These Terms & Conditions replace all previous Terms & Conditions issued by Jim Walker & Co Ltd trading as i-ride.co.uk and come into effect immediately.
1 FORMATION OF CONTRACT
1.1 All orders from you, (“the Customer”) shall be treated by Jim Walker and Company Limited (“the Company”) as an offer to purchase, on these standard conditions of sale (“Conditions”), the goods (“the Goods”) set out in the order (“the Order”).
1.2 The completed Order together with these Conditions, form the entire agreement between us (“the Contract”). It replaces and supersedes any previous proposals or correspondence whether written or oral.
1.3 No amendment of or addition to these Conditions shall be binding unless accepted by both the Company and the Customer in writing.
1.4 Unless set out in these Conditions or in a written amendment from the Company to an Order, no terms, conditions or warranties put forward by the Customer or which might otherwise be implied by law or by custom shall form part of any contract between the Customer and the Company.
1.5 The Customer acknowledges that in entering into a contract with the Company it does not rely on any representations, advice, recommendations or statements which may have been made by the Company or its servants or agents and all such representations, advice, recommendations or statements are hereby excluded save as may be expressly incorporated in these Conditions and the Company shall not be liable for any such representation, advice, recommendation or statement.
1.6 Any amendment to an Order by the Customer, including any cancellation of the whole or part of it shall be a variation to the Contract, and accordingly shall only be effective if agreed in writing by the Company. No Order may be cancelled in whole or in part by the Customer except with the written agreement of the Company and the Customer shall indemnify the Company in full against all loss, costs, damages, charges and expenses incurred by the Company as a result of cancellation and the Company reserves the right to charge the Customer the full value of the order plus costs and charges (inc transportation and storage) and VAT, less any amounts already invoiced for Goods already delivered or, in the alternative and at the Company’s sole option, a handling charge of 15% of the price plus VAT for any cancellation or amendment in addition to amounts invoiced for goods already delivered.
2 PRICE
2.1 Prices do not include packaging, freight, insurance, delivery charges, VAT or any other taxes or customs duties which may be payable in any country into which the items are imported unless otherwise stated in writing. Delivery charges for Parts & Accessories shall be £10 (or £5 for small postal orders) save for mainland UK orders over £100 trade value + VAT where delivery shall be free of charge. For Northern Ireland, Southern Ireland, Channel Island, Isle of Man and Isle of Wight delivery will be free of charge with orders over £150 trade value + VAT. For Bikes the delivery charge to mainland UK shall be £10 per bike for orders of less than 3 bikes; delivery to mainland UK shall be free for 3 bikes or more.
2.2 The prices quoted in the Company’s website are accurate at the time of publication, but the Company reserves the right to increase such prices without notice. Prices are exclusive of any applicable VAT which the Customer shall also be liable to pay to the Company.
3 DELIVERY AND RISK
3.1 All delivery dates or periods quoted by the Company are the Company’s best estimates and time shall not be of the essence in relation to such dates or periods.
3.2 All risk of loss of or damage to the Goods shall pass to the Customer and delivery shall occur upon the Company loading the same onto the vehicle of the Customer or our carrier. Unless otherwise noted on the order, the Company shall nominate a carrier and method of delivery.
3.3 The Customer shall not rescind the contract for failure to deliver the Goods by the estimated time.
3.4 The Customer shall inspect the Goods within 8 days of receipt and unless the Company has received written notification from the Customer within such period, the Customer shall not be entitled to complain of any fault in the Goods (except in relation to latent defects) and will be deemed to have accepted them in their condition at the time of delivery. Latent defects should be notified in writing to the Company within eight days of discovery of such defect, or within eight days of the date on which the defect could reasonably have been discovered.
3.5 Save as set out in condition 3.4 above, the Company shall have no liability whatsoever in respect of non-delivery, short delivery or damage in transit and accordingly, it is the Customer’s responsibility to arrange adequate insurance.
3.6 Where the Company is unable to fulfil the order in full by the estimated delivery date, it may make partial shipments without liability for any failure to perform the Contract.
3.7 Where Goods are to be delivered in instalments each delivery shall constitute a separate contract and if the Company fails to deliver any one or more instalments in accordance with the terms of the contract or the Customer claims that the Goods in any one or more instalments have not been delivered in accordance with the terms of the contract, the Customer shall not be entitled to treat the contract as a whole as repudiated.
3.8 The Customer shall be responsible for obtaining all necessary licences and permissions for the import of the Goods into the country of destination.
3.9 If the Customer does not take delivery of the Goods when tendered by the Company, the Customer shall be liable for any loss occasioned to the Company by its neglect or refusal to take delivery and also for such costs and expenses as the Company may incur in transporting and storing the Goods and, if applicable, re-delivering the same.
4 PASSING OF PROPERTY
4.1 Goods supplied by the Company shall remain the property of the Company until payment in full of all monies owing by the Customer to the Company in respect of any Goods or services under any contract with the Customer has been received by the Company and until such time, the Customer shall hold the Goods as bailee for the Company and acknowledges the existence of a fiduciary relationship with the Company in respect of the Goods.
4.2 Notwithstanding that property in any Goods has not passed to the Customer, the Company shall be entitled to sue the Customer for the price of such Goods if not paid on the due date.
