TERMS AND CONDITIONS OF SYNETIQ ONLINE AUCTIONS (the “Terms and Conditions”)
Last Updated September 2022
1 Introduction
1.1
You will be deemed to have accepted these Terms and Conditions when you click “I have read these Terms and Conditions” and when you click “I accept” when you register to become a Trade Member via the Website (each as defined herein).
1.2
References to “us”, “our” and “we” means SYNETIQ LIMITED, a company incorporated in England (company number 11771655) whose registered office is at Bentley Moor lane, Adwick-le-Street, Doncaster, DN6 7BD. Our VAT Registration number is 315 694 587.
1.3
References to “you” and “your” in these Terms and Conditions mean you as a registered Trade Member.
1.4
The following definitions shall apply in these Terms and Conditions: 1.4.1
“Bid” shall mean an offer to buy a Lot at a specific price; 1.4.2
“Buy It Now” shall mean Lots offered under Clause 9 of these Terms and Conditions whereby it is possible to bypass the auction process and purchase a Lot for the stated price;
1.4.3
“Buyer” shall mean a Trade Member that has purchased a Lot; 1.4.4
“Contract of Sale” shall mean the binding contract of sale of a Lot between the Buyer and the Seller;
1.4.5
“Date of Sale” means the date on which the Contract of Sale concludes in respect of a Lot;
1.4.6
“Drive Information” means, in respect of each motor vehicle that is a Lot, information (in addition to the Start Information) that indicates if such motor vehicle can be moved for a short distance under its own power at the Seller’s Premises (and for the avoidance of doubt the Seller does not guarantee that the relevant motor vehicle can be started and moved under its own power following collection from the Seller’s premises);
1.4.7
“Fees” shall mean the applicable fees or charges payable by the Buyer in respect of a Lot as set out in our Frequently Asked Questions (or as otherwise stipulated by us);
1.4.8
“Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, moral rights, trade marks, business names and domain names, rights in get-up and trade dress, 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;
1.4.9
“Lot” shall mean a motor vehicle and/or other goods including vehicle parts that we offer for sale at auction or through Buy It Now;
1.4.10
“Lot Information” shall mean all information provided to the User regarding Lots whether provided in written, verbal or digital image form, including without limitation: year, make, model, condition, damage amount, damage type, roadworthiness, driveability, accessories, mileage, odometer and/or speedometer readings, vehicle identification numbers, title, repairs needed, repair cost, repair history, title history, service history, total loss history, Start Information and Drive Information (as applicable);
1.4.11
“Purchase Price” shall mean the price payable for a Lot, together with any applicable Value Added Tax;
1.4.12
“Reserve Price” shall mean the minimum price that the Seller is willing to accept for a Lot;
1.4.13
“Seller” means: (i) us; (ii) a third party seller for whom we are an agent; or (iii) a third party salvage agent;
1.4.14
“Services” shall mean the Virtual Sale of Lots; 1.4.15
“Start Information” means, in respect of each motor vehicle that is a Lot, information that indicates if the engine of such motor vehicle was tested at the Seller’s premises to verify if it could be started at the Seller’s Premises (and for the avoidance of doubt the Seller does not guarantee that the engine of the relevant motor vehicle can be started following collection from the Seller’s premises);
1.4.16
“Trade Member” means a person that has successfully completed the trade member registration process set out at Clause 4 and has subsequently been accepted as a trade member;
1.4.17
“User” shall mean a Trade Member attempting to purchase a Lot; 1.4.18
“Virtual Sale” shall mean the sale of a Lot on our Website; and 1.4.19
“Website” shall mean our website at auctions.synetiq.co.uk or such other website that we establish from time to time.
1.5
Your acceptance of these Terms and Conditions is an absolute pre-condition of using our Website and Services. If you do not accept these Terms and Conditions, you will
not be permitted to use our Website or the Services provided through it, or any other services we provide.
1.6
You acknowledge that our business includes the sale of used, recovered stolen, accident-damaged and/or insurance write-off vehicles, parts and other goods.
1.7
You acknowledge that as a registered Trade Member you are a trader in such vehicles and/or other goods and, whether or not this is your first occasion that you are using our Services, you are purchasing all Lots with a view to your trade and with a view to a profit.
