U‐Pull‐It Terms and Conditions of Business
CONSUMERS: YOUR ATTENTION IS PARTICULARLY DRAWN TO THE PROVISIONS OF CLAUSE 11.3
1.1 The following terms apply in this document:
“Conditions”: these Terms and Conditions as amended from time to time;
“Consumer”: any natural person contracting with U‐Pull‐It for purposes which are outside his business, and for the avoidance of doubt, this excludes any body corporate, sole trader, partnership and any alternative or other business structure set up and recognised under UK and/or European Community law;
“Contract”: any contract between U‐Pull‐It and You for the sale and purchase of Parts or Vehicle(s), of which these Conditions form part;
“Contract Date”: the day on which the Time Slot is confirmed in writing pursuant to Clause 2.5 below or at any time between 9am and 5pm on the day on which You agree in writing to collect the Vehicle;
“Delivery”: shall take place at the moment of severance of the Parts from the Vehicle during the Time Slot or in the case of purchase of a Vehicle at the time the Contract was formed;
“Delivery Point”: the place where Delivery is to be effected;
"Guests": People aged 18 and over who you have as people who are going to assist you during the time slots whilst you are at a U-Pull-It location;
“Parts”: any used Vehicle parts to be purchased by You pursuant to the Contract;
“Safety Rules”: the rules which specify the way in which You must act at the Delivery Point and at U-Pull-It premises as amended from time to time and as displayed at the Delivery Point and/or on the Website;
“Time Slot”: the seven‐hour period from 9am to 4pm on the day You are booked to attend the Delivery Point;
“U‐Pull‐It”: U‐Pull‐It Limited, a company registered in England and Wales with company number 6749453 and whose registered office is situated at Acrey Fields, Woburn Road, Wootton, Bedfordshire, MK43 9EJ;
“Vehicle”: a motor vehicle described in Clause 4.1 below You have selected to purchase or from which You will sever the Parts during the Time Slot;
“Website”: www.u‐pull‐it.co.uk or www.upullit.co.uk; and
“You”: the person, firm, partnership or body corporate who enters into the Contract to purchase Parts or Vehicle(s) from U‐Pull‐It and “Your” and “Yourself” shall be construed accordingly.
1.2 A reference to a law is a reference to it as it is in force for the time being taking account of any amendment, extension, application or re‐enactment and includes any subordinate legislation for the time being in force made under it. Words in the singular include the plural and in the plural include the singular. A reference to one gender includes a reference to the other gender and to the neuter. Clause headings do not affect the interpretation of these Conditions.
2. Application of Terms
2.1 Subject to any variation under clause 2.3, the Contract shall incorporate and be concluded on these Conditions to the exclusion to the fullest extent permitted by law of all other terms and conditions whether express or implied (including any terms or conditions which You purport to apply under any purchase order, confirmation of order, specification or other document).
2.2 No terms or conditions endorsed on, delivered with or contained in Your purchase order, confirmation of order, specification or other document shall form part of the Contract.
2.3 These Conditions apply to all U‐Pull‐It’s sales of Vehicles, Parts and associated services and any variation to these Conditions and any representations about Vehicles or Parts shall have no effect unless expressly agreed in writing and signed by an authorised signatory of U‐Pull‐It. By entering into the Contract You acknowledge that You have not relied on any statement, promise, representation or warranty made or given by or on behalf of U‐Pull‐It which is not set out in these Conditions. Nothing in this clause shall exclude or limit U‐Pull‐It’s liability for fraudulent misrepresentation.
2.4 Each order for Vehicle(s) or Parts by U‐Pull‐It from You shall be deemed to be an offer by You to buy Vehicle(s) or Parts subject to these Conditions.
2.5 No order placed by You shall be deemed to be accepted by U‐Pull‐It until a written acknowledgement is issued by U‐Pull‐It. Such written notice shall be either (a) in the case of orders placed through the Website, an email acknowledgement or (b) in the case of orders placed at the place of business of U‐Pull‐It, a receipt.
