Legal Terms and Conditions

Please read the terms carefully before using our Services. By using our Services, you agree to be assured of these terms. Please hold a copy of these terms for your future reference. 1. Terms and Conditions 1.1 The terms and conditions relate to all transactions with the Company. Only these terms will apply. Some of the terms apply in a different way to the business, customers and consumers. 2. Basis of Contract 2.1 An Order establishes an offer by the Customer to purchase Services (and any additional Goods required to carry out the Services) in relations with these Conditions. 2.2 An Order will only be approved when the Company give written or verbal acceptance of the Order (usually by phone or email) when the Contract will come into existence (Commencement Date). 2.3 The Contract creates the full agreement between the parties. The Customer is aware that it has not depend on any statement, promise, declaration or warranty made or given by or on behalf of the Company which is not set out in the Contract. A Consumer remains protected by statutory regulations regarding consumer protection. 2.4 Any samples, illustrations, graphics or advertising allocated by the Company and any images of the Goods or descriptions of the Services included in the Company's website are published and presented for the purpose of presenting an idea of the Services provided by the Company. They will not form part of the Contract or have any contractual force. 2.5 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. 2.6 Any quotation given by the Company will not create an offer and is only valid for a period of 7 working days from its date of issue. 2.7 All of these Conditions will apply to the supply of both Goods and Services except where application to one or the other is stated. 3. Supply of Services 3.1 The Company will provide the Services to the Customer as per any order. 3.2 The Company will try to meet the dates for the Services stated in any Order acceptance, however any dates will be estimated, and time will not be significant for the performance of the Services. 3.3 The Company have the right to make any changes to the Services which are essential to comply with any applicable law or safety requirement, or which do not substantially affect the nature or quality of the Services, and the Company will notify the Customer in any such occasion. 3.4 The Company guarantees the customer that the Services will be provided using sensible care and skill. 4. Order Process 4.1 Once an Order is submitted and accepted by the Company, the Customer will arrange for the DPF to be sent or collected by the Company's collection service. 4.2 Once a DPF is received by the Company, the Company will clean the DPF according to its service standards. The Customer will have the profit of the Guarantee referred to below. 4.3 The Company will return the cleaned DPF to the Customer or arrange collection. 5. Guarantee 5.1 This Guarantee is available to all Customers. 5.2 If the Company will be unable satisfactorily to clean a particular DPF, then the Company will make no charge to the Customer for Services. The Customer shall only be required to pay a collection and return fee of (i) £30+vat for passenger vehicles or (ii) £60+vat for commercial vehicles. 5.3 The Company offers a guaranteed free re-clean within 12 months of the date of Order if a cleaned DPF requires re-cleaning, subject to the conditions set out under paragraph 5.6. Re-cleans are only proposed for parts which have blocked due to mechanical failure and is not intended to be maintenance or servicing or failure of other engine exhaust components. The Company reserves the right to refuse a re-clean or charge for the same at its absolute discretion. 5.4 There are certain circumstances where a re-clean is not covered by our Guarantee as a result of the Company's services. These are referred to as "No Fault" circumstances and include, but are not limited to: • Non-disclosure at initial unit booking of known additional vehicle fault • Mis-fueled vehicle • Degrading or damage of ceramic insert • Faulty ERG valve • Injection system • Faulty sensor(s) • Failed turbo • Glow plugs • Holes within the exhaust system • Empty additive tank • Any damage occurring after the initial clean • Oil contamination occurring after initial clean • The vehicle is not operated in line with manufacturers guidelines • The Customer is unable to provide upon request Service and Diagnostics reports with fault codes 5.5 The Company's discretion is final in relation to whether to withdraw the Guarantee at any time to any Customer and is under no responsibility to provide a free re-clean. 5.6 The above guarantee does not apply in the situations, where the Company sources or supplies Goods, for example an actual DPF unit. When an element failure of non DPF exhaust component results in a future DPF blockage after a cleaned or supplied unit is supplied and operated successfully. For example, once the vehicle has been driven. The Company will not, under any circumstances for any Business Customer refund the purchase price or allow returns of any sourced DPF Units. 6. Customer's Responsibilities: 6.1 The Customer must: • ensure that the terms of the Order are complete and accurate; • co-operate with the Company in all matters relating to the Services; • provide the Company with an information and materials as the Company may reasonably require supplying the Services, and ensure that such information is accurate in all material respects; • Report at the point of placing this order if the DPF has been exposed to any form of specialist cleaning process involving chemicals prior to this order. 6.2 If the Company's efficiency of any of its responsibilities in respect of the Services is prevented or delayed by any act or error by the Customer or failure by the Customer to perform any relevant obligation (Customer Default): • the Company will without limiting its other rights or remedies have the right to suspend performance of the Services until the Customer remedies the Customer Default, and to rely on the Customer Default to release it from the performance of any of its obligations to the extent the Customer Default prevents or delays the Company's performance of any of its obligations; • the Company will not be liable for any costs or losses sustained or incurred by the Customer arising directly or indirectly from the Company's failure or delay performing any of its obligations as set out in this clause 6.2 • the Customer will reimburse the Company on written demand for any costs or losses sustained or incurred by the Company arising directly or indirectly from the Customer Default. 