4.3 All Goods, property in which has not passed to the Customer, shall be kept stored on its premises separately from all other Goods in such a way that they can be readily identified as the Goods of the Company and shall be insured by the Customer with a reputable insurer for no less than the invoice value of such Goods and any proceeds of such insurance shall be held on trust for the Company.
4.4 The Company shall be entitled at any time to repossess Goods which remain the property of the Company and the Customer hereby grants to the Company, its agents and servants a licence to enter upon any premises where such Goods are stored or are reasonably thought to be stored for the time being for the purpose of repossessing the same and agrees to give the Company such assistance as the Company may require for such purpose.
5 PAYMENT TERMS
5.1 Subject to any special terms agreed in writing between the Customer and the Company, the Company may invoice the Customer on or at any time after delivery of the Goods unless they are to be collected by the Customer or the Customer wrongfully fails to take delivery of the Goods in which case the Company may invoice the Customer for the price at any time after the Company has notified the Customer that the Goods are ready for collection or the Company has tendered delivery of the Goods.
5.2 Unless other written terms apply, all sums shall be payable within 30 days of receipt of the Company’s invoice without deduction. All amounts shall be paid in pounds sterling by cleared cheque, irrevocable letter of credit drawn upon a bank acceptable to the Company, bill of exchange, bank transfer or bankers draft, without deduction or set-off, save for credit notes. Cheques not honoured will be re-presented in the normal way. A charge of £15 for this service will be invoiced to the Customer’s account.
5.3 Provided no previous amounts are overdue and owing at any time within the 14 day period following the date of the Company’s invoice, the Customer shall be entitled to a prompt payment discount of 2.5% of the price (exc VAT) for payment to reach the Company with value within 14 days of the Company’s invoice
5.4 Interest shall be due on all overdue payments both before and after judgement at the rate of 2% per month during the period of default until such time as payment in full is received by the Company (as an alternative and without prejudice to the Company’s statutory rights).
5.5 Where any sum payable by the Customer to the Company remains unpaid in breach of these Conditions the Company shall be entitled to suspend delivery of any Goods contracted to be supplied until such time as the said sum has been paid in full together with interest. The time for payment of the price shall be of the essence of the Contract and the Company shall be entitled to recover the price even though delivery may not have taken place and the property in the Goods has not passed to the Customer.
6 WARRANTY AND LIABILITY
6.1 Subject as provided in these conditions and except where the Goods are sold to a person dealing as a consumer within the meaning of the Unfair Contract Terms Act 1977, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold under a consumer transaction as defined by the Consumer Transactions (Restrictions on Statements) Order 1976 the statutory rights of the Buyer are not affected by these Conditions.
6.2 Where any valid claim based on any defect in the quality or condition of the Goods or their failure to meet specification is notified to the Company in accordance with its returns procedure, the Company may at its option grant the Customer a credit at the price at which the Goods were invoiced or to repair or replace the defective Goods (or relevant part) with all reasonable despatch provided that in all cases the allegedly defective Goods are promptly returned to the Company by the Customer carriage paid and have been found after examination by the Company to be defective in accordance with its returns procedure.
6.3 The Company shall have no liability under conditions 6.1 and 6.2 above to the extent that the defect in the Goods has been caused or contributed to by the Goods having been stored, used or maintained otherwise than in compliance with any specifications laid down by the Company or the Goods being used other than for the purpose intended, or the Customer having performed or permitted to be performed any maintenance or repair of or alteration to the Goods.
6.4 The Goods shall comply with all legal requirements imposed in the United Kingdom but no responsibility is accepted by the Company in relation to compliance with laws and regulations of countries outside the United Kingdom.
6.5 Save as set out in condition 6 above, the Company shall have no liability whatsoever to the Customer arising out of or in connection with the sale or supply of Goods by the Company to the Customer whether for direct, indirect, consequential or any other type of loss and whether the same shall have been caused by the negligence, misrepresentation or other tort of the Company or by any breach or non-performance by the Company of the contract with the Customer and all conditions, warranties or other terms that are express or implied by law or otherwise inconsistent with this condition 6 are hereby excluded, provided always that nothing in these conditions shall exclude the liability of the Company for death or personal injury caused by its negligence or for any fraudulent pre-contractual misrepresentations.
6.6 The Customer shall notify the Company of any claim, action, demand or other proceeding of which it may become aware alleging that the Goods or any part of the Goods infringe any patent, copyright, registered design, design right or other intellectual property right but shall not without the prior written consent of the Company take any steps to defend, compromise or settle any such claim, action, demand or proceeding.
6.7 The Customer shall indemnify the Company against all claims, losses, costs and expenses made against or suffered by the Company arising from or incurred by reason of any loss, injury or damage suffered by a third party and arising out of use of the Goods.
7 GENERAL
7.1 The Company shall have no liability to the Customer for any delay or failure in performance to the extent that any such delay or failure arises from causes beyond the control of the Company including but not limited to fire, floods, acts of God, acts or regulations of any governmental or supranational authority, war, riot, strike, lockouts and industrial disputes.
7.2 No delay by the Customer or the Company in enforcing any of the Conditions will affect or restrict such party’s rights or powers arising under the Contract. No waiver of any term of the Contract will be effective unless made in writing.
7.3 The Contract shall be governed by and construed in accordance with English law and both parties submit to the exclusive jurisdiction of the English courts.