2.6 You shall ensure that the terms of Your order and any applicable specification are complete and accurate.
2.7 U‐Pull‐It shall be entitled to change or cancel Your Time Slot by giving You such notice as U‐Pull‐It deems reasonable in the circumstances.
2.8 If You are a Consumer and have entered into a Contract through the Website, You shall be entitled to cancel the Contract within 7 days of the Contract Date. No notice of cancellation shall be effective unless such notice of cancellation has been received before U‐Pull‐It has started the provision of the services. Any such cancellation should be intimated to U‐Pull‐It in writing, marked ‘CANCELLATION’, should include full details of the Contract including any reference number and should be sent to U‐Pull‐It’s registered office. On such cancellation, U‐Pull‐It shall refund the price of the Contract less any associated administration costs.
3. Description and Extent of Parts
3.1 All drawings, descriptive matter, specifications and advertising issued by U‐Pull‐It and any descriptions or illustrations contained in U‐Pull‐It’s advertising materials, publicity brochures or the Website are issued or published for the sole purpose of giving an approximate idea of the Parts described in them. They shall not form part of the Contract.
3.2 By arranging a Time Slot to sever the Parts from the Vehicle You acknowledge that You understand You are not buying that Vehicle from U‐Pull‐It and, as such, that You do not acquire any title to the Vehicle from which You harvest Parts and You shall not become the registered keeper of such Vehicle and that You will not get a log book for that Vehicle.
3.3 You acknowledge that You understand You are buying those parts of the Vehicle that You can remove and take away Yourself within the Time Slot, EXCEPT:
(a) the battery;
(b) any catalytic converter in the Vehicle; and
(c) the Vehicle’s frame.
3.4 You acknowledge that You understand You may not purchase the Vehicle’s catalytic converter or frame under any circumstances.
3.5 You may purchase a battery at an additional price.
3.6 You may purchase the engine and/or the gearbox, in which case U‐Pull‐It shall, once all internal fluids have been drained, remove such parts on Your behalf at an extra charge.
3.7 At the end of Your Time Slot U‐Pull‐It will retain the Vehicle and You will have no further right of access to it.
4. Description of Vehicle(s)
4.1 U‐Pull‐It is in the business of selling vehicles and parts from vehicles, which are accident damaged, recovered stolen, low-value and/or used motor vehicles. Those vehicles are likely not to be in a roadworthy condition without substantial repair and restoration or at all.
4.2 You acknowledge and agree that a Vehicle sold by U-Pull-It is sold for the purpose of You harvesting any re-usable and repairable parts from that Vehicle (the “Recommended Purpose”) and that the Vehicle is not fit to be used for any other purpose.
4.3 If You intend to purchase a Vehicle for any other use than the Recommended Purpose, You must use your own skill and judgment, or that of an independent adviser in deciding whether the Vehicle is suitable for that other use.
4.4 You acknowledge and agree that any information provided to You by U‐Pull‐It in respect of the Vehicle, whether provided in written, oral or digital image form (the “Vehicle Information”) may be inaccurate and incomplete as it is often provided by U-Pull-It in good faith reliance on information disclosed to U-Pull-It by a third party without U-Pull-It’s knowledge or investigation of the Vehicle’s condition, description or status. Vehicle Information (which may include without limitation information about year, make, model, condition, damage amount, damage type, roadworthiness, driveability, accessories, mileage, odometer readings, vehicle identification numbers, title, repairs needed, repair cost, repair history, title history, service history and total loss history) is provided for Your convenience only and should not be relied on when deciding whether to purchase the Vehicle(s) or the Parts.
4.5 U‐Pull‐It is not liable if you rely on the Vehicle Information and on any and all representations (written or verbal), warranties and guarantees regarding Vehicle(s) sold by U‐Pull‐It, except for those set out in these Conditions.
