Terms and Conditions
Standard Terms and Conditions - Reincarations Ltd
1. Application
The buyer herby orders and the supplier, by accepting the order, agrees that it will supply the car as specified on the official order form, upon and subject to these conditions which shall govern the contract to the exclusion of any other terms and conditions. Any reference to the supplier's quotation, specification and price list or like document shall be solely for the purpose of describing the car(s) to be supplied and no terms and conditions endorsed upon, delivered with, or referred to in such apply to the Contract.
2. Basis of Purchase
2.1 The order constitutes an offer by the buyer to purchase the car(s) subject to these Conditions.
2.2 The supplier shall accept the order placed by the buyer and a binding contract on the supply of the car(s) subject to these conditions.
2.3 No variation to the contract shall be binding unless agreed in writing with the authorised representative of the seller.
3. Specification
3.1 The quantity, quality and description of the car(s) shall, subject as provided in these conditions, be as specified in the Order and/or in
any applicable Specification supplied by the Buyer to the Seller or agreed in writing by the buyer.
3.2 The Seller shall not unreasonably refuse to take any steps necessary to comply with any request by the Buyer to inspect the car(s)
during processing or storage at the premises of the Seller.
3.3 The seller shall comply with all applicable regulations or other legal requirements concerning the manufacture, packaging
importing and delivery of the car(s) to their United Kingdom premises.
4. Price
4.1 The price of the goods shall be as stated in the order and, unless otherwise stated, shall be:-
4.1.1 Inclusive of any applicable Value Added Tax (Which shall be payable by the Buyer subject to receipt of Tax Invoices); and
4.1.2 Inclusive of all charges for import duty, packing, shipping, clearing, VAT and delivery of the goods to the delivery address of the seller.
4.1.3 Exclusive of all charges for transit insurance and internal UK delivery to the Buyer's final destination.
4.1.4 No increase in the price may be made (whether on account of increased labour, material or transport costs, fluctuation in rates of
exchange or otherwise) without the prior consent of the Buyer in writing.
5. Payment
5.1 The Seller shall be entitled to invoice the Buyer on date of order as follows:
5.1.1 50% of the total invoice price on confirmation of order
5.1.2 Balance of the total invoice price by cleared funds on collection.
5.2 The Seller shall present the Buyer with relevant invoices for all stage payments once funds have cleared the bank account of the seller.
6. Delivery
6.1.1 The Cars shall be delivered to Reincarations Ltd preparation facility within the period stated on the order, should early delivery be
available or any unforeseen delay occur, the Buyer shall be informed in writing .
6.2 When it is agreed in writing that the date of delivery is to be specified by the Seller after placing the placing of the order, the Seller shall
give the Buyer reasonable notice in writing of the delivery date.
6.2.1 A delivery note showing the order number clearly shall be signed by the Buyer or their appointed representative at time of completion
and delivery.
6.2.2 The Buyer shall be entitled to reject the goods delivered which are not in accordance with the Contract, and shall not be deemed to have
accepted the goods until the Buyer has had reasonable time to inspect them following final acceptance.
6.3 The seller shall supply the buyer in good time, with any instructions or other information to enable the Buyer to arrange onward delivery
of the car(s).
7. Quality
7.1 The Seller is not the manufacturer of the car(s) and the Seller shall endeavour to transfer to the Buyer the benefits of any warranty or
guarantee given to the Seller by the manufacturer.
7.2 The Seller warrants that (subject to the other provisions of these conditions) upon collection (and for a period of 12 months from the
date of collection,) the goods shall be:
7.2.1 be of satisfactory quality within the meaning of the Sale of Goods Act 1979;
7.2.2 be reasonably fit for purpose; .and
The Seller shall not be liable for a breach in any of the warranties in Condition 10.1.1 if
7.2.3 The Seller is given a reasonable opportunity after receiving the notice of examining such defects and the Buyer (if asked to do so by the
Seller) returns such Goods to the Sellers place of business, at the buyers cost ,fot the examination to take place there.
7.3 The Seller shall not be in any breach of any warranties in Condition 10.1.1 if
7.3.1 The buyer carries out any unauthorised work on the car(s) either prior or after giving such notice; or
7.3.2 The defect arises because the Buyer failed to follow the sellers oral or written instructions as to the storage, installation, commissioning,
use or maintenance of the car(s) or (if there are none) good trade practice.
8. Risk and Property
8.1 Risk or damage to or loss of the Goods shall pass to the Buyer upon handover to the Buyer in accordance with the contract.
