Terms and Conditions

The information contained in this website is for general information purposes only. The information is provided by Toomey Motor Group and while we endeavour to keep the information up to date and correct, we make no representations or warranties of any kind, express or implied, about the completeness, accuracy, reliability, suitability or availability with respect to the website or the information, products, services, or related graphics contained on the website for any purpose. Any reliance you place on such information is therefore strictly at your own risk.

All prices on this website are subject to change without notice. Whilst we make every effort to provide you the most accurate, up-to-date information - occasionally, one or more vehicles on our website may be mis-priced. In the event a vehicle is listed at an incorrect price due to typographical, photographic, or technical error, Toomey Motor Group shall have the right to refuse or cancel any orders placed for vehicle listed at the incorrect price.

Any finance, insurance, loan, contract hire or similar payment plans and quotations featured on this website are based on average figures and calculations and may not be representative of the actual figures you may receive. All plans and quotations are defined by terms and conditions and are subject to status.

In no event will we be liable for any loss or damage including without limitation, indirect or consequential loss or damage, or any loss or damage whatsoever arising from loss of data or profits arising out of, or in connection with, the use of this website.

Every effort is made to keep the website up and running smoothly. However, Toomey Motor Group takes no responsibility for, and will not be liable for, the website being temporarily unavailable due to technical issues beyond our control.

General PCP Financial Terms

RETAIL CUSTOMERS ONLY. Finance subject to status. Authorised and regulated by the Financial Conduct Authority. We can introduce to a limited number of carefully selected credit providers who may be able to offer you finance for your purchase. We are only able to offer finance products from these providers. You must be 18 or over and a UK resident (excluding Isle of Man and Channel Islands). Guarantees/indemnities may be required. PCP finance product. At the end of the agreement there are three options: i) Pay the optional final payment to own the vehicle, ii) Return the vehicle, or iii) Replace: Part Exchange the vehicle where equity is available. Valid on cars ordered and registered before 31 December 2019 unless otherwise stated on offer page. Information correct at time of publishing. Toomey Group reserves the right to amend/withdraw offers at any time. Toomey Motor Group Southend, Rochford, Cherry Orchard Way, Automotive Retail Park, SS41GP, Essex. Toomey Motor Group Basildon Service House,West Mayne, Basildon Essex, SS15 6RW. Images for promotional purposes only. Offer not available in conjunction with any other offer. Offer subject to vehicle availability. Information correct at time of broadcast. 

General HP Financial Terms

RETAIL CUSTOMERS ONLY. Finance subject to status. Authorised and regulated by the Financial Conduct Authority. We can introduce to a limited number of carefully selected credit providers who may be able to offer you finance for your purchase. We are only able to offer finance products from these providers. You must be 18 or over and a UK resident (excluding Isle of Man and Channel Islands). Guarantees/indemnities may be required. PCP finance product. At the end of the agreement you will own the vehicle. Valid on cars ordered and registered before 31 December 2019 unless otherwise stated on offer page. Information correct at time of publishing. Toomey Group reserves the right to amend/withdraw offers at any time. Toomey Motor Group Southend, Rochford, Cherry Orchard Way, Automotive Retail Park, SS41GP, Essex. Toomey Motor Group Basildon Service House,West Mayne, Basildon Essex, SS15 6RW. Images for promotional purposes only. Offer not available in conjunction with any other offer. Offer subject to vehicle availability. Information correct at time of broadcast. 

Terms and Conditions for Consumers: servicing, repairs and supply of parts and accessories.

