These Terms

1.

These are the terms and conditions (“Terms”) on which we, Haynes Brothers Limited (“we”, “us”, “our”), supply vehicles, agricultural plant and machinery, spare parts and aftersales services to you. This includes when you order in store, online or by phone or email. Please read these Terms (and any order form) carefully before you order products or services from us. If there is anything you do not understand or do not agree with, please ask a member of staff or contact us using our contact details set out here.

Throughout, references to vehicle shall include agriculture plant and machinery.

These Terms tell you who we are, how we will provide products and services to you, how you and we may change or end the contract, what to do if there is a problem and other important information. Further details about the vehicle, spare part or aftersales services you are purchasing from us may be set out in our order form, invoice or on our website and shall form part of the contract between you and us, in addition to these Terms. You are responsible for ensuring that the terms of the order form are complete and accurate. In these Terms, where we mention: (a) manufacturer, we mean the manufacturer of the vehicle or spare part which you are purchasing from us; (b) a business customer, we mean a customer who is buying products or services from us wholly or mainly for use in connection with their trade, business, craft or profession, even if they are an individual; (c) services or aftersales services, we mean the aftersales services being purchased by you from us; (d) exchange vehicle, we mean the vehicle agreed to be taken by us in part exchange; and (e) product, we mean the vehicle (new or used) or spare part being purchased by you from us.

You should be aware that we do limit our total liability to you as set out in paragraph 25.

Our contract with you

2.

Your order is an offer to purchase products and/or services from us. No contract will exist until we decide to accept your order. Our acceptance for vehicles will take place when we issue written acceptance after any deposit is received by us, at which point the contract shall come into existence. Our acceptance for services and spare parts, will take place when we contact you to confirm acceptance of your order or on provision of the services or dispatch. Sometimes we reject orders, for example, because a product is unexpectedly out of stock, or a manufacturer has discontinued a product. If this happens, we will let you know as soon as possible and refund any sums you have paid.

Vehicles

3.

A vehicle's true colour may not exactly match that shown on your device or in our marketing.

Deposit

4.

In respect of a vehicle purchase, we will request a deposit when you place your order. We may also charge a deposit for services. Any deposits shall be non-refundable except as set out in paragraphs 10b)II, 11a)I and II and 14.

Payment

5.

a)You shall pay to us, for:

I.a vehicle purchase, the total outstanding balance (or, if applicable, the sum required to complete any deposit to a finance company) on the date specified by us or, if no date is specified, before or on delivery / collection;

II.spare parts, the total amount due before or on delivery / collection of the spare parts; and

III.aftersales services, the total amount due on the date specified by us, or if no date is specified, before or on collection of your vehicle after completion of the services. For aftersales services, there may be additional costs if additional work has been undertaken by us which must be paid prior to collection. We will never carry out any additional work without agreeing with you first.

b)We accept payment by bank transfer and most types of credit and debit cards (including Visa, Maestro and Mastercard).

c)You will only own the vehicle or spare part being purchased once we have received payment in full.

d)If you are a business customer, you must pay all amounts due to us under these Terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).

Late payment or returned payment

6.

a)Where we provide you with a credit facilities, the following terms apply:

a.Payment terms must be adhered to and are issued at our absolute discretion.

b.Payment terms can be amended or withdrawn at any time in accordance with our underwriting criteria.

b)If we're unable to collect any payment you owe us we charge interest on the overdue amount at the rate of 4% a year above the Bank of England base rate from time to time. This interest accrues on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You pay us the interest together with any overdue amount.

c)In respect of aftersales services, we may refuse to allow you to collect your vehicle(s) until you have made payment in full to us for the services provided.

d)Any returned payments are liable to us being able to charge you a £50+VAT administration fee plus bank charges and interest, which you agree to pay.

Delivery

7.

a)During the order process, we will keep you informed of the delivery date of the vehicle and/or spare part being purchased.

b)Delivery of a vehicle (or spare part) shall take place at our premises (or in respect of a spare part, as otherwise agreed with you) within 7 days of notification to you that the vehicle (or spare part) is ready for delivery. Delivery will not take place until we have received full payment from you for the vehicle (or spare part). You should inspect the vehicle, accessories and spare part on delivery.

c)The responsibility for the vehicle or spare part being purchased shall pass to you on completion of delivery.

d)You agree to collect your vehicle within 24 hours of us notifying you aftersales service are complete. Failure to collect your vehicle within 24 hours, without our prior consent, may result in us charging you £50+VAT per day for storage, which you agree to pay prior to us releasing the vehicle to you.