4.6 U-Pull-It puts You on notice that Vehicle(s) may be missing components or parts and that U‐Pull‐It does not guarantee that Vehicle(s) meet or can be modified to meet local emission and/or safety requirements.
4.7 It is Your responsibility to ascertain, confirm, research, inspect and/or investigate to your satisfaction a Vehicle and any and all Vehicle Information prior to deciding whether You wish to purchase a Vehicle or Parts offered for sale by U‐Pull‐It.
4.8 If you are a Consumer, in addition to Your statutory rights and the other provisions of these Conditions, U-Pull-It will, for 7 days after the Contract Date, issue You with a refund of the purchase price for any Vehicle You have purchased PROVIDED THAT You return the Vehicle to the Delivery Point in the same condition in which You purchased it along with all original receipts and documentation You were given at the time of purchase. (If you are not a Consumer, all Vehicle sales are final.)
5. Your Obligations
5.1 You acknowledge that You have seen and read the Safety Rules and agree that You will abide by the Safety Rules at all times and in all respects while You are at the U-Pull-It premises.
5.2 You acknowledge and agree that You and all Your Guests will comply with any and all safety and/or procedural instructions that You may be given by any employee of U‐Pull‐It during the Time Slot or while at U-Pull-It’s premises. If You fail to comply with any such instructions or You otherwise fail to comply with the Safety Rules U‐Pull‐It reserves the right, at its discretion, to require You to cease work on the Vehicle and to leave the Delivery Point and/or U-Pull-It premises. In such circumstances U‐Pull‐It will have no liability to You for any loss You may have suffered and You will not be given a refund.
5.3 You understand that U‐Pull‐It will not provide You with any tools and that You must bring Your own tools when You come to harvest the Parts. You may bring hand tools and battery‐powered tools with You but You may not use or bring with You any power tools or any cutting/grinding equipment.
5.4 You shall provide at the Delivery Point and at Your expense adequate and appropriate equipment for You and Your Guests to assist You with removing and loading the Parts from or loading the Vehicles at the Delivery Point.
5.5 It is Your responsibility to check the Website regularly for any changes which may affect the terms of the Contract (including but not limited to any changes to U‐Pull‐It’s price list, Safety Rules or these Conditions).
5.6 If you arrange a Time Slot to sever Parts from a Vehicle You must attend the Delivery Point at the Time Slot. If you arrange to purchase a Vehicle you must attend the Delivery Point on the Contract Date.
5.7 If You are not present at the Delivery Point at the start of the Time Slot:
(a) risk in the Vehicle shall pass to You at the start of the Time Slot; and
(b) U‐Pull‐It shall store the Vehicle on Your behalf until the sooner of:
(i) the end of any rescheduled agreed Time Slot for You for that Vehicle, whereupon You shall be liable for all related costs and expenses (including without limitation storage, insurance and administration costs); or
(ii) the passing of thirty (30) days from the date of Your initial Time Slot, whereupon U‐Pull‐It may re‐list the Vehicle or Parts for sale to a third party and refund to You the price previously paid by You in respect of the Contract less any associated costs (including without limitation storage, insurance and any administration costs).
5.8 If You do not collect the Vehicle on the Contract Date:
(a) risk in the Vehicle shall pass to You at 5pm on the Contract Date; and
(b) U-Pull-It shall store the Vehicle on Your behalf until the sooner of:
(i) 5pm on any rescheduled agreed Contract Date for You for that Vehicle, whereupon You shall be liable for all related costs and expenses (including without limitation storage, insurance and
administration costs); or
(ii) the passing of thirty (30) days from the date of Your initial Contract Date, whereupon U‐Pull‐It may re‐list the Vehicle for sale to a third party and refund to You the price previously paid by You in respect of that Contract less any associated costs (including without limitation storage, insurance and any administration costs).
5.9 Storage, insurance and administration costs (which may change from time to time) are displayed at the Delivery Point and on the Website.
6.1 Subject to clauses 5.7 and 5.8 (as may be appropriate), the risk in the Vehicle(s) or Parts will pass to You upon Delivery.