1. THESE TERMS
1.1 What these terms cover. These are the terms and conditions on which we supply parts to you, and/or perform servicing and repair work.
1.2 Why you should read them. Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide parts to you, how we will perform servicing and repair work, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Who we are. We are Toomey Motor Group Limited a company registered in England and Wales. Our company registration number is 00335325 and our registered office is at Service House, West Mayne, Basildon, Essex, SS15 6RW. Our registered VAT number is 31271800.
2.2 How to contact us. You can contact us by telephoning our customer service team at 01702 563 030 or by writing to us at enquiries@toomey.uk.com.
2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 "Writing" includes emails. When we use the words "writing" or "written" in these terms, this includes emails.
2.5 “Parts” includes vehicle parts and accessories. “Servicing and repair work” includes vehicle servicing and repair work. “Manufacturer” means the manufacturer of the parts and accessories or the vehicle.
3. OUR CONTRACT WITH YOU
3.1 How we will accept your order for servicing and repair work together with parts. Our acceptance of your order for servicing and repair work together with parts will take place when we have prepared a written description or specification for the servicing and repair work to be performed by us under your order (hereafter a “Job Card”) which you sign, at which point a contract will come into existence between you and us.
3.2 How we will accept your order for parts only. Our acceptance of your order for parts only will take place when we issue an invoice for the part and you pay to us (in cash or cleared funds) in full the sum due in advance, at which point a contract will come into existence between you and us.
3.3 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the servicing and repair work and/or parts. This might be because the part is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the servicing and repair work and/or part or because we are unable to meet a supply deadline you have specified.
3.4 We only sell to the UK. Our brochure and website are solely for the promotion of our parts in the UK. Unfortunately, we do not accept orders from or deliver to addresses outside the UK.
4. PARTS
4.1 Parts may vary slightly from their pictures. The images of the parts in our catalogue, brochure or on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device's display of the colours or the printed pictures in our brochure accurately reflects the colour of the parts. Your part may vary slightly from those images. Although we have made every effort to be as accurate as possible, because our parts are made by manufacturers, all sizes, weights, capacities, dimensions and measurements indicated on our website or in our catalogue or brochure may vary where this has been altered by the manufacturer.
4.2 Part packaging may vary. The packaging of the part may vary from that shown on images on our website or in our catalogue or brochure.
4.3 Making sure your measurements and specifications are accurate. If we (or the manufacturer) are making the part to measurements or specifications (including vehicle makes, models and specifications) you have given us you are responsible for ensuring that these measurements and specifications are correct.
5. YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the parts and/or servicing and repair work you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the parts and/or servicing and repair work, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
6. OUR RIGHTS TO MAKE CHANGES
6.1 Minor changes to the parts and/or servicing and repair work. We may change the part and/or servicing and repair work:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor technical adjustments and improvements, for example to address a safety issue.
These changes will not affect your use of the part.
6.2 More significant changes to the part. In addition, as we informed you in the description of the part in our catalogue, brochure or on our website, we may make the following changes to the part, but if we do so we will notify you and you may then contact us to end the contract and receive a full refund before the changes take effect:
(a) changes to the design or technical specification of a part where the manufacturer of that part has made such a change. These changes will not affect your use of the part.
6.3 More significant changes to the servicing and repair work and these terms. In addition to clause 6.2, we may make other changes to the servicing and repair work, or these terms, but if we do so we will notify you and you may then contact us to end the contract and receive a full refund for any servicing and repair work paid before the changes take effect.
7. PROVIDING THE PARTS AND/OR SERVICING AND REPAIR WORK
7.1 When we will provide the parts and/or servicing and repair work.
(a) If you are ordering parts. If you are ordering parts, we will let you know the estimated delivery date during the ordering process.
(b) If you are ordering one-off servicing and repair work. We will begin the servicing and repair work on the date set out in the Job Card. The estimated completion date for the servicing and repair work is as set out in the Job Card.
7.2 We are not responsible for delays outside our control. If our supply of the parts and/or performance of the servicing and repair work is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract in accordance with clause 8 and receive a refund for any parts you have paid for but not received.
7.3 Collection by you. If you have asked to collect the parts, and /or repaired or serviced vehicle from our premises, you can collect them from us at any time during our working hours of 8am to 6pm on weekdays (excluding public holidays) and 8am to 1pm on Saturdays.
7.4 If you do not re-arrange collection. If you do not collect the parts and/ or repaired or serviced vehicle from us as arranged, we will contact you for further instructions and may charge you for storage costs. If, despite our reasonable efforts, we are unable to contact you or re-arrange collection we may end the contract and clause 9.2 will apply.
7.5 Your legal rights if we supply the parts and/or perform the servicing and repair works late. You have legal rights if we supply any parts and/or perform the servicing and repair works late. If we miss the supply deadline for any parts and/or performance of the servicing and repair works then you may treat the contract as at an end straight away if any of the following apply:
(a) we have refused to supply the parts and/or perform the servicing and repair works;
(b) collection by you within the supply deadline was essential (taking into account all the relevant circumstances); or
(c) you told us before we accepted your order that collection by you within the supply deadline was essential.
7.6 Setting a new deadline for supply. If you do not wish to treat the contract as at an end straight away, or do not have the right to do so under clause 7.5, you can give us a new deadline for supply, which must be reasonable, and you can treat the contract as at an end if we do not meet the new deadline.
7.7 Ending the contract for late supply. If you do choose to treat the contract as at an end for late supply under clause 7.5 or clause 7.6, you can cancel your order for any of the parts and/or servicing and repair works. If you wish, you can reject or cancel the order for some of those parts and/or servicing and repair works (not all of them), unless in the case of parts, splitting them up would significantly reduce their value. After that we will refund any sums you have paid to us for the cancelled parts and/or servicing and repair works. If the parts have been collected you, you will have to return them to us.
7.8 When you become responsible for the part and/or serviced and repaired vehicle. The part and/or serviced and repaired vehicle will be your responsibility from the time you collect the part from us, or a carrier organised by you collects it from us.
7.9 When you own goods. You own a part or material supplied in the course of servicing and repair works once we have received payment in full.
7.10 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the parts and/or servicing and repair work to you, for example, vehicle mileage, registration and/or complete chassis number. We will ask you for this information during the ordering process. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (see clause 9.1) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the parts late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it. We will not be responsible for supplying an incorrect part if this is caused by you giving us incomplete or incorrect information.
7.11 Reasons we may suspend the supply of parts and/or performance of servicing and repair work to you. We may have to suspend the supply of a part or performance of a service and repair work to:
(a) deal with technical problems or make minor technical changes;
(b) update the part and/or service and repair work to reflect changes in relevant laws and regulatory requirements;
(c) comply with any recall on vehicles, parts or parts required by a manufacturer;
(d) make changes to the part and/or service and repair work as requested by you or notified by us to you (see clause 6).
7.12 Your rights if we suspend the supply of parts and/or performance of servicing and repair work. We will contact you in advance to tell you we will be suspending supply of the part or performance of a service and repair work, unless the problem is urgent or an emergency. If we have to suspend the part or service and repair work for longer than 30 days, we will adjust the price so that you do not pay for parts or servicing and repair work while they are suspended. You may contact us to end the contract for a part or service and repair work if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 30 and we will refund any sums you have paid in advance for the part in respect of the period after you end the contract.
7.13 We may also suspend supply of the parts and/or performance of servicing and repair work if you do not pay. If you do not pay us for the parts and/or servicing and repair work when you are supposed to (see clause 12.4) and you still do not make payment within 7 days of us reminding you that payment is due, we may suspend supply of the parts or performance of the servicing and repair work until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the parts or performance of the servicing and repair work. We will not suspend the parts and/or servicing and repair work where you dispute the unpaid invoice (see clause 12.6). We will not charge you for the parts and/or servicing and repair work during the period for which they are suspended. As well as suspending the parts and/or servicing and repair work we can also charge you interest on your overdue payments (see clause 12.5) and exercise a lien over any motor vehicle at our premises (see clause 9.5).
7.14 Removed parts. All parts removed by us from a vehicle in the course of repair and servicing Work shall, unless prior written notice to the contrary has been given by you, be deemed to be wholly abandoned to us with immediate effect and become our absolute property.
8. YOUR RIGHTS TO END THE CONTRACT
8.1 You can always end the contract (a) for the supply of a part before it has been completed; or (b) before the servicing and repair work has been performed. You may contact us to end your contract for (a) a part at any time before we have completed supplying it and you have paid for it; or (b) a service and repair work before they have been performed, but in some circumstances, we may charge you for doing so, as described below. Of course, you always have rights where a part is faulty or mis-described (see clause 10, "If there is a problem with the parts").
8.2 What happens if you have a good reason for ending the contract. If you are ending a contract for a reason set out at (a) to (e) below the contract will end immediately and we will refund you in full for any parts and/or servicing and repair work which have not been provided or performed or have not been provided or performed properly and you may also be entitled to further compensation. The reasons are:
(a) we have told you about an upcoming change to the part and/or service and repair work or these terms which you do not agree to (see clause 6.2);
(b) we have told you about an error in the price or description of the part and/or service and repair work you have ordered and you do not wish to proceed;
(c) there is a risk that supply of the parts or performance of servicing and repair work may be significantly delayed because of events outside our control;
(d) we have suspended supply of the parts and/or servicing and repair work for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 30 days; or
(e) you have a legal right to end the contract because of something we have done wrong (but see clause 7.5 in relation to your rights to on end the contract if we supply late.