1.8
If you purchase any Lot from us, you expressly acknowledge and agree that it is in your capacity as a Trade Member and that consumer protection laws do not apply to any such purchase and all implied terms (statutory or otherwise) are excluded to the fullest extent permitted by law. You hereby acknowledge and agree that it is fair and reasonable in all circumstances for us to exclude, restrict or limit (as the case may be) our obligations and liability to you in respect of the Lots we offer for sale on behalf of the Seller.
1.9
These Terms and Conditions govern:
1.9.1
your use of our Website and Services and form a binding contract between you and us regarding your use of our Website and Services; and
1.9.2
from time to time your purchase of a Lot, which forms a binding contract between you and the Seller of a Lot.
1.10
These Terms and Conditions set out and explain our responsibilities and, where we are not the Seller, the Seller’s responsibilities to you and your responsibilities to us and the Seller. They also include important provisions that restrict and/or limit our liability and the liability of the Seller to you, because the Lots we offer for sale at auction may be used, damaged, stolen and/or subsequently recovered and/or insurance write-offs.
1.11
Once you become a registered Trade Member with us, you agree to be bound by these Terms and Conditions. We reserve the right to amend these Terms and Conditions and the Fees at any time without prior notice to you. If we do so, we shall display a notice to this effect on our Website.
2 Our Website, your information and account security
2.1
We will provide you with every practical and reasonable help you may require to access the Website but we cannot accept responsibility if you are unable to do so for any reason. We do not guarantee you access to the Website at any time. We do not guarantee that while you are accessing the Website your access will be uninterrupted, without delay or interference, secure and/or error free, or indeed operate as set out and anticipated in these Terms and Conditions. Accordingly we reserve the right at any time to suspend or discontinue the Website and/or Services
for any reason without incurring any liability or obligation to you.
2.2
The ‘Server Time’ is displayed in certain places on the Website. Please note that this is for indication only and may be out by several seconds. The Server Time is displayed to help Users in different time zones understand when auctions are ending and should not be used as an accurate record of the time.
2.3
As long as you comply with these Terms and Conditions and the other documents incorporated by reference, we will provide you with such access to the Website and Services as we are able to deliver on the basis set out in these Terms and Conditions. However, we reserve the right in our discretion to terminate or suspend your registration and/or access to the Website or Services without giving any reason.
2.4
When you apply to become a registered Trade Member and during your use of the Website and the Services, you will provide us with data. We will respect the privacy of such data. We will only collect, use, disclose or process your data in accordance with our Privacy Policy, which you accept by your continued use of the Website or the Services. You must keep your data accurate and up-to-date and promptly send us any new or amended data. We will only share your data with other parties as set out in our Privacy Policy (including third party sellers for whom we are an agent and third party salvage agents), as provided in these Terms and Conditions and/or with your prior consent.
2.5
You agree that you will act lawfully, diligently and honestly at all times when you access and use the Website or Services and will comply with all laws and regulations applicable to your use of the Website or Services. You warrant that all the details you supply on registration or at any time thereafter are true and accurate and that you will update them as and when necessary.
2.6
You agree that you will not interfere with, jeopardise, disrupt or harm the Website or Services and that you will not intercept, expropriate, re-use, steal or re-utilise any system, data, photographs or information comprised in or provided to you via the Website or Services.
2.7
You agree that you shall be solely liable for actions taken using your username and password to access the Website or Services, whether taken by you or third parties and/or with or without your consent or knowledge.
2.8
You agree that you shall keep your username and password confidential and not disclose them to or share them with anybody.
2.9
If you believe that the confidentiality of your password has been compromised, you must tell us immediately and:
2.9.1
at our direction you will change your password using a link we may send you; and 2.9.2
you may choose to change your password.
3 Intellectual Property Rights
3.1
You acknowledge and agree that we and/or our licensors own all the Intellectual Property Rights in and relating to our Website and Services and their content. Your use of the Website or Services and their content grants you no rights in relation to our (or our licensors’) Intellectual Property Rights.
3.2
Other than for your own personal use and solely in connection with your use of our Website or Services, you may not copy, reproduce, download, publish, re-publish, post, broadcast, record, print, commercially exploit, transmit, edit, communicate to the public or distribute in any other way our Website, Services, or their content, or the computer codes of elements which comprise our Website and Services.
3.3
Other than as set out in this Clause 3 you are not permitted to use any of our Intellectual Property Rights without our (and our licensors’) prior written consent and all Intellectual Property Rights shall remain vested in and owned by us or our licensors (as applicable).