6.2 Ownership of the Vehicle(s) or Parts shall pass to You upon the later of (a) Delivery, and (b) U‐Pull‐It recovering payment in full (in cash or cleared funds) all sums due to it in respect of:
(a) the Vehicle(s) or Parts; and
(b) all other sums which are due or which become due to U‐Pull‐It from You on any account.
6.3 U‐Pull‐It shall be entitled to recover payment for the Vehicle(s) or Parts in full on the Contract Date notwithstanding that ownership of the Vehicle(s) or any of the Parts has not passed from U‐Pull‐It.
7. Price of Vehicle(s) and/or Parts
7.1 Unless otherwise agreed by U‐Pull‐It in writing, the price for the Vehicle(s) or Parts shall be the price set out in U‐Pull‐It’s price list as published on the Website on the Contract Date.
7.2 The price for the Vehicle(s) or Parts shall be exclusive of any value added tax and all costs or extra charges in relation to packaging, loading, unloading, carriage and/or insurance or any other charge howsoever arising, all of which charges shall be paid for in addition to the price for the Parts or Vehicle(s) on the Contract Date.
7.3 Deposits are not refundable.
8.1 Payment of the price for the Vehicle(s) or Parts is due in pounds sterling on the Contract Date.
8.2 Time for payment shall be of the essence.
8.3 No payment shall be deemed to have been received until U‐Pull‐It has received cleared funds.
8.4 You shall make all payments due under the Contract in full without any deduction whether by way of set‐off, counterclaim, discount, abatement or otherwise.
8.5 U-Pull-It may at any time, without notice to You, set off any liability of You to U-Pull-It against any liability of U-Pull-It to You, whether any such liability is present or future, liquidated or unliquidated, under these Conditions or not. Any exercise by U-Pull-It of its rights under this clause 8.5 shall be without prejudice to any other rights or remedies available to it.
8.6 If You fail to pay U‐Pull‐It any sum due pursuant to the Contract, You shall be liable to pay interest to U‐Pull‐It on such sum from the due date for payment at the annual rate of five per cent (5%) above the base lending rate from time to time of Barclays Bank plc, accruing on a daily basis until payment is made, whether before or after any judgment. U‐Pull‐It reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
9. Quality of Vehicle(s) or Parts
9.1 U‐Pull‐It warrants that (subject to the other provisions of these Conditions) on Delivery, the Vehicle(s) or Parts shall be of satisfactory quality within the meaning of the Sale of Goods Act 1979 taking into account (a) the description of the Vehicle(s) set out in Clause 4 above and the Parts as having been taken from such Vehicles, (b) their price, and (c) all the other relevant circumstances.
9.2 U‐Pull‐It shall not be liable for a breach of the warranty in clause 9.1 above unless:
(a) You give written notice of the defect to U‐Pull‐It within seven (7) days of the time when You discover or ought to have discovered the defect; and
(b) U‐Pull‐It is given a reasonable opportunity after receiving such notice to examine such Vehicle(s) or Parts and You (if asked to do so by U‐Pull‐It) return such Vehicle(s) or Parts to the Delivery Point at U‐Pull‐It’s cost for the examination to take place there.
9.3 U‐Pull‐It shall not be liable for a breach of the warranty in clause 9.1 if:
(a) You make any further use of such Vehicle(s) or Parts after giving notice under Clause 9.2 (a); or
(b) the defect arises because You failed to follow U‐Pull‐It’s oral or written instructions as to the use of the Vehicle(s) or Parts or (if there are none) good trade practice; or
(c) You damage the Parts while harvesting them from the Vehicle or You alter or repair such Parts without the written consent of U‐Pull‐It; or
(d) You cause any further damage to the Vehicle(s) or You alter or repair such Vehicle(s) without the written consent of U-Pull-It.