8.3 What happens if you end the contract without a good reason. Unless you have a right to end the contract immediately (see clause 8.2), the contract will not end until 30 days after the day on which you contact us. We will refund any advance payment you have made for parts and/or servicing and repair work, which will not be provided to you. For example, if you tell us you want to end the contract on 4 February we will continue to supply the parts and/or servicing and repair work until 3 March. We will only charge you for supplying the parts and/or servicing and repair work up to 3 March and will refund any sums you have paid in advance for the supply of the part after 3 March.
8.4 Returning parts held in stock after ending the contract. In the case of parts we hold in stock, if you end the contract after parts have been collected by you, you must return them to us. If you are ending the contract because we have told you of an upcoming change to the part or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you are exercising your legal rights to end the contract because of something we have done wrong then we will pay the costs of return. In all other circumstances you must pay the costs of return.
8.5 Returning parts not held in stock after ending the contract. In the case of parts we do not hold in stock and must order directly from a manufacturer or supplier, if you end the contract without a good reason after the parts have been shipped or sent to us by the manufacturer or supplier, we cannot accept return of the parts and will not refund any payment you have made for the parts. This is because such items cannot be re-sold by us and the manufacturer will not accept return of the parts from us once they have been shipped or sent.
9. OUR RIGHTS TO END THE CONTRACT
9.1 We may end the contract if you break it. We may end the contract for a part and/or service and repair work at any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 7 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the parts, for example, vehicle mileage, registration and/or complete chassis number;
(c) you do not, within a reasonable time, collect the parts from us; or
(d) you do not, within a reasonable time, allow us access to your vehicle to supply the servicing and repair work; or
(e) you fail to return a courtesy vehicle we have supplied to you, or you incur parking fines or other motoring charges, fines or penalties in respect of a courtesy vehicle which you fail or refuse to pay within 7 days of us notifying you of such charges, fines or penalties;
(f) you are abusive, threatening or violent to our employees, staff or agents.
9.2 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 9.1 we will refund any money you have paid in advance for parts and/or servicing and repair work we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
9.3 We may withdraw the part. We may write to you to let you know that we are going to stop providing the part. We will let you know at least 1 day in advance of our stopping the supply of the part and will refund any sums you have paid in advance for parts which will not be provided.
9.4 We may stop providing the servicing and repair work. We may write to you to let you know that we are going to stop providing the servicing and repair work. We will let you know at least 1 day in advance of our stopping the servicing and repair work and will refund any sums you have paid in advance for servicing and repair work which will not be provided.
9.5 Our lien (retaining possession) over your vehicle. We may exercise a lien over a vehicle (meaning that we will retain possession of your vehicle) which is on our premises if you do not pay us, or you fail or refuse to collect the vehicle and may charge you for storage costs at our usual garaging rate of £14.00 plus VAT per day. We will contact you to notify you that payment and/or collection of the vehicle is required. If, despite our reasonable efforts, we are unable to contact you or arrange collection within 14 days, we may end the contract and:
(a) exercise a lien over the vehicle and any property left in the vehicle until payment of our outstanding invoices has been made to us in full; or
(b) serve you with a notice under the Torts (Interference with Goods) Act 1977, requiring you to collect the vehicle and alerting you to the fact that if you fail to do so the vehicle (and any property left in the vehicle) will be sold and we shall be entitled to retain sums due to us (including storage costs at our garaging rate) from the sale proceeds.
10. IF THERE IS A PROBLEM WITH THE PART
10.1 How to tell us about problems. If you have any questions or complaints about the part, please contact us. You can telephone our customer service and repair work team at 01702 563 030 write to us at enquiries@toomey.uk.com. Alternatively, please speak to one of our staff in-store.
10.2 Summary of your legal rights. We are under a legal duty to supply parts and/or perform servicing and repair work that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the part and/or servicing and repair work. Nothing in these terms will affect your legal rights.
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
If your product is goods, for example new parts or accessories for your vehicle, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your part your legal rights entitle you to the following:
• up to 30 days: if your goods are faulty, then you can get an immediate refund.
• up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases.
• up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.
If your product is services, for example labour for fitting new parts to your vehicle, the Consumer Rights Act 2015 says:
• you can ask us to repeat or fix a service and repair work if it's not carried out with reasonable care and skill, or get some money back if we can't fix it.
• if you haven't agreed a price beforehand, what you're asked to pay must be reasonable.
• if you haven't agreed a time beforehand, it must be carried out within a reasonable time.
10.3 Your obligation to return rejected parts. If you wish to exercise your legal rights to reject parts you must either return them in person to where you bought them or post them back to us (if they are suitable for posting).
10.4 You are a consumer. As you are a consumer, any parts and/or servicing and repair works are provided to you strictly as a consumer and for domestic and private use. As such if you look to use these parts and/or serviced and repaired vehicles for any commercial or business purpose, we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
11. WARRANTIES AND LIMITATIONS ON LIABILITY
You shall be entitled (as far as we, Toomey Motor Group Limited, can secure) to the benefit of any warranty to which we are entitled as against the manufacturer of parts and/or servicing and repair work supplied.
12. PRICE AND PAYMENT
12.1 Where to find the price for the servicing and repair work and/or part. The price of the part (which includes VAT) will be the price set out in our price list in force at the date of your order unless we have agreed another price in writing on the Job Card or invoice if the order is for parts only. We take all reasonable care to ensure that the price of part advised to you is correct. However please see clause 12.3 for what happens if we discover an error in the price of the part you order.
12.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the part, we will adjust the rate of VAT that you pay, unless you have already paid for the part in full before the change in the rate of VAT takes effect.
12.3 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the parts and/or servicing and repair work we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the part's or service and repair work’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the part's or service and repair work’s correct price at your order date is higher than the price stated in our price list or Job Card, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the contract and refund you any sums you have paid.
12.4 When you must pay and how you must pay. We accept payment with all major debit and credit cards, save for American Express. When you must pay depends on what part you are buying:
(a) For goods, you must pay for the parts in advance and before you collect them.
(b) For servicing and repair work, you must make an advance payment of the full price of the servicing and repair work, before we start providing them.
12.5 We can charge interest if you pay late. If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of Barclays Bank Plc from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
12.6 What to do if you think an invoice is wrong. If you think an invoice is wrong, please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
13. SUB- CONTRACTORS
We shall be entitled at our sole discretion to employ or make use of sub-contractors for all or part any part of the servicing and repair works, subject to exercising reasonable skill and care in the selection of sub-contractors, and us accepting liability for the servicing and repair work carried out, and materials and parts supplied by such sub- contractors.
14. AUTHORITY TO DRIVE VEHICLES
By engaging us for the supply of parts and/ or servicing and repair works on these terms, you hereby authorise us, along with our employees, agents and sub- contractors to drive your vehicle for the purposes of inspection, testing and repair on the public highway and elsewhere.
15. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
15.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
15.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the parts and/or servicing and repair work as summarised at clause 10.2.
15.3 When we are liable for damage to your property. If we are providing servicing and repair work and/or installing parts to your motor vehicle, we will make good any damage to your motor vehicle caused by us while doing so. However, we are not responsible for the cost of repairing any pre-existing faults or damage to your vehicle that we discover while providing the servicing and repair work.
15.4 We are not liable for loss of property or belongings left in a vehicle. Please ensure that you do not leave any property, items or belongings in a vehicle which is given to us for servicing or repairs. We are not responsible for loss or damage to property, items or belongings which you leave in a vehicle.
15.5 We are not liable for business losses. We only supply the parts and/or perform the servicing and repair work for domestic and private use. If you use the parts and/or require the servicing and repair work for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
16. HOW WE MAY USE YOUR PERSONAL INFORMATION
16.1 How we will use your personal information. We will use the personal information you provide to us:
(a) to supply the parts and/or perform the servicing and repair work to you;
(b) to process your payment for the parts and/or servicing and repair work; and
(c) if you agreed to this during the order process, to inform you about similar parts and/or servicing and repair work that we provide, but you may stop receiving these at any time by contacting us.
16.2 Please visit www.toomeymotorgroup.co.uk/privacy for details of our up to date privacy policy.
16.3 We may pass your personal information to credit reference agencies. Where we extend credit to you for the parts we may pass your personal information to credit reference agencies and they may keep a record of any search that they do.
16.4 We will only give your personal information to third parties where the law either requires or allows us to do so.
17. OTHER IMPORTANT TERMS
17.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer, you may contact us to end the contract within 7 days of us telling you about it and we will refund you any payments you have made in advance for parts not provided.
17.2 You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing. However, you do not need our agreement to transfer the benefit of the manufacturer’s warranty (where applicable).
17.3 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms, except as explained in clause 17.2 in respect of the manufacturer’s warranty (where applicable). Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these terms.
17.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
17.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the parts, we can still require you to make the payment at a later date.
17.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the parts in the English courts. If you live in Scotland you can bring legal proceedings in respect of the parts in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the parts in either the Northern Irish or the English courts.
17.7 Alternative dispute resolution. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to the Motor Ombudsman via their website at https://www.themotorombudsman.org/ . The Motor Ombudsman will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings

TERMS AND CONDITIONS FOR CONSUMERS: new and used cars.

1. THESE TERMS
1.1 What these terms cover. These are the terms and conditions on which we supply a new or used vehicle to you.
1.2 Why you should read them. Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide the vehicle to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 Who we are. We are Toomey Motor Group Limited a company registered in England and Wales. Our company registration number is 00335325 and our registered office is at Service House, West Mayne, Basildon, Essex, SS15 6RW. Our registered VAT number is 31271800.
2.2 How to contact us. You can contact us by telephoning our customer service team at 01702 563 030 or by writing to us at enquiries@toomey.uk.com.
2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 "Writing" includes emails. When we use the words "writing" or "written" in these terms, this includes emails.
3. OUR CONTRACT WITH YOU
3.1 How we will accept your order. Our acceptance of your order for a new or used vehicle will take place when we have prepared an order form which you sign, at which point a contract will come into existence between you and us.
3.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the vehicle. This might be because the vehicle is out of stock, because a credit reference we have obtained for you does not meet our minimum requirements, because we have identified an error in the price or description of the vehicle or because we are unable to meet a supply deadline you have specified.
3.3 We only sell to the UK. Our brochure and website are solely for the promotion of the vehicle in the UK. Unfortunately, we do not accept orders from or deliver to addresses outside the UK.
4. THE VEHICLE
The vehicle may vary slightly from its pictures. The images of the vehicle in our brochure, catalogue or on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device's display of the colours or the printed pictures in our brochure accurately reflects the colour of the vehicle. The vehicle may vary slightly from those images. Although we have made every effort to be as accurate as possible, sizes, weights, capacities, dimensions and measurements indicated on our website or in our catalogue or brochure may vary slightly where they have been altered by the manufacturer.
5. YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the vehicle you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the vehicle, the timing for supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
6. OUR RIGHTS TO MAKE CHANGES
6.1 Minor changes to the vehicle. We may change the vehicle:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor technical adjustments and improvements, for example to address a manufacturer’s vehicle recall for safety reasons. These changes will not affect your use of the vehicle.
6.2 More significant changes to the vehicle and these terms. In addition, as we informed you in the description of the vehicle in our brochure, catalogue or on our website, we may make the following changes to the vehicle, but if we do so we will notify you and you may then contact us to end the contract and receive a full refund before the changes take effect:
(a) In certain circumstances, we may advertise a vehicle for sale which is not in our ownership but is being sold by a manufacturer. We will inform you before you enter into a contract with us if this is the case. On rare occasions, when we attempt to purchase the vehicle from the manufacturer, it may no longer be available. In that instance, we will notify you and attempt to identify a similar vehicle for sale at a similar price. You may however end the contract and receive a full refund.
7. PROVIDING THE VEHICLE
7.1 Supply costs. The costs of supply will be as told to you during the order process / set out in our current price list.
7.2 When we will provide the vehicle. During the order process we will let you know when we will provide the vehicle to you.
7.3 We are not responsible for delays outside our control. If our supply of the vehicle is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for the vehicle you have paid for but not received.
7.4 Collection by you. You can collect the vehicle from us at any time during our working hours of 8am and 6pm on weekdays and 8am and 1pm on Saturdays.
7.5 If you do not re-arrange collection. If you do not collect the vehicle from us as arranged we will contact you for further instructions and may charge you for storage costs at our usual rate of £14.00 plus VAT per day. If, despite our reasonable efforts, we are unable to contact you or re-arrange collection we may end the contract and clause 9.2 will apply.
7.6 Your legal rights if we supply late. You have legal rights if we supply the vehicle late. If we miss the deadline for supply of the vehicle then you may treat the contract as at an end straight away if any of the following apply:
(a) we have refused to supply the vehicle;
(b) supply of the vehicle within the supply deadline was essential (taking into account all the relevant circumstances).
7.7 Setting a new deadline for supply. If you do not wish to treat the contract as at an end straight away, or do not have the right to do so under clause 7.6, you can give us a new deadline for supply, which must be reasonable, and you can treat the contract as at an end if we do not meet the new deadline.
7.8 Ending the contract for late supply. If you do choose to treat the contract as at an end for late supply under clause 7.6 or clause 7.7, you can cancel your order for any of the vehicle or reject the vehicle that has been delivered. After that we will refund any sums you have paid to us for the cancelled vehicle and its supply. If the vehicle has been delivered to you, you will have to return it to us or allow us to collect it, and we will pay the costs of this.
7.9 When you become responsible for the vehicle. The vehicle will be your responsibility from the time we deliver the vehicle to you or you collect it from us.
7.10 When you own the vehicle. You own the vehicle once we have received payment in full.
7.11 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the vehicle to you, for example, specifications or modifications for the vehicle. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (see clause 9.1) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the vehicle late or not supplying any part of it if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
7.12 Reasons we may suspend the supply of the vehicle to you. We may have to suspend the supply of the vehicle to:
(a) deal with technical problems or make minor technical changes;
(b) update the vehicle to reflect changes in relevant laws and regulatory requirements;
(c) comply with any recall on vehicle, its parts or accessories required by a manufacturer;
(d) make changes to the vehicle as requested by you or notified by us to you (see clause 6).
7.13 Your rights if we suspend the supply of the vehicle. We will contact you in advance to tell you we will be suspending supply of the vehicle, unless the problem is urgent or an emergency. If we have to suspend the vehicle for longer than 30 days we will adjust the price so that you do not pay for the vehicle while it is suspended. You may contact us to end the contract for the vehicle if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 30 days and we will refund any sums you have paid in advance for the vehicle in respect of the period after you end the contract.
7.14 We may also suspend supply of the vehicle if you do not pay. If you do not pay us for the vehicle when you are supposed to (see clause 11.4) and you still do not make payment within 7 days of us reminding you that payment is due, we may suspend supply of the vehicle until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the vehicle. We will not suspend the vehicle where you dispute the unpaid invoice (see clause 11.6). We will not charge you for the vehicle during the period for which it is suspended. As well as suspending the supply of vehicle we can also charge you interest on your overdue payments (see clause 11.5).
8. YOUR RIGHTS TO END THE CONTRACT
8.1 You can always end the contract for supply of the vehicle before it has been delivered and paid for. You may contact us to end your contract for the vehicle at any time before we have delivered it and you have paid for it, but in some circumstances we may charge you for doing this, as described below. Of course, you always have rights where the vehicle is faulty or mis-described (see clause 10, "If there is a problem with the vehicle").
8.2 What happens if you have good reason for ending the contract. If you are ending the contract for a reason set out at (a) to (e) below the contract will end immediately and we will refund you in full for the vehicle which has not been provided or has not been provided properly and you may also be entitled to further compensation. The reasons are:
(a) we have told you about an upcoming change to the vehicle or these terms which you do not agree to (see clause 6.2);
(b) we have told you about an error in the price or description of the vehicle you have ordered and you do not wish to proceed;
(c) there is a risk that supply of the vehicle may be significantly delayed because of events outside our control;
(d) we have suspended supply of the vehicle for technical reasons, or we notify you that we are going to suspend them for technical reasons, in each case for a period of more than 30 days; or
(e) you have a legal right to end the contract because of something we have done wrong (but see clause 7.8 in relation to your rights to end the contract if we deliver late.
8.3 What happens if you end the contract without a good reason. If you are not ending the contract for one of the reasons set out in clause 8.2, then the contract will end immediately and we will refund any sums paid by you for the vehicle not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract and your use of the vehicle.
8.4 Returning the vehicle after ending the contract. If you end the contract after the vehicle has been collected by, or delivered to, you, you must return it to us. If you are ending the contract because we have told you of an upcoming change to the vehicle or these terms, an error in pricing or description, a delay in supply due to events outside our control or because you are exercising your legal rights to end the contract because of something we have done wrong then we will pay the costs of return. In all other circumstances you must pay the costs of return.
8.5 Modified vehicles. Your right to return vehicles under this clause 8 does not apply to vehicles made to your specification, that is, where modifications have been made to the vehicle at your request which occur after the vehicle leave the manufacturer’s factory.
9. OUR RIGHTS TO END THE CONTRACT
9.1 We may end the contract if you break it. We may end the contract for the vehicle at any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 7 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the vehicle, for example, specifications for the vehicle;
(c) you do not, within a reasonable time, allow us to deliver the vehicle to you or collect it from us.
9.2 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 9.1 we will refund any money you have paid in advance for the vehicle we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract and for your use of the vehicle.
9.3 We may withdraw the vehicle. We may write to you to let you know that we are going to stop providing the vehicle. We will let you know at least 3 days in advance of our stopping the supply of the vehicle and will refund any sums you have paid in advance for the vehicle which will not be provided.
10. IF THERE IS A PROBLEM WITH THE VEHICLE