Delays outside of our control

8.

a)If our supply of products or services is delayed by an event outside of our control, such as a delay by a manufacturer to supply or manufacture a vehicle or part, we will contact you as soon as possible to let you know and do what we can to reduce the delay. As long as we do this, we won’t compensate you for the delay, but if the delay is likely to be substantial you should contact us and we can discuss whether it would be possible to end the contract and receive a refund for the relevant product (or services, if applicable) you have paid for in advance but not received.

b)If you are a business customer, any dates quoted for delivery of products and/or services are approximate only, and the time of delivery or performance is not of the essence.

Increase in VAT and other duties or taxes

9.

If the rate of VAT (or other duties or taxes) change between your order date and the date we supply the product or service, we adjust the rate of VAT (or other duties or taxes) that you pay (even if that means an increase in VAT (or other duties or taxes).

Price changes for new vehicle purchases

10.

a)If you are ordering a new vehicle, the price of that vehicle may be protected by the manufacturer's Price Protection Plan. You will have been notified of this by us at the time of your purchase. This will mean that paragraph 10b) will not apply to you.

b)We may change the price for a new vehicle being purchased by you in the following circumstances:

I.if the manufacturer reduces the price for that vehicle below the purchase price specified, we will notify you and reduce the price accordingly so that you pay the lower price; or

II.if the manufacturer increases the price of the new vehicle above the purchase price specified, we shall notify you and you shall have the right to cancel the contract within 14 days of our notification. If you agree to the price increase the contract shall be amended to reflect the increase. If you cancel the contract, we shall refund you any sums paid for the vehicle you will not be receiving (including the deposit).

Change in model of new vehicle

11.

a)If we cannot supply a new vehicle of the model specified because the manufacturer has stopped producing or supplying that model, we will notify you. You may:

I.contact us to end the contract within 14 days of our notification. We will refund you the price paid (including the deposit) for the vehicle you will no longer be receiving; or

II.contact us to agree to an alternative model being supplied by us at the current price for that model, which may be higher or lower than the purchase price you had agreed to pay for the model no longer available. If we cannot reach agreement within 14 days of our notification, we may end the contract and refund you the price paid (including the deposit) for the vehicle you will no longer be receiving.

Mobile after sale services

12.

If you cancel a booking for mobile aftersales services, we may charge you for the reasonable costs incurred by us for attending the service (being the travel time and expenses incurred in attending that job).

Part exchange / purchases by us from you

13.

If we agree to purchase a vehicle from you as part of a separate transaction or in part exchange, you agree that:

I.the declarations made by you on the Used Vehicle Purchase Form are true and accurate in all respects. You must notify us immediately if you become aware that any of the declarations are no longer true and accurate. If we later discover that any of the declarations were false, we may recover from you any losses we incur;

II.the exchange vehicle must be delivered to us before or on delivery / collection of the vehicle being purchased by you and the vehicle being purchased by us must be in the same condition (fair wear and tear excepted) as when examined and valued by us. We will become the owner of that vehicle on delivery;

III.you must provide documentation to us to confirm that you are the owner of the exchange vehicle / vehicle being purchased by us;

IV.if the exchange vehicle / vehicle being purchased by us is or has been the subject of any credit agreement, we shall pay the outstanding sums to the finance company. We will reduce the value given to the exchange vehicle / vehicle being purchased by us by the amount paid to the finance company; and

V.if, in respect of an exchange vehicle, you decide to cancel the contract to purchase a vehicle from us for any reason after the exchange vehicle has been delivered to us and we have sold the exchange vehicle (which we are able to do after delivery of the exchange vehicle to us) you shall be entitled to the profit or bear the loss on such sale (after we have deducted our reasonable costs).

Changes in values given to an exchange vehicle / vehicles being purchased by us

14.

