SYNERGY AUTOMOTIVE LTD TRADING AS SYNERGY CAR LEASING TERMS OF BUSINESS2019:

Synergy Automotive Ltd trading as Synergy Car Leasing is:

A Limited Company registered in England 1st December 2006: No 6015644

Registered with the British Vehicle Rental and Leasing Association (BVRLA): No 1684 (www.bvrla.co.uk)

Registered with the information Commissioner’s office, Data Protection No: Z9922966

Synergy Automotive Ltd is authorised & regulated by the Financial Conduct Authority (FCA), No 660618

INTERPRETATION

1.1         The definitions and rules of interpretation in this condition apply in these conditions.

1.2         Buyer: the person, firms or company referred to in the Contract who purchases the Goods from the Company.

Company: Synergy Automotive Ltd trading as Synergy Car Leasing

Contract: the order form between the Company and the Buyer for the sale and purchase of the Goods, incorporating these conditions.

Delivery Point: the place where delivery of the Goods is to take place under condition 3.

Goods: the vehicle and items included in the sale agreed and defined in the Contract to be supplied to the Buyer by the Company.

2.         TERMS AND CONDITIONS

2.1         The Contract shall be on these conditions to the exclusion of all other terms and conditions. All orders are accepted by the Company pursuant only to these conditions and may not be altered except with the written agreement of the Company

2.2         Each order or acceptance of a quotation for Goods by the Buyer from the Company shall be deemed to be an offer by the Buyer to buy Goods subject to these conditions.

3.         DELIVERY

3.1         Delivery of the Goods shall be made to the Buyer at the delivery address referred to in the Contract.

3.2         Any dates specified by the Company for delivery of the Goods are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.

3.3         The Company shall not be liable for any delay in delivery of the Goods or failure to deliver the Goods in a reasonable time whether such delay or failure is caused by the Company’s negligence or otherwise.

4.         RISK/TITLE

4.1         The Goods are at the risk of the Buyer from the time of delivery.

4.2         Ownership of the Goods shall not pass to the Buyer until the Company has received in full (in cash or cleared funds) all sums due to it in respect of:

(a)      the Goods; and

(b)      all other sums which are or which become due to the Company from the Buyer on any account.

4.3         Until ownership of the Goods has passed to the Buyer, the Buyer shall:

(a)      hold the Goods on a fiduciary basis as the Company's bailee;

(b)      store the Goods (at no cost to the Company) separately from all other goods of the Buyer or any third party in such a way that they remain readily identifiable as the Company's property;

(c)       not destroy, deface or obscure any identifying mark or packaging on or relating to the Goods; and

(d)      maintain the Goods in satisfactory condition and keep them insured on the Company's behalf for their full price against all risks to the reasonable satisfaction of the Company. On request the Buyer shall produce the policy of insurance to the Company.

4.4         The Company shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods has not passed from the Company.

4.5         The Buyer grants the Company, its agents and employees an irrevocable licence at any time to enter any premises where the Goods are or may be stored in order to inspect them, or, where the Buyer's right to possession has terminated, to recover them. Where the Company is unable to determine whether any Goods are the goods in respect of which the Buyer's right to possession has terminated, the Buyer shall be deemed to have sold all goods of the kind sold by the Company to the Buyer in the order in which they were invoiced to the Buyer.

4.6         Where the Buyer is acquiring the Goods on hire purchase or lease finance ownership does not pass to the Buyer in any event and remains with the respective finance company.

4.7         On termination of the Contract, howsoever caused, the Company's (but not the Buyer's) rights contained in this condition 4 shall remain in effect.

5.         PRICE

5.1         Unless otherwise agreed by the Company in writing, the price for the Goods shall be the price set out in the Contract.

5.2         The price for the Goods shall be exclusive of any value added tax for a business and inclusive for an individual in both cases the VAT is payable at the prevailing rate.

6.        PAYMENT

6.1         Payment of a sourcing fee and holding deposit as set out in the Contract is due in pounds sterling at the time an order for Goods is placed.

6.2         Final payment as set out in the Contract is due in pounds sterling prior to delivery of Goods.

6.3         Time for payment shall be of the essence.

6.4         No payment shall be deemed to have been received until the Company has received cleared funds.

6.5         All payments payable to the Company under the Contract shall become due immediately on its termination despite any other provision.

6.6         The Buyer shall make all payments due under the Contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Buyer has a valid court order requiring an amount equal to such deduction to be paid by the Company to the Buyer.