4 Membership and registration
4.1
Membership as a registered Trade Member with us is open to all individuals aged 18 years or over and of suitable capacity to enter into legal contracts. We reserve the right to deny membership to, and/or exclude from our premises or Website, any individual in our absolute discretion. We reserve the right to suspend, revoke or amend the membership of any Trade Member in our absolute discretion.
4.2
If you wish to become a registered Trade Member you must: 4.2.1
complete our registration form; 4.2.2
pay any applicable fee; and 4.2.3
supply;
4.2.3.1
one form of photographic identification (being either a passport or driving licence); and
4.2.3.2
a utility bill or bank statement dated within the last three months showing your name and address, and, in addition to the above, if you are applying to become a registered Trade Member on behalf of a business or other corporate entity, you must supply the name, address and company registration number (if applicable) of the business, and acceptable proof that you are a director or authorised signatory of such business.
4.3
Your membership with us must be reviewed and renewed annually by paying the membership fee, submitting copies of all current licences, and providing information regarding any changes to your details. We reserve the right to impose or increase the Fees at any time without notice, though we will place such information on our Website. Your use of our Website or Services thereafter will be deemed to be your express acceptance and/or acceptance by conduct of any such variation to the Fees.
5 Release of liability and indemnity
5.1
For the purpose of this Clause 5, ‘our’, ‘us’ and ‘we’ shall mean us and the Seller, being:
5.1.1
a third party seller for whom we are an agent; or 5.1.2
a third party salvage agent, if we are not the Seller of a particular Lot.
5.2
Nothing in these Terms and Conditions limits or excludes our liability for: 5.2.1
death or personal injury caused by our negligence; 5.2.2
fraud or fraudulent misrepresentation;
5.2.3
breach of the terms implied by section of Goods Act 1979 (title and possession); or
5.2.4
any other liability that cannot be limited or excluded by law. 5.3
Subject to Clause 5.2:
5.3.1
our total liability to you for all losses arising under or in connection with any Lot you have purchased, under these Terms and Conditions, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed the Purchase Price of that Lot;
5.3.2
you irrevocably and unconditionally waive and release your rights (if any) to recover from us, our directors, officers, employees, representatives, agents, subsidiaries, partners, affiliates or suppliers, any and all damages, losses, liabilities, costs, expenses or claims (whether direct or indirect, known or unknown, foreseen or unforeseen) that may arise from or be related to:
5.3.2.1
our decisions made in connection with resolving disputes, withdrawing Lots from sale, refusing to accept Bids and/or cancelling concluded Contracts of Sale;
5.3.2.2
any damage (howsoever caused) to any Lot after the Contract of Sale has concluded; and
5.3.2.3
property damage or any other event which occurs on or at any of our premises or the Website;
5.4
You assume full responsibility for, and all risk passes to you in respect of, any Lot you have purchased from the Seller from the time the Contract of Sale is concluded between you and the Seller.
5.5
It is your responsibility to satisfy yourself as to the condition and history of any Lot you purchase.
5.6
So far as permitted by law you hereby indemnify us from any and all damages, losses, liabilities, costs, expenses (including legal fees, disbursements and Value Added Tax) incurred by us or claims (whether direct or indirect, known or unknown, foreseen or unforeseen) made by you arising from or related to property damage or any other event that occurs on or at any of our premises or the Website.
5.7
So far as permitted by law you agree to indemnify us against all liabilities relating to taxation, duty, charge or levy in the nature of taxation (including all penalties, charges, costs and interest relating to any of them), past, present or future, wherever imposed, that we suffer as a direct or indirect consequence of your use of the Website and/or Services.
5.8
Subject to Clause 5.2, under no circumstances will we be liable to you (whether in contract, tort, negligence, breach of statutory duty or otherwise) for any special, incidental or consequential damages, loss of profits, sales, business or revenue, loss of business opportunity, loss of anticipated savings or loss of goodwill arising under or in connection with your use of the Website and/or Services or that result from or are related to the sale, distribution, use of or inability to use any Lot even if we had been previously or subsequently advised of the possibility of such damages or losses. As a Trade Member, you agree that the provisions of this Clause 5 are fair and reasonable in all the circumstances.
5.9
Except as expressly stated in these Terms and Conditions, we do not give any representations, warranties or undertakings in relation to the Lots. Any representation, condition or warranty which might be implied or incorporated into these Terms and Conditions by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that any Lot is suitable for your purpose. We do not guarantee or warrant in any way that any Lot we sell and you purchase can be legally registered in any jurisdiction and you accept all risks associated with any variations in title or registration laws (if any)
between jurisdictions that may adversely impact upon the marketability or roadworthiness of Lots you purchase.