The value we give to an exchange vehicle / vehicle being purchased by us will be stated on the Used Vehicle Purchase Form. We may only change the value stated for the following reasons:

a)a significant change in the condition or mileage or hours run of that vehicle;

b)a change in market conditions;

c)a change in any relevant taxes;

d)a change in applicable laws and regulations; or

e)any other financial measures enacted or announced by HM Government.

We shall notify you of the change and it shall only be effective if agreed in writing by you and us. If you decide not to accept the change, you may end the contract by contacting us. If this is a part exchange, you must cancel before delivery of the vehicle being purchased by you takes place. You shall be entitled to receive a refund for the vehicle you have paid for in advance (including the deposit). You will be required to collect your exchange vehicle / vehicle being purchased by us within 7 days of ending the contract.

CONSUMERS ONLY: Distance Selling, Your legal right to change your mind

15.

a)If you are a consumer and you bought online or by telephone, you have a legal right to change your mind about your purchase and receive a refund of what you paid for it, including the delivery costs. To let us know you want to change your mind, contact us or fill in the model cancellation form online form at Cancellation Notice - Haynes Bros Ltd. If you change your mind, you must let us know no later than 14 days after:

I.the day we deliver your product. If the products are split into several deliveries over different days, the period runs from the day after the last delivery; or

II.the day we confirm we have accepted your order, if it is for a service.

b)You cannot change your mind about an order for:

I.services, once these have been completed;

II.sealed audio or sealed video recordings or sealed computer software, once these products are unsealed after you receive them;

III.electronic equipment once unsealed after you receive it;

IV.products that are made to your specifications or are clearly personalised or bespoke; and

V.products which become mixed inseparably with other items after their delivery.

c)You have to return the product at your own cost. For products, you have to return it to us within 14 days of your telling us you have changed your mind. Returns are at your own cost. You must return the product to our premises. For spare parts, it may be possible to return by post or collection, please contact us first to arrange. You will need to keep proof of return because if we don’t receive the goods back and you don’t have any proof of return, we won’t refund you. If applicable, we only refund standard delivery costs not any extra you have paid for express delivery.

d)If you bought aftersales services from us, we don’t refund you for the time you were receiving it before you told us you’d changed your mind. You shall pay us an amount which is in proportion to what has been performed until you have communicated to us your cancellation from the contract.

e)If you handle the product in a way which would not be acceptable in-store, we reduce your refund, to compensate us for its reduced value. For example, we reduce your refund if the product's condition is not "as new", you have driven the vehicle over 100 miles, or accessories are missing. In some cases, because of the way you have treated the product, no refund may be due. We can advise you on whether we're likely to reduce your refund.

f)We will refund you without undue delay using the same method you used for payment. We don't charge a fee for the refund. For products, we will refund you within 14 days of receiving them back from you (or, spare parts sent back to us, receiving evidence you've sent them to us). For services, we will refund you within 14 days of being informed about your decision to cancel the contract.

Returns for spare parts

16.

In addition to the rights set out in these Terms and Conditions, in respect of spare parts only, you can return the spare part to us (at your own cost) within 7 days from receipt of the spare part and receive a refund (less any restock fee applicable and/or handling fee which may be up to 15% of the value of any parts returned) if you decide you no longer want the item, provided that it is in its original condition and packaging as when supplied and has not been used. Please refer to paragraph 15b) for items that cannot be returned. In addition, returns are not accepted of non-stock items which have been specially ordered by us for you. Spare parts must be returned to our premises, or it may be possible to return by post or collection, please contact us first to arrange. We will only process a return where we receive the spare part. Refunds will be made to the same method you used for payment. The rights contained in this paragraph do not limit your legal rights.

Resale

17.

You agree that you will not resell any new vehicle bought from us in the course of any business carried on by you.

Manufacturer Warranty

18.

Vehicles and spare parts are usually sold with the benefit of the particular manufacturer’s warranty, full details of which will be found, in respect of vehicles, in the Owner's Handbook issued with the vehicle or, in respect of spare parts, on the relevant manufacturer’s website. No other warranty is expressed or implied by us.

Vehicles at our premises for aftersales services

19.