6.7         If the Buyer fails to pay the Company any sum due pursuant to the Contract, the Buyer shall be liable to pay interest to the Company on such sum from the due date for payment at the annual rate of 4% above the base lending rate from time to time of Royal Bank of Scotland, accruing on a daily basis until payment is made, whether before or after any judgment.

7.         QUALITY

7.1         The Company is not the manufacturer of the Goods; the Company shall endeavour to transfer to the Buyer the benefit of any manufacturer warranty or guarantee given to the Company. The Buyer must read the manufacturer warranty or guarantee upon receiving it.

7.2         The Company warrants that (subject to the other provisions of these conditions) upon delivery the Goods shall:

(a)      be of satisfactory quality within the meaning of the Sale of Goods Act 1979;

(b)      be reasonably fit for purpose

7.3         The Company shall not be liable for a breach of the manufacturer warranty or guarantee.

7.4         If the Goods have the benefit of any manufacturer warranty or guarantee the Buyer must first give written notice of the defect to the manufacturer and claim through the manufacturer.

7.5         The Company shall not be liable for a breach of the warranties in condition 7.2 unless:

(a)      the Buyer gives written notice of the defect to the Company, and, if the defect is as a result of damage in transit to the carrier, within 7 days of the time when the Buyer discovers or ought to have discovered the defect; and

(b)      the Company is given a reasonable opportunity after receiving the notice of examining such Goods and the Buyer (if asked to do so by the Company) returns such Goods to the Company's place of business at the Company's cost for the examination to take place there.

7.6         Subject to condition 7.5, if any of the Goods do not conform with the warranties in condition 7.2 the Company shall at its option repair or replace such Goods (or the defective part) or refund the price of such Goods at the pro rata Contract rate provided that, if the Company so requests, the Buyer shall, at the Company's expense, return the Goods or the part of such Goods which is defective to the Company.

7.7         If the Company complies with condition 7.6 it shall have no further liability for a breach of the warranties in condition 7.2 in respect of such Goods.

8.         FINANCE PRODUCTS INCLUDING CONTRACT HIRE, PCP, HIRE PURCHASE OR FINANCE LEASE

8.1         The company is not independent and offers products provided by carefully selected automotive finance providers. 

8.2         In the event that the Buyer is acquiring the vehicle through contract hire, hire purchase or by lease (so that legal ownership of the goods does not vest in the Buyer) and the Buyer fails to take delivery of the goods certain costs apply. If you have a regulated agreement and you have agreed that we start work immediately by signing the contract and fail to take delivery of the Goods, you will be liable for the costs of any service delivered which will be equal to one month’s rental (+VAT) of the vehicle ordered; in addition our vehicle sourcing charge is non-refundable if you choose to cancel your order for any reason after 14 days of the point of order.  If you have a non-regulated agreement and you have agreed that we start work immediately by signing the contract and fail to take delivery of the Goods, you will be liable for the costs of any service delivered which will be equal to three months’ rental (+VAT) of the vehicle ordered; in addition the vehicle sourcing charge in non-refundable if you choose to cancel your order for any reason at any time.

8.3         Clause 8.1 above applies in all instances referred to in that clause except where the same may be contrary to law and in particular the Consumer  Credit Act 1974 (as amended).

8.4         The company may receive a payment or connected incentive from the parties involved in the transaction. This information can be disclosed to an individual on request in line with our calculation.

9.         LIMITATION OF LIABILITY

Subject to condition 3 and condition 7, the following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Buyer in respect of:

(a)      any breach of these conditions;

(b)      any use made or resale by the Buyer of any of the Goods, or of any product incorporating any of the Goods; and

(c)       any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.

9.2         All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.

9.3         Nothing in these conditions excludes or limits the liability of the Company: 

(a)      for death or personal injury caused by the Company's negligence; or

(b)      under section 2(3), Consumer Protection Act 1987; or

(c)       for any matter which it would be illegal for the Company to exclude or attempt to exclude its liability; or

(d)      for fraud or fraudulent misrepresentation.

Subject to condition 9.2 and condition 9.3:    

(e)      the Company's total liability in contract, tort (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; and

(f)       the Company shall not be liable to the Buyer for loss of profit, loss of business, or depletion of goodwill in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.

10.    FORCE MAJEURE

The Company reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability to the Buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Company 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 either party'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 90 days, the Buyer shall be entitled to give notice in writing to the Company to terminate the Contract.

11.     GENERAL

11.1       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.

11.2       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.