5.10
We are not responsible or liable for any losses you sustain arising out of or in connection with any defects, errors or omissions in any paperwork issued by any government department, executive agency or other authority of competent jurisdiction (including without limitation the Driver and Vehicle Licensing Agency (DVLA) and Vehicle and Operator Services Agency (VOSA).
5.11
It is your sole responsibility to comply with all import and/or export procedures, inspections, fees, proof of emissions or any other requirements that may apply to your purchase.
5.12
We may at any time, without notice, set off any liability you owe us against any liability we owe you, whether any such liability is present or future, liquidated or un- liquidated, under these Terms and Conditions or not, and irrespective of the currency of its denomination. If the liabilities to be set off are expressed in different currencies, we may convert either liability at a market rate of exchange for the purpose of set-off. If you have (or we reasonably believe you have or are connected with) more than one account with us, we may use a positive balance in one of your accounts in set-off against any negative balance on another account. Any exercise by us of our rights under this Clause 5.12 shall be without prejudice to any other rights or remedies available to us under these Terms and Conditions or otherwise.
5.13
You must pay all amounts due under these Terms and Conditions in full without any deduction or withholding (other than any deduction or withholding of tax required by law) and you shall not be entitled to claim set-off or to counterclaim against us in relation to the payment of the whole or part of any such amount.
5.14
The provisions of this Clause 5 shall survive termination of these Terms and Conditions.
6 Bidding overview
6.1
Apart from Buy It Now Lots, you may log on to our Website during a Virtual Sale to submit Bids electronically in real time over the Internet to compete with other Bids.
6.2
Once you have submitted a Bid, it cannot be retracted, deleted or cancelled.
6.3
Each instruction, transmission, display and receipt in relation to any Bid shall be deemed to have been carried out in the United Kingdom.
7 Sales, policies and procedures
7.1
Any auctions conducted are subject to the Auctions (Bidding Agreements) Act 1927 and Auctions (Bidding Agreements) Act 1969.
7.2
If there is a Reserve Price on a Lot it will be identified on the auction pages in respect of that Lot by signifying whether or not the Reserve Price has been met or exceeded at the time that you as a User accessed that page.
7.3
A Bid will be binding if we accept it by a notice displayed on the Website. The moment you as a User are so notified that your Bid has been successful, a Contract of Sale will be concluded in respect of the Lot that was the subject matter of your Bid. A Contract of Sale will only be concluded if the Reserve Price has been met (unless the Seller in its sole discretion accepts your Bid notwithstanding that it has not met the Reserve Price). In each case, the Contract of Sale will be between the Buyer and the Seller. If we are not the Seller, we will not be party to the Contract of Sale in respect of the Lot, however, it will be governed by these Terms and Conditions.
7.4
We shall act as sole arbiters in all disputes and matters arising out of or in connection with any pre-sale, auction or post-sale matters, including (without limitation) bidding, withdrawing or altering a Bid, refusing Bids from you, or the cancellation of any Contract of Sale made at or during any sale and our decision (for which no reason may be given) shall be final.
7.5
Without giving any reason and in our absolute discretion we may refuse to accept any Bid or regulate the bidding as we see fit. We may remove, restrict or withdraw any Lot being offered for sale at any time before any Contract of Sale is concluded.
7.6
In addition, we may cancel any concluded Contract of Sale in our absolute discretion. If we cancel any concluded Contract of Sale, neither you nor the Seller shall be entitled to rely upon any Contract of Sale for any purpose, though you shall be
entitled to the return of any deposit or part of the Purchase Price you have already paid.
7.7
We reserve the right not to release any Lot prior to, during or after any sale for whatever reason in our absolute discretion. You will not receive such right and title as the Seller has to or over any Lot on which you have successfully Bid and entered into a concluded Contract of Sale unless and until we receive cleared funds from you in full payment of all sums, fees and other monies due from you in respect of that Lot. You will still, however, be legally committed to purchase that Lot and the Seller will not be obliged to transfer such right and title it has to you until full payment has been made, subject to our right to cancel a concluded Contract of Sale and these Terms and Conditions generally.