If you leave your vehicle at our premises for aftersales services, you agree that:

a)we will take reasonable care of vehicles but we will not be responsible for damage to vehicles committed by third parties when the vehicle is on our premises or in our care;

b)you must remove all personal possessions and items of value before leaving the vehicle on our premises or in our care. We will not be responsible for loss or damage to items left in your vehicle;

c)you must collect your vehicle once the services are completed. If you fail to collect, we will send you a reminder and if you do not collect your vehicle within 7 days of that reminder we may charge you £50+VAT per day for storage; and

d)we will not be responsible for your inability to use your vehicle whilst we are providing the services.

Personal data

20.

How we use any personal data you give us is set out in our Privacy Policy here.

CONSUMERS ONLY: Your right if there is something wrong

21.

a)If you believe that on or after delivery there is something wrong with your vehicle or spare part, please contact us using the details set out here. You must return a product if there is something wrong, you should either bring it to our premises or contact us to arrange a return.

b)In respect of consumers, we honour our legal duty to provide you with vehicles, spare parts and services that are as described to you on our website or in our dealership and that meet all the requirements imposed by law. Your legal rights are summarised below. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.citizensadvice.org.uk. Remember too that You have several options for resolving disputes with us.

BUSINESS CUSTOMERS ONLY: Your right if something is wrong

22.

a)Business customer warranty: We warrant that on delivery, any products which are goods shall:

I.conform in all material respects with their description;

II.be free from material defects in design, material and workmanship;

III.be of satisfactory quality (within the meaning of the sale of goods act 1979); and

IV.be fit for any purpose held out by us.

b)Unless an exception applies (see paragraph 22c)), if:

I.you give us notice in writing within a reasonable time of discovery that a product does not comply with the business customer warranty;

II.we are given a reasonable opportunity of examining such product; and

III.you return such product to us at your cost,

we shall, at our option, repair or replace the defective product, or refund the price of the defective product in full and this will be your only remedy for breach of the warranty. These terms shall apply to any repaired or replacement products supplied by us.

c)We will not be liable for a product's failure to comply with the business customer warranty if:

I.you make any further use of such product after telling us it is non-compliant;

II.the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the product or (if there are none) good trade practice;

III.the defect arises because we followed any drawing, design or specification supplied by you;

IV.you alter or repair the product without our written consent; or

V.the defect arises because of fair wear and tear, wilful damage, negligence, or abnormal working conditions.

CONSUMERS ONLY: Liability

23.

a)In respect of consumers, we may be responsible for losses you suffer caused by us breaking this contract unless the loss is:

I.Unexpected. It was not obvious that it would happen and nothing you said to us before we accepted your order meant we should have expected it (so, in the law, the loss was unforeseeable).

II.Caused by a delaying event outside our control. As long as we have taken the steps set out in the paragraph 8a).

III.Avoidable. Something you could have avoided by taking reasonable action. For example, complying with the requirements of the manufacturer warranty by ensuring your vehicle is serviced as required.

IV.A business loss. We only supply the products and services to you for domestic and private use. We will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

BUSINESS CUSTOMERS ONLY: Liability

24.

a)If you're a business customer, then, except in respect of the losses described in paragraph 26, we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profits, loss of sales or business, loss of agreements or contracts, loss of anticipated savings, loss of or damage to goodwill, or any indirect or consequential loss arising under or in connection with any contract between us.

b)Except to the extent expressly stated in these Terms, if you are a business customer, we exclude all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982.

Our total liability

25.

Our total liability to you under these Terms shall be limited to the total price paid by you to us for the product and/or service applicable to your claim.

We do not exclude or limit liability where it would be unlawful to do so.

26.

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; or for fraud or fraudulent misrepresentation.

Ending the contract

27.

a)We can (at our discretion) end our contract with you for a product and/or service and claim any compensation due to us if:

I.you don't make any payment to us when it's due and you still don't make payment within 14 days of our reminding you that payment is due;

II.you don't, within a reasonable time, either allow us to deliver the product to you or collect it from us. Vehicles must be collected from us and if you don't do this within 14 days of us reminding you that delivery was due then we may treat your order as cancelled and refund the purchase price but we will retain the deposit and will sell the vehicle. If you are a consumer who bought online, you have a legal right to change your mind see paragraph 15.

b)For business customers only, in addition to paragraph 27a), we can end our contract with you for a product and/or service and claim any compensation due to us if:

I.you break the contract in a material way and you fail to correct it within 7 days of us notifying you to do so; or

II.you enter administration, liquidation or are being wound up or any similar event which demonstrates that you will be unable to make payment to us.