9.4 Subject to clauses 9.2 and 9.3, if any of the Vehicle(s) or Parts do not conform with the warranty in clause 9.1 U‐Pull‐It shall, at its option, repair or replace such Vehicle(s) or Parts or refund the price of such Vehicle(s) or Parts to such an amount as U‐Pull‐It deems to be reasonable given the nature and value of the defective Vehicle(s) or Parts, provided that, if U‐Pull‐It so requests, You shall, at U‐Pull‐It’s
expense, return the Vehicle(s) or Parts to the Delivery Point.
9.5 On compliance with clause 9.4, U‐Pull‐It shall have extinguished any and all further liability to You in respect of such Vehicle(s) or Parts.
10. LIMITATION OF LIABILITY – GENERAL
10.1 SUBJECT TO THE OTHER PROVISIONS OF THESE CONDITIONS U‐PULL‐IT SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT OR CONSEQUENTIAL LOSS (ALL THREE OF WHICH TERMS INCLUDE WITHOUT LIMITATION PURE ECONOMIC LOSS, LOSS OF PROFITS, LOSS OF BUSINESS, DEPLETION OF GOODWILL OR ANY SIMILAR LOSS), COSTS, DAMAGES, CHARGES OR EXPENSES CAUSED DIRECTLY OR INDIRECTLY BY ANY DELAY TO YOUR TIME SLOT, NOR SHALL ANY DELAY ENTITLE YOU TO TERMINATE OR RESCIND THE CONTRACT.
10.2 THE FOLLOWING PROVISIONS SET OUT THE ENTIRE FINANCIAL LIABILITY OF U‐PULL‐IT (INCLUDING ANY LIABILITY FOR THE ACTS OR OMISSIONS OF ITS EMPLOYEES, AGENTS AND SUB‐CONTRACTORS) TO YOU IN RESPECT OF:
(a) ANY BREACH OF THESE CONDITIONS;
(b) ANY USE MADE OR RESALE BY YOU OF ANY OF THE VEHICLE(S)
OR PARTS, OR OF ANY PRODUCT INCORPORATING ANY OF THE PARTS; AND
(c) ANY REPRESENTATION, STATEMENT, TORTIOUS OR DELICTUAL ACT OR OMISSION INCLUDING NEGLIGENCE ARISING UNDER OR IN CONNECTION WITH THE CONTRACT.
10.3 YOU CONFIRM THAT IT IS REASONABLE FOR U‐PULL‐IT, GIVEN THE NATURE OF ITS BUSINESS, TO RELY UPON THESE RESTRICTIONS, LIMITATIONS AND WHERE APPROPRIATE EXCLUSIONS OF LIABILITY AND YOUR PURCHASE OF GOODS AND USE OF THE SERVICES PROVIDED BY U‐PULL‐IT IS EXPRESSLY ON THE BASIS THAT THESE TERMS HAVE BEEN READ BY YOU, UNDERSTOOD BY YOU AND YOU ACCEPT THAT IN THE CIRCUMSTANCES THEY ARE REASONABLE.
11. LIMITATION OF LIABILITY – IF YOU ARE A CONSUMER
11.1 ALL WARRANTIES, CONDITIONS AND OTHER TERMS IMPLIED BY STATUTE OR COMMON LAW ARE (SAVE FOR THE CONDITIONS IMPLIED BY SECTION 12 OF THE SALE OF GOODS ACT 1979), TO THE
FULLEST EXTENT PERMITTED BY LAW, EXCLUDED FROM THE CONTRACT.
11.2 NOTHING IN THESE CONDITIONS EXCLUDES OR LIMITS THE LIABILITY OF U‐PULL‐IT:
(a) FOR DEATH OR PERSONAL INJURY CAUSED BY U‐PULL‐IT’S NEGLIGENCE;
(b) UNDER SECTION 2(3) OF THE CONSUMER PROTECTION ACT 1987;
(c) FOR ANY MATTER WHICH IT WOULD BE ILLEGAL FOR U‐PULL‐IT TO EXCLUDE OR ATTEMPT TO EXCLUDE ITS LIABILITY; OR
(d) FOR FRAUD OR FRAUDULENT MISREPRESENTATION.