10.1 How to tell us about problems. If you have any questions or complaints about the part, please contact us. You can telephone our customer service and repair work team at 01702 563 030 write to us at enquiries@toomey.uk.com. Alternatively, please speak to one of our staff in-store.
10.2 Summary of your legal rights. We are under a legal duty to supply the vehicle that is in conformity with this contract. See the box below for a summary of your key legal rights in relation to the vehicle. Nothing in these terms will affect your legal rights.
Summary of your key legal rights
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
The Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your the vehicle your legal rights entitle you to the following:
up to 30 days: if your goods are faulty, then you can get an immediate refund.
up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases.
up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.
10.3 Your obligation to return rejected the vehicle. If you wish to exercise your legal rights to reject the vehicle you must return it in person to where you bought it.
10.4 You shall be entitled (as far as we, Toomey Motor Group Limited, can secure) to the benefit of any warranty to which we are entitled as against the manufacturer of the vehicle.
11. PRICE AND PAYMENT
11.1 Where to find the price for the vehicle. The price of the vehicle (which includes VAT) will be the price set out in our price list in force at the date of your order unless we have agreed another price in writing. We use our best efforts to ensure that the price of the vehicle advised to you is correct. However please see clause 11.3 for what happens if we discover an error in the price of the vehicle you order.
11.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the vehicle, we will adjust the rate of VAT that you pay, unless you have already paid for the vehicle (including supply costs) in full before the change in the rate of VAT takes effect.
11.3 What happens if we got the price wrong. It is always possible that, despite our best efforts the vehicle we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the vehicle's correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the vehicle's correct price at your order date is higher than the price stated, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may terminate the contract, refund you any sums you have paid and require you to return the vehicle at our expense.
11.4 When you must pay and how you must pay. We accept payment with all major debit and credit cards, except for American Express. You must pay:
(a) a deposit minimum of £250 for the vehicle when you place your order; and
(b) There is a maximum payment limit of £1,000 when paying with a credit card, personal and or business. This will include a business debit or credit card.
(c) the balance of the invoice total upon collection of the vehicle.
(d) Final balance can also be paid via bank transfer and BACS.
(e) We are apologised to inform the police of any payments over £10,000 in cash
11.5 We can charge interest if you pay late. If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of Barclays Bank Plc from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
11.6 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
12. PART EXCHANGES
12.1 Where we agree to allow part of the price of the vehicle to be discharged by you delivering a used motor vehicle to us, the following conditions will apply:
(a) that such used vehicle is your absolute property and is free from all encumbrances or that such used vehicle is the subject of a hire purchase agreement or other encumbrance capable of cash settlement by us, in which case the allowance shall be reduced by the amount required to be paid by us in settlement thereof;
(b) that if we have examined the said used vehicle prior to his confirmation and acceptance of this order, the said used vehicle shall be delivered to us in the same condition as at the date of such examination (fair wear and tear excepted);
(c) that such used vehicle shall be delivered to us on or before delivery of the vehicle to be supplied by us under this agreement, and the property in the said used vehicle shall thereupon pass to us absolutely;
(d) that without prejudice to clause 12.1(c) above such used vehicles shall be delivered to us within 14 days of notification to you that the goods to be supplied by us have been completed for delivery;
12.2 In the event of the non-fulfillment of any of the foregoing conditions, we shall be discharged from any obligation to accept the said used vehicle or to make any allowance in respect thereof and you shall discharge in cash the full price of the goods to be supplied by us.
13. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
13.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but, except as set out in clause 13.2we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
13.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the parts and/or servicing and repair work as summarised at clause 10.2.
13.3 When we are liable for damage to your property. If we are making any alterations or modifications to the vehicle, we will make good any damage to the vehicle caused by us while doing so. However, we are not responsible for the cost of repairing any pre-existing faults or damage to your vehicle that we discover while providing the work.
13.4 We are not liable for business losses. We only supply the vehicle for domestic and private use. If you use the vehicle for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
14. HOW WE MAY USE YOUR PERSONAL INFORMATION
14.1 How we will use your personal information. We will use the personal information you provide to us:
(a) to supply the vehicle to you;
(b) to process your payment for the vehicle; and
(c) if you agreed to this during the order process, to inform you about other vehicles, parts and/or servicing and repair work that we provide, but you may stop receiving these at any time by contacting us.
14.2 Please visit www.toomeymotorgroup.co.uk/privacy for details of our up to date privacy policy.
14.3 We may pass your personal information to credit reference agencies. Where we extend credit to you for the parts we may pass your personal information to credit reference agencies and they may keep a record of any search that they do.
14.4 We will only give your personal information to third parties where the law either requires or allows us to do so.
15. DISTANCE SALES
15.1 If you are contracting with us as a Consumer online or by phone and do not visit our dealership at any point during the transaction process, or your contract with us is concluded or substantially negotiated at your home or somewhere other than our dealership, you have the right to cancel (under the Consumer Contracts Regulations 2013), all or part of your contract at any time up to 14 calendar days after the day on which you receive the vehicle you ordered.
15.2 Your right to return the vehicle under this clause 14 does not apply to vehicles made to your specification, that is, where modifications have been made to the vehicle at your request which occur after the vehicle leave the manufacturer’s factory.
15.3 If you wish to exercise your right of cancellation this clause 14, you are obliged to retain possession of the vehicle and take reasonable care of it until collection/return to us. We will not be obliged to refund the purchase price of any Vehicles damaged by you, but may at our election offer to refund the purchase price subject to a deduction for the damage sustained.
15.4 You can cancel by email: enquiries@toomey.uk.com, or by telephone: customer service team at 01702 563 030, or write to: Service House, West Mayne, Basildon, Essex, SS15 6RW. You must inform us of your decision to cancel your contract by a clear statement, including details of your name, geographical address, details of the order you wish to cancel and, where available, your phone number and email address. If the vehicle has been funded by a finance provider, you should ensure that you also give notice to that third-party funder to cancel the finance arrangements.
15.5 If you decide to cancel in accordance with this clause 14, you should return the vehicle to us at one of our dealerships at your own cost within 14 days of such cancellation and we will reimburse to you (by the method used to pay for the original transaction) the amount in relation to vehicles to which cancellation rights apply. Alternatively, if you wish us to collect the vehicle, we will do so subject to payment of an agreed collection fee. We will reimburse delivery charges made (if any).
15.6 We may make a deduction from the reimbursement for loss in value of any vehicles supplied, based on any additional mileage on the vehicle after receipt. We will make the reimbursement no later than 14 days after the day we receive back from you any vehicles supplied or, if earlier, the date you supply evidence to us that you have sent the vehicle, together with all keys and documentation, back to us. Refunds will be made by cheque or direct bank transfer to the same account as the purchase price was paid from. Refunds will not be paid in cash. If you direct us to settle your finance (if applicable) on the vehicle, we will refund the required sum (providing the refund is sufficient for this purpose) and return to you any surplus funds.
15.7 If you exercise your right to cancel the vehicle within the 14 day period and have sold a used vehicle to us as part exchange for the vehicle, we may at our discretion either refund the sum attributed to the part exchange vehicle at the time the agreement was entered into, or return the part exchange vehicle to you, if it remains available. Where the part exchange vehicle has been subject to repairs by us, you will be required to pay to us the cost of the repairs if you wish to retain the part exchange vehicle.
15.8 If you have sold us a used vehicle as part exchange on an acquisition made online or by phone and the part exchange vehicle upon delivery or collection is not as described we may either revalue the vehicle and proceed with the sale based upon the revised valuation, or refund any deposit paid less any reasonable costs we have incurred. If the vehicle you are purchasing is not as described we will give you back your deposit plus any costs you have incurred.
16. OTHER IMPORTANT TERMS
16.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will contact you to let you know if we plan to do this. If you are unhappy with the transfer, you may contact us to end the contract within 7 days of us telling you about it and we will refund you any payments you have made in advance for parts not provided.
16.2 You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing. However, you do not need our agreement to transfer the benefit of the manufacturer’s warranty (where applicable).
16.3 Nobody else has any rights under this contract (except someone you pass your manufacturer’s warranty on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms, except in respect of the manufacturer’s warranty (where applicable). Neither of us will need to get the agreement of any other person in order to end the contract or make any changes to these terms.
16.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
16.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the parts, we can still require you to make the payment at a later date.
16.6 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the parts in the English courts. If you live in Scotland you can bring legal proceedings in respect of the parts in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the parts in either the Northern Irish or the English courts.
16.7 Alternative dispute resolution. Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to the Motor Ombudsman via their website at https://www.themotorombudsman.org/ . The Motor Ombudsman will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings.

Terms and Conditions for TRADE CUSTOMERS: New and Used Vehicles.