7.8
In the event that a motor vehicle that is United Kingdom Value Added Tax qualifying is exported outside of the United Kingdom, the appropriate Seller will upon receipt of the applicable valid statutory documentation refund to you the applicable amount of Value Added Tax.
8 Sales of parts
8.1
Occasionally we may hold sales to Trade Members of individual vehicle parts. These Terms and Conditions shall apply to all such sales of parts as permitted by law, with the provisions of this Clause 8 taking precedence over any conflicting provisions elsewhere in these Terms and Conditions.
8.2
All parts sales are final – returns are not accepted – and are made on an “as is, where is” basis. It is your sole responsibility to make all necessary enquiries and inspections to satisfy yourself as to a vehicle part’s suitability and condition before making a Bid.
9 “Buy It Now” Sales
9.1
We may offer some Lots for purchase through your use of our “Buy It Now” facility. These Terms and Conditions shall apply (as permitted by law) to all Buy It Now sales, with the provisions of this Clause 9 taking precedence over any conflicting provisions elsewhere in these Terms and Conditions.
9.2
When you place a Buy It Now order to purchase a Lot, that order represents your offer to purchase the relevant Lot at the advertised price. Your offer is only binding if we accept it by a notice displayed on the Website. The moment you as a User are so
notified that your offer has been successful, a Contract of Sale will be concluded in respect of the Lot that was the subject matter of your offer. In each case, the Contract of Sale will be between the Buyer and the Seller. If we are not the Seller, we will not be party to the Contract of Sale in respect of the Lot, however, it will be governed by these Terms and Conditions.
9.3
All Buy It Now sales are final- returns are not accepted – and are made on an “as is, where is” basis. It is your sole responsibility to make all necessary enquiries and inspections to satisfy yourself as to a Lot’s status, condition and history before making a Buy It Now offer.
9.4
Unless stated otherwise, all Buy It Now prices are exclusive of Value Added Tax (at the applicable prevailing rate) and our Fees.
9.5
We may at our discretion cancel your Buy It Now order, either before or after acceptance. If we cancel your Buy It Now order after you have made payment in respect of that order, we will refund the sums you have already paid.
10 Disclaimers
10.1
All Lots we offer for sale are sold on an “as is, where is” basis. This means sales are without any express or implied warranty (including without limitation any warranty of fitness for a particular purpose or of satisfactory quality), and it will be your responsibility to arrange collection of any Lot you have purchased.
10.2
We (and the Seller if we are not the Seller of a particular Lot) expressly disclaim the accuracy or completeness of any and/or all Lot Information. Lot Information is provided for convenience only.
10.3
You agree that you will not rely on Lot Information in deciding whether or how much to bid on any Lot.
10.4
We (and the Seller if we are not the Seller of a particular Lot) expressly disclaim any and all representations (whether written or verbal), warranties and guarantees regarding the Lots we offer for sale.
10.5
We (and the Seller if we are not the Seller of a particular Lot) do not guarantee that keys are available for any vehicles sold through us, regardless of whether or not keys are present in online images or are present in the vehicle during any pre-purchase inspection.
10.6
The Lots we offer for sale may be missing components or parts. 10.7
We (and the Seller if we are not the Seller of a particular Lot) do not guarantee that any vehicles sold through us meet or can be modified to meet local emission or safety requirements.
10.8
It is your sole responsibility to ascertain, confirm, research and/or investigate to your satisfaction the Lots we offer for sale and any and all Lot Information prior to deciding whether and how much you wish to bid on any Lot. We will send you a video containing relevant information in respect of any Lot at your request if we consider (acting reasonably) that you are a bona fide prospective purchaser.
10.9
You agree that all Lots are sold “as is, where is” and are not represented to be in a roadworthy condition, mechanically sound or maintained at any level of quality whatsoever. The Lots may not be fit for purpose as a means of transportation or for any other purpose and may require substantial repairs at your expense. The Lots may not be of satisfactory quality, taking into account all considerations, including without limitation the Purchase Price you pay for any Lot we offer for sale.
10.10
You acknowledge and agree that we (and the Seller if we are not the Seller of a particular Lot) have excluded our liability in respect of terms that would otherwise have been implied into the contract of sale under the Sale of Goods Act 1979 (as amended) to the fullest extent permitted by law, including without limitation the terms relating to Lots complying with their description and/or being fit for a particular purpose.