8.2 The property in the car(s) shall pass to the Buyer upon handover.
8.3 The car(s) remain the property of the Seller until full payment is made by the Buyer.
9. Assignment
9.1 The buyer may assign the Contract or any part of it to any person, firm or company.
9.2 The Seller shall not be entitled to assign the Contract or any part of it without the prior written consent of the Buyer.
10. Warranty
10.1 The Seller warrants to the Buyer that the car(s):
10.1.1 will, both at the time of handover and for a reasonable time thereafter, be of the best available design, quality, material and
workmanship and conform in all respects to the Order and Specification supplied or advised by the Buyer to the Seller;
10.1.2 will correspond with any relevant Specification of example; and
10.1.3 will comply with all statutory requirements and regulations relating to the sale of the car(s).
11. Remedies
11.1 Without prejudice to any other right or remedy which the buyer may have, if any goods are not supplied in accordance with, or the Seller
fails to comply with any of the terms of the Contract, the Buyer shall be entitled to avail itself of any one or more of the following
remedies at its discretion, whether or not any part of the Goods has been accepted by the Buyer:
11.1.1 at the Buyers option to give the Seller, at the Seller's expense, either to remedy any defect in the car(s) or to supply replacement Goods
and carry out any other necessary work to ensure that the terms of the Contract are fulfilled :
11.1.2 To carry out at the Seller's expense any work necessary to make the car(s) comply with the Contract, before final handover and
acceptance.
12. Termination
12.1 The Buyer shall be entitled to terminate the Contract without liability to the Seller by giving notice to the Seller at any time if:
12.1.1 The Seller makes any voluntary arrangement with its creditors (within the meaning of The Insolvency Act 1986) or (being an individual or
firm) becomes bankrupt or (being a company) becomes subject to an administration order or goes into liquidation (otherwise than for
the purpose of amalgamation or reconstruction); or
12.1.2 An encumbrancer takes possession, or a receiver is appointed, of any of the Seller's property or assets; or
12.1.3 The Seller ceases or threatens to cease, to carry on business; or
12.1.4 The Buyer reasonably apprehends that any of the events mentioned above is about to occur in relation to the Seller and notifies the
Seller accordingly.
13. Force Majeure
13.1 In the event that either party is prevented from fulfilling its obligations under this agreement by any reason of any supervening event
beyond its control, including, but not limited to war, national emergency, flood, earthquake, strike or lockout, the party shall not be
deemed to be in breach of its obligations under this Agreement. The party shall immediately give notice of this to to the other party and
must take all reasonable steps to resume performance of its obligations.
13.2 Each party shall be liable to pay to the other damages for any breach of this Agreement and all expenses and costs incurred by that party
in enforcing its rights under this Agreement.
13.3 If and when the period of such incapacity exceeds 6 (six) months then this Agreement shall terminate unless the parties first agree
otherwise in writing.
14. Communications
14.1 All communications between the parties about the Contract shall be in writing and shall be delivered by hand, or sent by pre-paid first
class post or sent by fax or sent by electronic mail:
14.1.1 (in the case of communications to the Seller) to its registered office or such changed address as should be notified to the Buyer by the
Seller: or
14.1.2 (in the case of communications to the Buyer) to the registered office of the addressee (if it is a company) or (in any other case) to the address of the Seller set out in any document which forms part of the Contract or such other address as shall be notified to the Seller by the Buyer.
14.2 Communications shall be deemed to have been received:
14.2.1 if sent by pre-paid first class post, two business days after posting (exclusive of the day of posting); or
14.2.2 if delivered by hand, on the day of delivery; or
14.2.3 if sent by fax or electronic mail on a business day prior to 4.00 pm, at the time of transmission and otherwise on the next business day.
14.3 Communications addressed to the Buyer shall be marked for the attention of the name on the Order.
14.4 Any notice required or permitted to be given to the other under these Conditions shall be in writing addressed to that other party at its
registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to the party
giving the notice.
15. Waiver
No waiver by the Buyer or any breach of Contract by the Seller shall be considered as a waiver of any subsequent breach of the same or
any other provision.
16. Severance
If any provisions of these Conditions are held by any competent authority to be invalid and or unenforceable in whole or in part the
validity of the other provisions of these Conditions and the remainder of the provisions in question shall not be affected thereby.
17. Third Party Rights
A person who is not a party to the Contract shall have no rights under the Contract pursuant to the Contacts (Rights of Third Parties)
Act 1999.
18. Governing Law and Jurisdiction
The Contact shall be governed by the laws of England and Wales and the parties agree to submit to the exclusive jurisdiction of the
English and Welsh Courts.