1. INTERPRETATION
The following definitions and rules of interpretation apply in these Conditions.
1.1 Definitions:
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Commencement Date: has the meaning given in clause 2.2.
Conditions: these terms and conditions as amended from time to time in accordance with clause 13.8.
Contract: the contract between Toomey and the Customer for the supply of the Vehicle in accordance with these Conditions.
Control: has the meaning given in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly.
Customer: the person or firm who purchases the Vehicle from Toomey.
Delivery Location: has the meaning given in clause 4.2.
Force Majeure Event: has the meaning given to it in clause 12.
Vehicle: the new or used vehicle set out in the Order.
Vehicle Specification: any specification for the Vehicle, including any relevant modifications, accessories, Vehicle, sizes, weights, capacities, dimensions and measurements, that is agreed by the Customer and Toomey and set out in the Invoice.
Invoice: the written description or specification of the Vehicle provided in the Invoice overleaf by Toomey to the Customer.
Order: the Customer's order for the supply of the Vehicle, as set out in the Invoice overleaf.
Toomey: Toomey Motor Group Limited registered in England and Wales with company number 00335325.
1.2 Interpretation:
(a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
(b) A reference to a party includes its personal representatives, successors and permitted assigns.
(c) A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.
(d) Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
(e) A reference to writing or written includes fax and email.
2. BASIS OF CONTRACT
2.1 The Order constitutes an offer by the Customer to purchase the Vehicle in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when Toomey issues an Invoice, which is paid in full, in advance and in cleared funds by the Customer, at which point and on which date the Contract shall come into existence (Commencement Date).
2.3 Any samples, drawings, descriptive matter or advertising issued by Toomey and any descriptions of the Vehicle contained in Toomey's catalogues, brochures or websites are issued or published for the sole purpose of giving an approximate idea of the Vehicle described in them. They shall not form part of the Contract or have any contractual force.
2.4 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.5 Any quotation given by Toomey shall not constitute an offer, and is only valid for a period of 7 Business Days from its date of issue.
2.6 All of these Conditions shall apply to the supply of the Vehicle except where specified otherwise.
3. VEHICLE
3.1 The Vehicle is described in Toomey's catalogue, brochure or websites as modified by any applicable Vehicle Specification.
3.2 The Customer shall provide Toomey with such information as it may require in order to supply the Vehicle, for example, specifications or modifications for the Vehicle.
3.3 The Customer shall indemnify Toomey against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by Toomey arising out of or in connection with any claim made against Toomey for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with Toomey's use of the Vehicle Specification. This clause 3.3 shall survive termination of the Contract.
3.4 Toomey reserves the right to amend the Vehicle Specification if required by any applicable statutory or regulatory requirement, and Toomey shall notify the Customer in any such event.
4. DELIVERY OF VEHICLE
4.1 Toomey shall ensure that each delivery of a Vehicle is accompanied by a delivery note or invoice which shows the date of the Order, all relevant Toomey reference numbers, the type and quantity of the Vehicle (including the code number of the Vehicle, where applicable), special storage instructions (if any) and, if the Order is for a number of Vehicles, and is being delivered by instalments, the outstanding number of Vehicles remaining to be delivered.
4.2 Either:
(a) Toomey shall deliver the Vehicle(s) to the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after Toomey notifies the Customer that the Vehicle(s) is/ are ready; or
(b) the Customer shall collect the Vehicle(s) from Toomey's premises at either Service House, West Mayne, Basildon, Essex, SS15 6RW or Automotive Retail Park, Cherry Orchard Way, Rochford, Southend-On-Sea, Essex SS4 1GP or such other location as may be agreed with the Customer before delivery (Delivery Location) within three Business Days of Toomey notifying the Customer that the Vehicle(s) is/ are ready.
4.3 Delivery of the Vehicle(s) shall be completed on the completion of delivery or collection of the Vehicle(s) at the Delivery Location.
4.4 Any dates quoted for delivery of the Vehicle(s) are approximate only, and the time of delivery is not of the essence. Toomey shall not be liable for any delay in delivery of the Vehicle that is caused by a Force Majeure Event or the Customer's failure to provide Toomey with adequate delivery instructions or any other instructions that are relevant to the supply of the Vehicle.
4.5 If Toomey fails to deliver the Vehicle(s), its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement a replacement vehicle of similar description and quality in the cheapest market available, less the price of the Vehicle. Toomey shall have no liability for any failure to deliver the Vehicle(s) to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide Toomey with adequate delivery instructions for the Vehicle(s) or any relevant instruction related to the supply of the Vehicle(s).
4.6 If the Customer fails to take or accept delivery of the Vehicle(s) within three Business Days of Toomey notifying the Customer that the Vehicle(s) are ready, then except where such failure or delay is caused by a Force Majeure Event or by Toomey's failure to comply with its obligations under the Contract in respect of the Vehicle(s):
(a) delivery of the Vehicle(s) shall be deemed to have been completed at 9.00 am on the third Business Day following the day on which Toomey notified the Customer that the Vehicle were ready; and
(b) Toomey shall store the Vehicle(s) until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
4.7 If ten Business Days after the day on which Toomey notified the Customer that the Vehicle(s) was/ were ready for delivery the Customer has not taken or accepted delivery of it/ them, Toomey may resell or otherwise dispose of part or all of the Vehicles and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Vehicles or charge the Customer for any shortfall below the price of the Vehicles.
4.8 Where the Order is for multiple Vehicles, Toomey may deliver the Vehicles by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
5. QUALITY OF VEHICLE
5.1 Toomey warrants that on delivery, the Vehicle(s) shall:
(a) conform in all material respects with its/ their description and any applicable Vehicle Specification;
(b) be free from material defects in design, material and workmanship.
5.2 Subject to clause 5.4, Toomey shall, at its option, repair or replace the defective Vehicle(s), or refund the price of the defective Vehicle(s) in full if:
(a) the Customer gives notice in writing during the warranty period within a reasonable time of discovery that the Vehicle(s) does/ do not comply with the warranty set out in clause 5.1;
(b) Toomey is given a reasonable opportunity of examining such Vehicle(s); and
(c) the Customer (if asked to do so by Toomey) returns the Vehicle(s) to Toomey's place of business at the Customer's cost.
5.3 Toomey shall not be liable for a Vehicle's failure to comply with the warranty in clause 5.1 if:
(a) the Customer makes any further use of such Vehicle(s) after giving a notice in accordance with clause 5.3;
(b) the defect arises because the Customer failed to follow Toomey's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Vehicle(s) or (if there are none) good trade practice;
(c) the defect arises as a result of Toomey following any drawing, design or Vehicle Specification supplied by the Customer;
(d) the Customer fails to provide Toomey with information, or accurate or complete information, in accordance with clause 3.2;
(e) the Customer alters or repairs such Vehicle(s) without the written consent of Toomey;
(f) if the Vehicle is a used car, the defect arises as a result of fair wear and tear; or
(g) the Vehicle(s) differ from the Vehicle Specification as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
5.4 Except as provided in this clause 5, Toomey shall have no liability to the Customer in respect of a Vehicle's failure to comply with the warranty set out in clause 5.1.
5.5 The terms of these Conditions shall apply to any repaired or replacement Vehicle(s) supplied by Toomey.
6. TITLE AND RISK
6.1 The risk in the Vehicle shall pass to the Customer on completion of delivery.
6.2 Title to the Vehicle shall not pass to the Customer until the earlier of:
(a) Toomey receiving payment in full (in cash or cleared funds) for the Vehicle(s) and any other vehicle that Toomey has supplied to the Customer in respect of which payment has become due, in which case title to the Vehicle(s) shall pass at the time of payment of all such sums; and
(b) the Customer resells the Vehicle(s), in which case title to the Vehicle(s) shall pass to the Customer at the time specified in clause 6.4.
6.3 Until title to the Vehicle(s) has passed to the Customer, the Customer shall:
(a) store the Vehicle(s) separately from all other vehicles held by the Customer so that it/ they remain readily identifiable as Toomey's property;
(b) not remove, deface or obscure any identifying mark or packaging on or relating to the Vehicle(s);
(c) maintain the Vehicle(s) in satisfactory condition and keep it/ them insured against all risks for its/ their full price on Toomey's behalf from the date of delivery;
(d) notify Toomey immediately if it becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c); and
(e) give Toomey such information relating to the Vehicle(s) as Toomey may require from time to time.
6.4 Subject to clause 6.5, the Customer may resell or use the Vehicle in the ordinary course of its business (but not otherwise) before Toomey receives payment for the Vehicle. However, if the Customer resells the Vehicle before that time:
(a) it does so as principal and not as Toomey’s agent; and
(b) title to the Vehicle shall pass from Toomey to the Customer immediately before the time at which resale by the Customer occurs.
6.5 If before title to the Vehicle passes to the Customer the Customer becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c), then, without limiting any other right or remedy Toomey may have:
(a) the Customer's right to resell Vehicle or use them in the ordinary course of its business ceases immediately; and
(b) Toomey may at any time:
(i) require the Customer to deliver up all of the Vehicles in its possession which have not been resold, altered, or modified; and
(ii) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Vehicles are stored in order to recover them.
7. LIEN
Toomey shall have a general lien on the Vehicle for all monies due and owing to Toomey by the Customer on any account or invoice whatsoever. Toomey shall be entitled to charge for garaging the Vehicle at its usual rates of £14.00 plus VAT per day during any period in which the Vehicle is retained by it in exercise of any lien.
8. CHARGES AND PAYMENT
8.1 The price for Vehicle(s):
(a) shall be the price set out in the Order or, if no price is quoted, the price set out in Toomey's published price list as at the date of delivery; and
(b) shall be exclusive of all costs and charges of packaging, insurance, transport of the Vehicle(s), which shall be invoiced to the Customer.
8.2 In respect of the Vehicle(s), Toomey shall invoice the Customer at the time the Order for the Vehicle(s) is/ are placed by the Customer.
8.3 The Customer shall pay each invoice submitted by Toomey:
(a) in respect of the Vehicle(s), in advance and at the point that the Order for the Vehicle(s) is accepted by Toomey; and
(b) in cleared funds to a bank account nominated in writing by Toomey, and
time for payment shall be of the essence of the Contract.
8.4 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by Toomey to the Customer, the Customer shall, on receipt of a valid VAT invoice from Toomey, pay to Toomey such additional amounts in respect of VAT as are chargeable on the supply of the Vehicle at the same time as payment is due for the supply of the Vehicle.
8.5 If the Customer fails to make a payment due to Toomey under the Contract by the due date, then, without limiting Toomey's remedies under clause 15 (Termination), the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 10.6 will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
8.6 All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
9. LIMITATION OF LIABILITY: THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
9.1 The restrictions on liability in this clause 14 apply to every liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
9.2 Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; and
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
9.3 Subject to clause 14.4, Toomey's total liability to the Customer shall not exceed the price of the Vehicle(s) under the Contract.
9.4 This clause 14.6 sets out specific heads of excluded loss:
(a) Subject to clause 14.4, the types of loss listed in clause 14.6(b) are wholly excluded by the parties.
(b) The following types of loss are wholly excluded:
(i) loss of profits;
(ii) loss of sales or business;
(iii) loss of agreements or contracts;
(iv) loss of anticipated savings;
(v) loss of use or corruption of software, data or information;
(vi) loss of or damage to goodwill; and
(vii) indirect or consequential loss.
9.5 Toomey has given commitments as to compliance of the Vehicle with relevant specifications in clause 5. In view of these commitments, the terms implied by sections 13 to 15 of the Sale of Vehicle Act 1979 and sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
9.6 Unless the Customer notifies Toomey that it intends to make a claim in respect of an event within the notice period, Toomey shall have no liability for that event. The notice period for an event shall start on the day on which the Customer became, or ought reasonably to have become, aware of its having grounds to make a claim in respect of the event and shall expire 6 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
9.7 This clause 14 shall survive termination of the Contract.
10. TERMINATION
10.1 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
(a) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(b) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
(c) the other party's financial position deteriorates to such an extent that in the terminating party's opinion the other party's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
10.2 Without affecting any other right or remedy available to it, Toomey may terminate the Contract with immediate effect by giving written notice to the Customer if:
(a) the Customer fails to pay any amount due under the Contract on the due date for payment; or
(b) there is a change of Control of the Customer.
10.3 Without affecting any other right or remedy available to it, Toomey may suspend the delivery of the Vehicle under the Contract or any other contract between the Customer and Toomey if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c), or Toomey reasonably believes that the Customer is about to become subject to any of them.
11. CONSEQUENCES OF TERMINATION
11.1 On termination of the Contract:
(a) the Customer shall immediately pay to Toomey all of Toomey's outstanding unpaid invoices and interest and, in respect of any Vehicles supplied but for which no invoice has been submitted, Toomey shall submit an invoice, which shall be payable by the Customer immediately on receipt;
(b) the Customer shall return all Vehicles which have not been fully paid for. If the Customer fails to do so, then Toomey may enter the Customer's premises and take possession of it. Until the Vehicle has been returned, the Customer shall be solely responsible for its safe keeping and will not use it for any purpose not connected with this Contract.
11.2 Termination or expiry of the Contract shall not affect any rights, remedies, obligations and liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
11.3 Any provision of the Contract that expressly or by implication is intended to have effect after termination or expiry shall continue in full force and effect.
12. FORCE MAJEURE
Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control (a Force Majeure Event).
13. GENERAL
13.1 Assignment and other dealings
(a) Toomey may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
(b) The Customer shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of Toomey.
13.2 Notices.
(a) Any notice or other communication given to a party under or in connection with the Contract shall be in writing and shall be:
(i) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
(ii) sent by fax to its main fax number or sent by email to the address specified in the Invoice.
(b) Any notice or communication shall be deemed to have been received:
(i) if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
(ii) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; and
(iii) if sent by fax or email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause 18.2(b)(iii), business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.
(c) This clause 18.2 does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
13.3 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause 18.3 shall not affect the validity and enforceability of the rest of the Contract.
13.4 Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.
13.5 No partnership or agency. Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, constitute either party the agent of the other, or authorise either party to make or enter into any commitments for or on behalf of the other party.
13.6 Entire agreement.
(a) The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
(b) Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misrepresentation based on any statement in the Contract.
(c) Nothing in this clause shall limit or exclude any liability for fraud.
13.7 Third party rights.
(a) Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
(b) The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.
13.8 Variation. Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).
13.9 Governing law. The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
13.10 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.

