the Company. Any such waiver shall not be construed as a waiver of any other right or breach.
14.3
The Customer shall not assign the Contract to purchase Goods from the Company without the prior consent of the Company.
14.4
The Company shall be entitled to assign and sub-contract the terms of the Contract without the consent of the Customer.
14.5
The Company intends to rely upon these Conditions and any document expressly referred to in them in relation to the subject matter of any Contract. While the Company accepts responsibility for statements and representations made by its duly authorised agents, the Customer must make sure the Company asks for any variations from these Conditions to be confirmed in writing.
14.6
The construction, validity and performance of this Contract shall be governed by the Law of England and the Courts of England and Wales shall have non-exclusive jurisdiction in any disputes between the Customer and the Company.

 

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