11.3 SUBJECT TO THE OTHER PROVISIONS OF THIS CLAUSE 11, U‐PULL‐IT’S TOTAL LIABILITY IN CONTRACT, TORT, DELICT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), MISREPRESENTATION, RESTITUTION OR OTHERWISE, ARISING IN CONNECTION WITH THE PERFORMANCE OR CONTEMPLATED PERFORMANCE OF THE CONTRACT SHALL BE LIMITED TO THE CONTRACT PRICE.
11.4 YOU HEREBY ACKNOWLEDGE THAT U‐PULL‐IT’S BUSINESS IS THAT OF SELLING ACCIDENT‐DAMAGED, INSURANCE WRITE‐OFF, OR USED VEHICLES AND/OR THEIR PARTS. YOU HEREBY ACKNOWLEDGE THAT YOU ARE A COMPETENT MOTOR MECHANIC AND UNDERSTAND THE POTENTIAL RISKS OF REPAIRING AND/OR RESTORING SUCH VEHICLES AND/OR USING PARTS FROM SUCH VEHICLES. AS SUCH YOU ACCEPT THAT IT IS REASONABLE FOR U‐PULL‐IT TO EXCLUDE, RESTRICT OR LIMIT (AS THE CASE MAY BE) ITS OBLIGATIONS TO YOU IN RESPECT OF THE VEHICLE(S) AND PARTS.
11.5 YOU ACKNOWLEDGE AND AGREE THAT THE VEHICLE(S) AND PARTS ARE NOT REPRESENTED TO BE IN A ROADWORTHY CONDITION, MECHANICALLY SOUND OR MAINTAINED AT ANY LEVEL OF QUALITY WHATSOEVER. THE VEHICLE(S) MAY NOT BE FIT FOR ANY OTHER THAN THE RECOMMENDED PURPOSE AND THE PARTS MAY NOT BE FIT FOR USE IN ROADWORTHY VEHICLES. THE VEHICLE(S) AND PARTS MAY REQUIRE SUBSTANTIAL REPAIRS AT YOUR EXPENSE. THE VEHICLE(S) AND PARTS MAY NOT BE OF SATISFACTORY QUALITY, TAKING INTO ACCOUNT ALL CONSIDERATIONS, INCLUDING WITHOUT LIMITATION THE PRICE YOU PAY FOR THEM.
12. Limitation of liability – if you are not a Consumer
12.1 The following provisions set out the entire financial liability of U‐Pull‐It (including any liability for the acts or omissions of its employees, agents and sub‐contractors) to You in respect of:
(a) any breach of these Conditions;
(b) any use made or resale by You of any Vehicle(s) or Parts, or of any product incorporating any of the Parts; and
(c) any representation, statement, tortious or delictual act or omission including negligence arising under or in connection with the Contract.
12.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
12.3 Nothing in these Conditions excludes or limits the liability of U‐Pull‐It:
(a) for death or personal injury caused by U‐Pull‐It’s negligence;
(b) for any matter which it would be illegal for U‐Pull‐It to exclude or attempt to exclude its liability; or
(c) for fraud or fraudulent misrepresentation.
12.4 Subject to the other provisions of this clause 12, U‐Pull‐It’s total liability in contract, tort, delict (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the price of the Contract.
12.5 You hereby acknowledge that U‐Pull‐It’s business is that of selling Vehicles as described in Clause 4.2 or Parts from those Vehicles. You hereby acknowledge and represent that You are a trader in such Vehicles and/or Parts and whether or not this is Your first occasion that You are contracting with U‐Pull‐It, You are purchasing any Vehicles or Parts with a view to Your trade and with a view to a profit. As such You accept that it is reasonable for U‐Pull‐It to exclude, restrict or limit (as the case may be) its obligations to You in respect of the Vehicles or Parts it offers for sale.