Terms and Conditions for TRADE CUSTOMERS: servicing, repairs and supply of parts and accessories.

1. INTERPRETATION
The following definitions and rules of interpretation apply in these Conditions.
1.1 Definitions:
Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.
Commencement Date: has the meaning given in clause 2.2.
Conditions: these terms and conditions as amended from time to time in accordance with clause 20.8.
Contract: the contract between Toomey and the Customer for the supply of Parts and/or Repair and Servicing Work in accordance with these Conditions.
Control: has the meaning given in section 1124 of the Corporation Tax Act 2010, and the expression change of control shall be construed accordingly.
Controller, processor, data subject, personal data, personal data breach, processing and appropriate technical measures: as defined in the Data Protection Legislation.
Customer: the person or firm who purchases the Parts and/or Repair and Servicing Work from Toomey.
Data Protection Legislation: the UK Data Protection Legislation and any other European Union legislation relating to personal data and all other legislation and regulatory requirements in force from time to time which apply to a party relating to the use of personal data (including, without limitation, the privacy of electronic communications); and the guidance and codes of practice issued by the relevant data protection or supervisory authority and applicable to a party.
Delivery Location: has the meaning given in clause 4.2.
Force Majeure Event: has the meaning given to it in clause 19.
Parts: the vehicle parts and/or accessories (or any part of them) set out in the Order.
Parts Specification: any specification for the Parts, including any relevant sizes, weights, capacities, dimensions and measurements, that is agreed by the Customer and Toomey and set out in the Job Card or the Invoice.
Intellectual Property Rights: patents,, rights to inventions, copyright and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Invoice: the written description or specification of the Parts only provided in the Invoice overleaf by Toomey to the Customer.
Order: the Customer's order for the supply of Parts and/or Repair and Servicing Work, as set out the Job Card or Invoice overleaf.
Repair and Servicing Work: the vehicle repair and servicing work, supplied by Toomey to the Customer as set out in the Job Card.
Service Specification: the description or specification for the Repair and Servicing Work, as set out in the Job Card.
Job Card: the written description or specification for the Parts and Repair and Servicing Work provided in writing in the Job Card overleaf by Toomey to the Customer.
Toomey: Toomey Motor Group Limited registered in England and Wales with company number 00335325.
UK Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the General Data Protection Regulation ((EU) 2016/679); the Data Protection Act 2018; the Privacy and Electronic Communications Directive (2002/58/EC) (as updated by Directive 2009/136/EC) and the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended.
1.2 Interpretation:
(a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
(b) A reference to a party includes its personal representatives, successors and permitted assigns.
(c) A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes all subordinate legislation made under that statute or statutory provision.
(d) Any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms.
(e) A reference to writing or written includes fax and email.
2. BASIS OF CONTRACT
2.1 The Order constitutes an offer by the Customer to purchase Parts and/or Repair and Servicing Work in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when Toomey issues:
(a) in the case of an Order for Parts and Repair and Servicing Work or Repair and Servicing Work only, a Job Card, which is signed by the Customer; or
(b) in the case of an Order for Parts only, an Invoice, which is paid in full, in advance and in cleared funds by the Customer,
at which point and on which date the Contract shall come into existence (Commencement Date).
2.3 Any samples, drawings, descriptive matter or advertising issued by Toomey and any descriptions of the Parts or illustrations or descriptions of the Repair and Servicing Work contained in Toomey's catalogues, brochures or websites are issued or published for the sole purpose of giving an approximate idea of the Repair and Servicing Work and/or Parts described in them. They shall not form part of the Contract or have any contractual force.
2.4 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.5 Any quotation given by Toomey shall not constitute an offer, and is only valid for a period of 7 Business Days from its date of issue.
2.6 All of these Conditions shall apply to the supply of both Parts and Repair and Servicing Work except where application to one or the other is specified.
3. PARTS
3.1 The Parts are described in Toomey's catalogue, brochure or websites as modified by any applicable Parts Specification.
3.2 The Customer shall provide Toomey with such information as it may require in order to supply the Parts, for example, vehicle mileage, registration and/or complete chassis number.
3.3 The Customer shall indemnify Toomey against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by Toomey arising out of or in connection with any claim made against Toomey for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with Toomey's use of the Parts Specification. This clause 3.3 shall survive termination of the Contract.
3.4 Toomey reserves the right to amend the Parts Specification if required by any applicable statutory or regulatory requirement, and Toomey shall notify the Customer in any such event.
4. DELIVERY OF PARTS
4.1 Toomey shall ensure that each delivery of the Parts is accompanied by a delivery note or invoice which shows the date of the Order, all relevant Toomey reference numbers, the type and quantity of the Parts (including the code number of the Parts, where applicable), special storage instructions (if any) and, if the Order is being delivered by instalments, the outstanding balance of Parts remaining to be delivered.
4.2 Either:
(a) Toomey shall deliver the Parts to the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after Toomey notifies the Customer that the Parts are ready; or
(b) the Customer shall collect the Parts from Toomey's premises at either Service House, West Mayne, Basildon, Essex, SS15 6RW or Automotive Retail Park, Cherry Orchard Way, Rochford, Southend-On-Sea, Essex SS4 1GP or such other location as may be agreed with the Customer before delivery (Delivery Location) within three Business Days of Toomey notifying the Customer that the Parts are ready.
4.3 Delivery of the Parts shall be completed on the completion of delivery or collection of the Parts at the Delivery Location.
4.4 Any dates quoted for delivery of the Parts are approximate only, and the time of delivery is not of the essence. Toomey shall not be liable for any delay in delivery of the Parts that is caused by a Force Majeure Event or the Customer's failure to provide Toomey with adequate delivery instructions or any other instructions that are relevant to the supply of the Parts.
4.5 If Toomey fails to deliver the Parts, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement Parts of similar description and quality in the cheapest market available, less the price of the Parts. Toomey shall have no liability for any failure to deliver the Parts to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide Toomey with adequate delivery instructions for the Parts or any relevant instruction related to the supply of the Parts.
4.6 If the Customer fails to take or accept delivery of the Parts within three Business Days of Toomey notifying the Customer that the Parts are ready, then except where such failure or delay is caused by a Force Majeure Event or by Toomey's failure to comply with its obligations under the Contract in respect of the Parts:
(a) delivery of the Parts shall be deemed to have been completed at 9.00 am on the third Business Day following the day on which Toomey notified the Customer that the Parts were ready; and
(b) Toomey shall store the Parts until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
4.7 If ten Business Days after the day on which Toomey notified the Customer that the Parts were ready for delivery the Customer has not taken or accepted delivery of them, Toomey may resell or otherwise dispose of part or all of the Parts and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Parts or charge the Customer for any shortfall below the price of the Parts.
4.8 Toomey may deliver the Parts by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
5. QUALITY OF PARTS
5.1 Toomey warrants that on delivery, the Parts shall:
(a) conform in all material respects with their description and any applicable Parts Specification;
(b) be free from material defects in design, material and workmanship.
5.2 Subject to clause 5.3, Toomey shall, at its option, repair or replace the defective Parts, or refund the price of the defective Parts in full if:
(a) the Customer gives notice in writing during the warranty period within a reasonable time of discovery that some or all of the Parts do not comply with the warranty set out in clause 5.1;
(b) Toomey is given a reasonable opportunity of examining such Parts; and
(c) the Customer (if asked to do so by Toomey) returns such Parts to Toomey's place of business at the Customer's cost.
5.3 Toomey shall not be liable for the Parts' failure to comply with the warranty in clause 5.1 if:
(a) the Customer makes any further use of such Parts after giving a notice in accordance with clause 5.2;
(b) the defect arises because the Customer failed to follow Toomey's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Parts or (if there are none) good trade practice;
(c) the defect arises as a result of Toomey following any drawing, design or Parts Specification supplied by the Customer;
(d) the Customer fails to provide Toomey with information, or accurate or complete information, in accordance with clause 3.2;
(e) the Customer alters or repairs such Parts without the written consent of Toomey;
(f) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions; or
(g) the Parts differ from the Parts Specification as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
5.4 Except as provided in this clause 5, Toomey shall have no liability to the Customer in respect of the Parts' failure to comply with the warranty set out in clause 5.1.
5.5 The terms of these Conditions shall apply to any repaired or replacement Parts supplied by Toomey.
6. TITLE AND RISK
6.1 The risk in the Parts and/ or material supplied in the course of the Repair and Servicing Works shall pass to the Customer:
(a) In the case of Parts, on completion of delivery; and
(b) in the case of material supplied in the course of the Repair and Servicing Works, when collected by the Customer.
6.2 Title to the Parts and/ or material supplied in the course of the Repair and Servicing Works shall not pass to the Customer until the earlier of:
(a) Toomey receives payment in full (in cash or cleared funds) for the Parts and any other Parts that Toomey has supplied to the Customer in respect of which payment has become due, in which case title to the Parts and/ or material supplied in the course of the Repair and Servicing Works shall pass at the time of payment of all such sums; and
(b) the Customer resells the Parts, and/ or material supplied in the course of the Repair and Servicing Works in which case title to the Parts shall pass to the Customer at the time specified in clause 6.4.
6.3 Until title to the Parts and/ or material supplied in the course of the Repair and Servicing Works has passed to the Customer, the Customer shall:
(a) store the Parts and/ or material supplied in the course of the Repair and Servicing Works separately from all other parts held by the Customer so that they remain readily identifiable as Toomey's property;
(b) not remove, deface or obscure any identifying mark or packaging on or relating to the Parts and/ or material supplied in the course of the Repair and Servicing Works;
(c) maintain the Parts and/ or material supplied in the course of the Repair and Servicing Works in satisfactory condition and keep them insured against all risks for their full price on Toomey's behalf from the date of delivery;
(d) notify Toomey immediately if it becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c); and
(e) give Toomey such information relating to the Parts and/ or material supplied in the course of the Repair and Servicing Works as Toomey may require from time to time.
6.4 Subject to clause 6.5, the Customer may resell or use the Parts and/ or material supplied in the course of the Repair and Servicing Works in the ordinary course of its business (but not otherwise) before Toomey receives payment for the Parts and/ or material supplied in the course of the Repair and Servicing Works. However, if the Customer resells the Parts and/ or material supplied in the course of the Repair and Servicing Works before that time:
(a) it does so as principal and not as Toomey’s agent; and
(b) title to the Parts and/ or material supplied in the course of the Repair and Servicing Works shall pass from Toomey to the Customer immediately before the time at which resale by the Customer occurs.
6.5 If before title to the Parts and/ or material supplied in the course of the Repair and Servicing Works passes to the Customer the Customer becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c), then, without limiting any other right or remedy Toomey may have:
(a) the Customer's right to resell Parts and/ or material supplied in the course of the Repair and Servicing Works or use them in the ordinary course of its business ceases immediately; and
(b) Toomey may at any time:
(i) require the Customer to deliver up all Parts and/ or material supplied in the course of the Repair and Servicing Works in its possession which have not been resold, or irrevocably incorporated into another product; and
(ii) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Parts and/ or material supplied in the course of the Repair and Servicing Works are stored in order to recover them.
7. LIEN
Toomey shall have a general lien on any vehicle on which it has carried out Repair and Servicing Work and on any other property in its possession belonging to the Customer for all monies due and owing to Toomey by the Customer on any account or invoice whatsoever. Toomey shall be entitled to charge for garaging the vehicle at its usual rates of £14.00 plus VAT per day during any period in which the vehicle is retained by it in exercise of any lien.
8. SUPPLY OF REPAIR AND SERVICING WORK
8.1 Toomey shall supply the Repair and Servicing Work to the Customer in accordance with the Service Specification in all material respects.
8.2 Toomey shall use all reasonable endeavours to meet any performance dates for the Repair and Servicing Work specified in the Job Card, but any such dates shall be estimates only and time shall not be of the essence for the performance of the Repair and Servicing Work.
8.3 Toomey reserves the right to amend the Service Specification if necessary to comply with any applicable law or regulatory requirement, or if the amendment will not materially affect the nature or quality of the Repair and Servicing Work, and Toomey shall notify the Customer in any such event.
8.4 Toomey warrants to the Customer that the Repair and Servicing Work will be provided using reasonable care and skill.
9. CUSTOMER'S OBLIGATIONS
9.1 The Customer shall:
(a) ensure that the terms of the Order and any information it provides in the Service Specification and the Parts Specification are complete and accurate;
(b) co-operate with Toomey in all matters relating to the Repair and Servicing Work;
(c) provide Toomey, its employees, agents, consultants and subcontractors, with access to the Customer's vehicle as reasonably required by Toomey to provide the Repair and Servicing Work;
(d) provide Toomey with such information and materials as Toomey may reasonably require in order to supply the Repair and Servicing Work, and ensure that such information is complete and accurate in all material respects;
(e) obtain and maintain all necessary licences, permissions and consents which may be required for the Repair and Servicing Work before the date on which the Repair and Servicing Work are to start;