10.11
Given the nature of our business, the nature of the lots we offer for sale, and the fact that you are a trade member, you acknowledge and agree that it is fair and reasonable in all the circumstances for us (and the seller if we are not the seller of a lot) to rely upon the restrictions, limitations and exclusions of ours and the seller’s liability set out in these terms and conditions. You acknowledge and agree that your
use of our website and services and you’re bidding for and/or purchase of lots is expressly on the basis that these terms and conditions have been read and understood by you, and that you accept in the circumstances they are fair and reasonable.
10.12
In the case of electric or hybrid electric vehicles, we (and the Sellers if we are not the Seller of a particular Lot) make no representation nor offer any warranty that the batteries (or the right to use the batteries) are included within the sale. You may not acquire ownership or the right to use relevant battery packs and you should satisfy yourself of this prior to bidding.
10.13
The provisions of this Clause 10 shall survive termination of these Terms and Conditions.
11 Vehicle registration and licensing
11.1
All vehicles are sold to the Buyer without title to the vehicle registration number which will remain the property of the Seller except where expressly otherwise notified to the Buyer by the Seller in writing.
11.2
On request by the Seller, the Buyer shall take all necessary steps to make any vehicle Registration number plate within a Lot available to the Seller without any cost to the Seller.
11.3
The Seller does not supply existing Vehicle Registration Documents or MOT certificates with any vehicle except where expressly stated otherwise in writing.
11.4
The Seller may, in its sole discretion, notify the DVLA of the change of ownership of a Lot to the Buyer. The name and address so notified shall be the full name and address provided by the Buyer on registration as a Trade Member.
12 Fees, payments and deliveries
12.1
Unless expressly stated to the contrary by us in writing, upon the conclusion of a Contract of Sale you become liable to pay the Purchase Price and any other Fees due in respect of that Lot.
12.2
The Fees payable in relation to the purchase of a Lot may vary and are subject to change without notice. The Fees are set out on our website under Frequently Asked Questions. Any variations to the Fees will be published on our website under Frequently Asked Questions. You are solely responsible for ascertaining the Fees applicable in relation to a Lot you have purchased.
12.3
The applicable Seller must receive the Purchase Price and all Fees due under a Contract of Sale in cleared funds (paid by such method as from time to time we have agreed to accept) within 72 hours of the Date of Sale. As at the date of these Terms and Conditions you may pay by:
12.3.1
CHAPS bank transfer; and 12.3.2
debit card, if you are physically present at the relevant premises at which the Lot is for sale.
12.4
If you make payment to the applicable Seller via CHAPS bank transfer, those payments must originate from a bank account in the same name as your account. If you are entitled to make payments to the applicable Seller using debit card, any card used to make a payment to the Seller must be registered in the same name as that of your Trade Member registration. If payments are found to have been made from a bank account or card in a different name, we reserve the right to suspend or close your account immediately.
12.5
If you fail to make payment in accordance with Clauses 12.3 and 12.4 above, you agree that we may, in our absolute discretion, cancel the Contract of Sale and/or offer the relevant Lot for re-sale without notice. In such case, you agree to pay the relevant Fee to relist the Lot. If you are responsible for an excessive number of Lots to be relisted, we may suspend or revoke your membership in our absolute discretion.
12.6
Such right and title as the Seller has to each Lot you purchase will transfer to you absolutely when we receive the Purchase Price and all applicable Fees in cleared funds, subject always to our right to cancel any Contract of Sale and negate such title transfer in accordance with these Terms and Conditions.
12.6.1
where expressly agreed between the Seller and the Buyer, a delivery fee in respect of the delivery of the Lot to the Buyer.
12.7
Subject to the remaining express provisions of this clause 12, the treatment of purchased Lots shall be governed by the Incoterms 2020 Rules Ex Works.
12.8
If you have elected and paid for delivery, we will automatically make arrangements to deliver each Lot to your nominated address without further request. Our delivery obligation extends only to addresses in the mainland UK and time is not of the essence for delivery. While we will use our reasonable skill and care in delivering Lots to you, you acknowledge and accept that many such Lots are in a damaged state and further damage may inevitably occur during loading, unloading and/or in transit. You hereby accept that the Seller (nor us if we are not the Seller) will not be liable for any further damage done to Lots you have purchased during their loading, unloading and/or while they are in transit. We will not deliver any Lot to you and our obligation to deliver any such Lot shall not accrue until we have received full payment in cleared funds of all sums due in respect of that Lot.