12.6 All Vehicles and Parts offered by U‐Pull‐It are sold “As is where is”. “As is where is” sales are sales without any express or implied warranty (including without limitation any warranty of fitness for a particular purpose or satisfactory quality). U‐Pull‐It expressly disclaims the accuracy or completeness of any and all Vehicle Information. U‐Pull‐It expressly disclaims any and all representations, whether
written or verbal, warranties and guarantees regarding Vehicles and Parts sold by U‐Pull‐It. U‐Pull‐It does not guarantee that Vehicles and Parts meet or can be modified to meet local emission and/or safety requirements. It is Your responsibility to ascertain, confirm, research, inspect and/or investigate to Your satisfaction the Vehicles and/or Parts and any and all Vehicle Information prior to deciding whether You wish to purchase any Vehicles or Parts offered for sale by U‐Pull‐It.
12.7 You agree that all U‐Pull‐It’s Vehicles and Parts are sold “As is, where is” and are not represented to be in a roadworthy condition, mechanically sound or maintained at any level of quality whatsoever. The Vehicles and Parts may not be fit for purpose as a means of transportation or for any other purpose and may require substantial repairs at Your expense. The Vehicles and/or Parts may not be of satisfactory quality, taking into account all considerations, including but not limited to the price You pay for any Vehicles or Parts offered for sale by U‐Pull‐It.
12.8 You hereby confirm that it is reasonable for U-Pull-It given the nature of its business and the fact that You are a trader in the Vehicles and/or Parts, to rely upon these restrictions, limitations and where appropriate exclusions of U‐Pull‐It’s liability and Your purchase of Vehicles and/or Parts is expressly on the basis that these Conditions have been read by You, understood by You and You accept that in the circumstances they are reasonable.
13. Assignment of Contract
U‐Pull‐It may assign the Contract or any part of it to any person, firm or company. You shall not be entitled to assign the Contract or any part of it without the prior written consent of U‐Pull‐It.
14. Force Majeure
U‐Pull‐It reserves the right to defer or cancel Your Time Slot the date of delivery or to cancel the Contract or reduce the volume of the Vehicles or Parts ordered by You (without liability to You) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond its reasonable control including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock‐outs, strikes or other labour disputes (whether or not relating to U‐Pull‐It’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of thirty (30) days, You shall be entitled to give notice in writing to U‐Pull‐It to terminate the Contract.
15.1 All communications between the parties about the Contract shall be in writing and delivered by hand or sent by pre‐paid first class post:
(a) (in case of communications to U‐Pull‐It) to its registered office or such changed address as shall be notified to You by U‐Pull‐It; or
(b) (in the case of the communications to You) to the registered office of the addressee (if You are a company) or (in any other case) to any address set out in any document which forms part of the Contract or such other address as shall be notified to U‐Pull‐It by You.
15.2 Communications shall be deemed to have been received:
(a) if sent by pre‐paid first class post, two days (excluding weekends and public holidays) after posting (exclusive of the day of posting); or
(b) if delivered by hand on a working day prior to 4pm, on the day of delivery and otherwise at 9.30am on the next working day.
15.3 Communications addressed to U‐Pull‐It shall be marked for the attention of the Company Secretary.
16.1 Each right or remedy under the Contract is without prejudice to any other right or remedy whether under the Contract or not.
16.2 If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect.
16.3 Failure or delay by either party to the Contract in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract.
16.4 Any waiver by either party to the Contract of any breach of, or any default under, any provision of the Contract by the other party shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract.
16.5 The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
16.6 If You are a Consumer, no provision of the Contract will adversely affect Your statutory rights as a Consumer.
16.7 If You are EITHER a Consumer living in England or Wales OR a trade buyer based anywhere, the formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts. If You are a Consumer living in Scotland, the formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by Scottish law and the parties submit to the exclusive jurisdiction of the Scottish courts.
Version 3.0, 14 January 2014