(f) comply with all applicable laws, including health and safety laws;
(g) comply with any additional obligations as set out in the Service Specification and the Parts Specification.
9.2 If Toomey's performance of any of its obligations under the Contract is prevented or delayed by any act or omission by the Customer or failure by the Customer to perform any relevant obligation (Customer Default):
(a) without limiting or affecting any other right or remedy available to it, Toomey shall have the right to suspend performance of the Repair and Servicing Work until the Customer remedies the Customer Default, and to rely on the Customer Default to relieve it from the performance of any of its obligations in each case to the extent the Customer Default prevents or delays Toomey's performance of any of its obligations;
(b) Toomey shall not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from Toomey's failure or delay to perform any of its obligations as set out in this clause 9.2; and
(c) the Customer shall reimburse Toomey on written demand for any costs or losses sustained or incurred by Toomey arising directly or indirectly from the Customer Default.
10. CHARGES AND PAYMENT
10.1 The price for Parts:
(a) shall be the price set out in the Order or, if no price is quoted, the price set out in Toomey's published price list as at the date of delivery; and
(b) shall be exclusive of all costs and charges of packaging, insurance, transport of the Parts, which shall be invoiced to the Customer.
10.2 The charges for Repair and Servicing Work shall be calculated on a time and materials basis:
(a) the charges shall be calculated in accordance with Toomey's hourly fee rates, as set out in Order; and
(b) Toomey shall be entitled to charge the Customer for any expenses reasonably incurred by the individuals whom Toomey engages in connection with the Repair and Servicing Work including travelling expenses, hotel costs, subsistence and any associated expenses, and for the cost of Repair and Servicing Work provided by third parties and required by Toomey for the performance of the Repair and Servicing Work, and for the cost of any materials.
10.3 In respect of Parts, Toomey shall invoice the Customer at the time the Order for Parts is placed by the Customer. In respect of Repair and Servicing Work only or Parts and Repair and Servicing Work, Toomey shall invoice the Customer on completion of the Repair and Servicing Work.
10.4 The Customer shall pay each invoice submitted by Toomey:
(a) in respect of Parts, in advance and at the point that the Order for Parts is accepted by Toomey;
(b) in respect of Repair and Servicing Work only, or Parts and Repair and Servicing Work, immediately upon issue of the invoice by Toomey; and
(c) in the case of either (a) or (b) full and in cleared funds to a bank account nominated in writing by Toomey, and
time for payment shall be of the essence of the Contract.
10.5 All amounts payable by the Customer under the Contract are exclusive of amounts in respect of value added tax chargeable from time to time (VAT). Where any taxable supply for VAT purposes is made under the Contract by Toomey to the Customer, the Customer shall, on receipt of a valid VAT invoice from Toomey, pay to Toomey such additional amounts in respect of VAT as are chargeable on the supply of the Repair and Servicing Work or Parts at the same time as payment is due for the supply of the Repair and Servicing Work or Parts.
10.6 If the Customer fails to make a payment due to Toomey under the Contract by the due date, then, without limiting Toomey's remedies under clause 15 (Termination), the Customer shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause 10.6 will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.
10.7 All amounts due under the Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
11. INTELLECTUAL PROPERTY RIGHTS
11.1 All Intellectual Property Rights in or arising out of or in connection with the Repair and Servicing Work (other than Intellectual Property Rights in any materials provided by the Customer) shall be owned by Toomey.
11.2 The Customer grants Toomey a fully paid-up, non-exclusive, royalty-free non-transferable licence to copy and modify any materials provided by the Customer to Toomey for the term of the Contract for the purpose of providing the Repair and Servicing Work to the Customer.
12. DATA PROTECTION
12.1 Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause 12 is in addition to, and does not relieve, remove or replace, a party's obligations or rights under the Data Protection Legislation. In this clause 12, Applicable Laws means (for so long as and to the extent that they apply to Toomey) the law of the European Union, the law of any member state of the European Union and/or Domestic UK Law; and Domestic UK Law means the UK Data Protection Legislation and any other law that applies in the UK.
12.2 The parties acknowledge that for the purposes of the Data Protection Legislation, the Customer is the controller and Toomey is the processor.
12.3 Without prejudice to the generality of clause 12.1, the Customer will ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the personal data to Toomey for the duration and purposes of the Contract.
12.4 Without prejudice to the generality of clause 12.1, Toomey shall, in relation to any personal data processed in connection with the performance by Toomey of its obligations under the Contract:
(a) process that personal data only on the documented written instructions of the Customer unless Toomey is required by Applicable Laws to otherwise process that personal data. Where Toomey is relying on Applicable Laws as the basis for processing personal data, Toomey shall promptly notify the Customer of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit Toomey from so notifying the Customer;
(b) ensure that it has in place appropriate technical and organisational measures, reviewed and approved by the Customer, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting personal data, ensuring confidentiality, integrity, availability and resilience of its systems and Repair and Servicing Work, ensuring that availability of and access to personal data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);
(c) ensure that all personnel who have access to and/or process personal data are obliged to keep the personal data confidential; and
(d) not transfer any personal data outside of the European Economic Area unless the prior written consent of the Customer has been obtained and the following conditions are fulfilled:
(i) the Customer or Toomey has provided appropriate safeguards in relation to the transfer;
(ii) the data subject (as defined in the Data Protection Legislation) has enforceable rights and effective legal remedies;
(iii) Toomey complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred; and
(iv) Toomey complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the personal data;
(e) assist the Customer, at the Customer's cost, in responding to any request from a data subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;
(f) notify the Customer without undue delay on becoming aware of a personal data breach;
(g) at the written direction of the Customer, delete or return personal data and copies thereof to the Customer on termination of the Contract unless required by Applicable Law to store the personal data; and
(h) maintain complete and accurate records and information to demonstrate its compliance with this clause 12 and immediately inform the Customer if, in the opinion of Toomey, an instruction infringes the Data Protection Legislation.
12.5 Either party may, at any time on not less than 30 days' notice, revise this clause 12 by replacing it with any applicable controller to processor standard clauses or similar terms forming part of an applicable certification scheme (which shall apply when replaced by attachment to the Contract).
13. CONFIDENTIALITY
13.1 Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party, except as permitted by clause 13.2.
13.2 Each party may disclose the other party's confidential information:
(a) to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 12; and
(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
13.3 Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under the Contract.
14. LIMITATION OF LIABILITY: THE CUSTOMER'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
14.1 The restrictions on liability in this clause 14 apply to every liability arising under or in connection with the Contract including liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
14.2 Nothing in the Contract limits any liability which cannot legally be limited, including but not limited to liability for:
(a) death or personal injury caused by negligence;
(b) fraud or fraudulent misrepresentation; and
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
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14.3 Subject to clause 14.2, Toomey's total liability to the Customer shall not exceed the lesser of either (a) £7,500.00; or (b) the price of the Parts and/or Repair and Servicing Work under the Contract.
14.4 This clause 14.4 sets out specific heads of excluded loss:
(a) Subject to clause 14.2, the types of loss listed in clause 14.6(b) are wholly excluded by the parties.
(b) The following types of loss are wholly excluded:
(i) loss of profits;
(ii) loss of sales or business;
(iii) loss of agreements or contracts;
(iv) loss of anticipated savings;
(v) loss of use or corruption of software, data or information;
(vi) loss of, or damage to, property, items or belongings left in a vehicle;
(vii) loss of or damage to goodwill; and
(viii) indirect or consequential loss.
14.5 Toomey has given commitments as to compliance of the Parts and Repair and Servicing Work with relevant specifications in clause 5 and clause 8. In view of these commitments, the terms implied by sections 13 to 15 of the Sale of Parts Act 1979 and sections 3, 4 and 5 of the Supply of Parts and Repair and Servicing Work Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
14.6 Unless the Customer notifies Toomey that it intends to make a claim in respect of an event within the notice period, Toomey shall have no liability for that event. The notice period for an event shall start on the day on which the Customer became, or ought reasonably to have become, aware of its having grounds to make a claim in respect of the event and shall expire 6 months from that date. The notice must be in writing and must identify the event and the grounds for the claim in reasonable detail.
14.7 This clause 14 shall survive termination of the Contract.
15. TERMINATION
15.1 Without affecting any other right or remedy available to it, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
(a) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(b) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
(c) the other party's financial position deteriorates to such an extent that in the terminating party's opinion the other party's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
15.2 Without affecting any other right or remedy available to it, Toomey may terminate the Contract with immediate effect by giving written notice to the Customer if:
(a) the Customer fails to pay any amount due under the Contract on the due date for payment; or
(b) there is a change of control of the Customer.
15.3 Without affecting any other right or remedy available to it, Toomey may suspend the supply of Repair and Servicing Work or all further deliveries of Parts under the Contract or any other contract between the Customer and Toomey if the Customer fails to pay any amount due under the Contract on the due date for payment, the Customer becomes subject to any of the events listed in clause 15.1(a) to clause 15.1(c), or Toomey reasonably believes that the Customer is about to become subject to any of them.
16. CONSEQUENCES OF TERMINATION
16.1 On termination of the Contract:
(a) the Customer shall immediately pay to Toomey all of Toomey's outstanding unpaid invoices and interest and, in respect of Repair and Servicing Work and Parts supplied but for which no invoice has been submitted, Toomey shall submit an invoice, which shall be payable by the Customer immediately on receipt;
(b) the Customer shall return all Parts which have not been fully paid for. If the Customer fails to do so, then Toomey may enter the Customer's premises and take possession of them. Until they have been returned, the Customer shall be solely responsible for their safe keeping and will not use them for any purpose not connected with this Contract.
16.2 Termination or expiry of the Contract shall not affect any rights, remedies, obligations and liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
16.3 Any provision of the Contract that expressly or by implication is intended to have effect after termination or expiry shall continue in full force and effect.
17. SUB- CONTRACTORS
Toomey shall be entitled at our sole discretion to employ or make use of sub-contractors for the Repair and Servicing Work to be provided to the Customers. Toomey shall be liable for the Repair and Servicing Work carried out, and materials and Parts supplied by such sub- contractors, subject to the limitations on liability contained within this Contract.
18. AUTHORITY TO DRIVE VEHICLES
By entering into this Contract, the Customer hereby authorises Toomey, along with Toomey’s employees, agents and sub- contractors to drive the Customer’s vehicle for the purposes of inspection, testing and repair on the public highway and elsewhere.
19. FORCE MAJEURE
Neither party shall be in breach of the Contract nor liable for delay in performing or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control (a Force Majeure Event).
20. GENERAL
20.1 Assignment and other dealings
(a) Toomey may at any time assign, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract.
(b) The Customer shall not assign, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any of its rights and obligations under the Contract without the prior written consent of Toomey.
20.2 Notices.
(a) Any notice or other communication given to a party under or in connection with the Contract shall be in writing and shall be:
(i) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or
(ii) sent by fax to its main fax number or sent by email to the address specified in the Job Card or Invoice as applicable.
(b) Any notice or communication shall be deemed to have been received:
(i) if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;
(ii) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting or at the time recorded by the delivery service; and
(iii) if sent by fax or email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause 20.2(b)(iii), business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.
(c) This clause 20.2 does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
20.3 Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause 20.3 shall not affect the validity and enforceability of the rest of the Contract.
20.4 Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of any right or remedy provided under the Contract or by law shall prevent or restrict the further exercise of that or any other right or remedy.
20.5 No partnership or agency. Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, constitute either party the agent of the other, or authorise either party to make or enter into any commitments for or on behalf of the other party.
20.6 Entire agreement.
(a) The Contract constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
(b) Each party acknowledges that in entering into the Contract it does not rely on, and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in the Contract. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misrepresentation based on any statement in the Contract.
(c) Nothing in this clause shall limit or exclude any liability for fraud.
20.7 Third party rights.
(a) Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
(b) The rights of the parties to rescind or vary the Contract are not subject to the consent of any other person.
20.8 Variation. Except as set out in these Conditions, no variation of the Contract shall be effective unless it is agreed in writing and signed by the parties (or their authorised representatives).
20.9 Governing law. The Contract and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.
20.10 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.