Changes

28.

a)We or the manufacturer may change a product:

I.to reflect changes in relevant laws and regulatory requirements;

II.to make minor technical adjustments and improvements, for example to address a security threat. These are changes that don't affect your use of the product; and

III.to update digital content, provided that the digital content always matches the description of it that we provided to you before you bought it. We might ask you to install these updates.

b)We may make changes to these Terms by notifying you on our website. However, any changes we may make will only apply to future transactions not orders already accepted. You will be subject to the Terms in force at the time of your purchase.

Complaints

29.

a)Our complaints policy. We will do our best to resolve any problems you have with us or our products or services. Please see our customer complaints process for more information, available here.

b)Resolving disputes without going to court(consumers only). Alternative dispute resolution is an optional process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. We recommend you contact the Motor Codes Ltd, a CTSI-certified Alternative Dispute Resolution (ADR). For details of this service, please see here.

c)You can go to court. These Terms are governed by English law. If you are a consumer then, wherever you live, you can bring claims against us in the English courts and if you live in Wales, Scotland or Northern Ireland, you can also bring claims against us in the courts of the country you live in. If you are a consumer we can claim against you in the courts of the country you live in. If you are a business customer, you irrevocably agree to submit all disputes arising out of or in connection with our contract with you to the exclusive jurisdiction of the English courts.

Business customers only: Non solicitation

30.

a)You must not, without our prior written consent, at any time from the date on which the supply of services start to the expiry of 12 months after the completion of such services, solicit or entice away from the us or employ or attempt to employ any person who is, or has been, engaged by us as an employee, consultant or subcontractor in the provision of such services.

b)Any consent given by us in accordance with paragraph 30a) shall be subject to you paying to us a sum equal to one year’s basic salary of our employee, consultant or subcontractor or, if higher, a sum equal to one year’s basic salary to be paid by you to that employee, consultant or subcontractor.

Other important terms

31.

a)This contract is between you and us. Nobody else can enforce it and neither of us will need to ask anybody else to sign-off on ending or changing it.

b)If a court or other authority decides that some of these terms are unlawful, the rest will continue to apply.

c)Even if we delay in enforcing this contract, we can still enforce it later. We might not immediately chase you for not doing something (like paying) or for doing something you're not allowed to, but that doesn’t mean we can't do it later.

d)If you are a business customer these Terms (and our order form, if applicable) constitutes the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by us or on our behalf which is not set out in these Terms (or order form) and that you have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in these Terms.

e)We can transfer our contract with you, so that a different organisation is responsible for supplying your product. We'll tell you in writing if this happens and if you are a consumer we'll ensure that the transfer won't affect your rights under the contract. If you're a consumer and you're unhappy with the transfer you can contact us to end the contract within 14 days of us telling you about it and we will refund you any payments you've made in advance for products not provided.

f)You can only transfer our contract with you to someone else if we agree. We may not agree. However, you may be able to transfer your manufacturer guarantee. If you're a business customer, you need our agreement to transfer your contract with us and it's entirely up to us whether we give it.

g)No employee or other person who acts on behalf of Haynes Brothers Ltd may vary these terms without express written consent of a Board Director.

h)Neither we or our employees or representatives have any authority or right to bind the manufacturer or to assume any obligation express or implied upon its behalf.

i)Vehicle hire is covered by separate terms and conditions.

j)Sales to a motor or machinery trader (“trade sales”); any motor or machinery trader purchasing a vehicle acting in the course of a business warrants to us that they have adequate skill and knowledge to assess the vehicle correctly. No warranty or return policy shall apply to trade sales. As such you accept the commercial risk associated with a trade sale where ‘sold as seen’ (Caveat Emptor) applies. Clauses, 15, 21, 22, 23, 24 do not apply to trade sales.