12.9
Delivery will be made to your nominated address. It is your responsibility to provide sufficient information for the delivery driver to locate the address, and to ensure it is possible to make the delivery. You accept that additional charges may be levied for re-delivery or waiting time over one hour.
12.10
Alternatively, you may elect to collect each Lot you have purchased on or after the Date of Sale, though we will release it to you only when we have received full payment in cleared funds of all sums due in respect of that Lot. When you collect a Lot from us, you agree to comply at all times with our safe working procedures and site rules in force from time to time and neither we nor the Seller (where we are not the Seller of the Lot) accept liability for any loss or injury sustained by you as a result of your failure to do so.
12.11
You agree that if a motor vehicle purchased:
12.11.1
is by reason of its construction, state of brakes, steering, tyres, lights and equivalent reflectors or other damage in an un-roadworthy condition;
12.11.2
otherwise cannot be used lawfully on the road; and/or 12.11.3
does not have a valid Department of Transport Test Certificate, insurance certificate or any other certificate required by lathen you shall not use that motor vehicle on the public highway and shall not remove it (or cause it to be removed) from our premises under its own power.
12.12
The Seller’s (and ours if we are not the Seller) liability in respect of each Lot you purchase ends upon the transfer to you of such right and title as the Seller has, and you assume all risks from the moment of the concluded Contract of Sale for the purchase of each Lot. As such you must register with the DVLA each vehicle purchased from us or complete a statutory off-road notification.
12.13
All fixed penalty notices and/or other legal demands, fines and charges relating to each vehicle you purchase will be your sole responsibility from the Date of Sale of that vehicle. You must comply at all times with the ABI Code, as updated from time to time. If you fail to carry out any of these requirements we may suspend or revoke your membership in our absolute discretion.
12.14
Any Lot remaining uncollected (and/or that we have been unable to deliver) on our premises shall be at your absolute risk from the Date of Sale and we (and the Seller if we are not the Seller) accept no responsibility for any loss or damage howsoever caused to such Lot from the Date of Sale.
12.15
If a Lot remains uncollected (and/or that we have been unable to deliver) on our premises seven calendar days after the Date of Sale, then you shall pay to us the applicable Fee for storage for each day or part day thereafter. Where a Fee has been incurred for storage, we will not release that Lot until you pay us the Fee and/or any other outstanding sums in full in cleared funds. As such you agree that we may keep possession of such a Lot pending payment and you acknowledge and accept that we may have a lien (whether contractual, general or specific) over that Lot for this purpose.
13 Miscellaneous provisions
13.1
If you purchase any Lot from us, you warrant, represent and undertake that you shall not contact (in any form or format whatsoever) any prior owner of any motor vehicle and/or other goods (including vehicle parts) comprising such Lot.
13.2
We (and the Sellers if we are not the Seller of a particular Lot) shall have no liability to you for any delay to performance (and the time for performance shall be and is extended accordingly) if that delay is due to circumstances beyond our reasonable control.
13.3
These Terms and Conditions contain the entire agreement between: 13.3.1
you and us with regard to your use of our Website and Services and your purchase of any Lot pursuant to them; and
13.3.2
you and the applicable Seller of any Lot purchased through our Website and/or Services.
No representation of the Seller (if we are not the Seller of a particular Lot), our employees, officers or agents shall represent an addition or amendment to these Terms and Conditions unless the same has been set out in writing and signed by our Company Secretary and/or a director.
13.4
If any of these Terms and Conditions or any provisions of any Contract of Sale or otherwise are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
13.5
The laws of England and Wales govern these Terms and Conditions, the purchase of any Lot through our Services, and any Contract of Sale concluded in accordance with these Terms and Conditions. You irrevocably submit to the non-exclusive jurisdiction of the Courts of England and Wales in respect of any disputes arising from the same.
13.6
No partnership, joint venture or relationship of employee/employer or franchisor/franchisee arises between you and us by reason of these Terms and Conditions.
13.7
Notice may be served by either party to the Contract by email or First Class post. In the case of notices sent by email, notice will be deemed served at the time and date of successful transmission; in relation to notice by First Class post, notice will be deemed served two business days after posting.
13.8
No person other than you, us, any member of Synetiq Limited’s group of companies or any third party for whom we act as agent has any rights under the Contract (Rights of Third Parties) Act 1999 to rely upon or enforce any terms of these Terms and Conditions.
13.9
The provisions of this Clause 13 shall survive termination of these Terms and Conditions.