7. Charges and Payment 7.1 The price for Goods and Services shall be the price set out in the Order or, if no price is quoted, the price set out in the Company's published price list as at the date of receipt by the Company of the DPF. 7.2 The Company offers a collection service. This is included in the price of any Order. If however a DPF is unable for any reason to be cleaned, the Company reserve the right to charge a fee of (i) £30+vat for passenger vehicles or (ii) £60+vat for commercial vehicles. 7.3 Customers should note that the collection service is an uninsured service. The Company excludes any liability for any damage caused or loss suffered by the person providing the collection service. If the Customer requires an insured collection service, it should either arrange its own collection and return or ask the Company to quote for insured collection. Any increased collection charges will need to be paid by the Customer prior to collection. 7.4 The Company reserves the right to: • increase the charges for the Services, on giving the Customer written or verbal notice of any such increase. If such increase is not acceptable to the Customer, it shall notify the Company within 7 days of the date of the Company's notice and the Company shall have the right without limiting its other rights or remedies to terminate the Contract • increase the price of the Goods, by giving notice to the Customer at any time before delivery, to reflect any increase in the cost of the Goods to the Company that is due to: o any factor beyond the control of the Company (including foreign exchange fluctuations, increases in taxes and duties, and increases in labor, materials and other manufacturing costs) or o any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Goods Specification or o any delay caused by any instructions of the Customer in respect of the Goods or failure of the Customer to give the Company adequate or accurate information or instructions in respect of the Goods. o increase the charges for the Services if the unit has been the subject to a chemical cleaning process prior to this order. 7.5 The Company will invoice the Customer on or at any time after completion of a clean or, in the case of collection only charges, on a failed clean. The Customer shall pay any invoice on receipt. 7.6 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 the Company to the Customer, the Customer shall, on receipt of a valid VAT invoice from the Company, pay to the Company such additional amounts in respect of VAT as are chargeable on the supply of the Services or Goods at the same time as payment is due for the supply of the Services or Goods. The Company may at its discretion refuse to return delivery of an item until payment is received. 7.7 If the Customer fails to make any payment due to the Company under the Contract by the due date for payment, then the Customer shall pay interest on the overdue amount in accordance with Late Payment of Commercial Debts (Interest) Act. Such interest shall accrue daily from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount. 7.8 The Customer shall pay all amounts due under the Contract in full without any set- off, counterclaim, deduction or withholding except as required by law. The Company may, without limiting its other rights or remedies, set off any amount owing to it by the Customer against any amount payable by the Company to the Customer. If following a clean a customer is not contactable by the Company or does not pay within a 3-month period, the Customer agrees and accepts that the Company may sell with good title such goods in order to release payment of any outstanding invoice(s). 8. LIMITATION OF LIABILITY: The Customer's attention is particularly drawn to this clause 8.1 Nothing in these Conditions shall limit or exclude the Company's liability to Consumers for: • death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors. • fraud or fraudulent misrepresentation. • breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); • breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or • defective products under the Consumer Protection Act 1987. 8.2 Subject to clause 8.1: • The Company shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract ; and • The Company's total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the amount paid for Goods or Services in any one Order. • the Company shall under no circumstances be liable for any third-party costs incurred by the Customer, such as mechanics fees, garage fees etc whatever caused it. 8.3 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and the terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from any Contract with any Business Customer. 8.4 All Consumers are entitled to their usual Statutory Rights. 8.5 This clause 8 shall survive termination of the Contract. 9. Force Majeure 9.1 For the purposes of this Contract, Force Majeure Event means an event beyond the reasonable control of the Company including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the Company or any other party), failure or delay of a utility service or transport network or courier, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of Company's or subcontractors. 9.2 The Company shall not be liable to the Customer as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event. 9.3 If the Force Majeure Event prevents the Company from providing any of the Services and/or Goods for more than 13 weeks, the Company shall, without limiting its other rights or remedies, have the right to terminate this Contract immediately by giving written/verbal notice to the Customer. 10. General 10.1 Assignment and other dealings. • The Company may at any time allocate, transfer, mortgage, charge, delegate or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all its obligations under the Contract to any third party. • The Customer shall not, without the prior written consent of the Company, assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with all or any of its rights or obligations under the Contract. 10.2 Notices. • Any notice or other communication given to a party under or in connection with this Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its main place of business (in any other circumstances) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally or sent by post or other next working day delivery service, or by commercial courier or e-mail. • A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 12.2(a); if sent by post or other delivery service; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by e-mail, one Business Day after transmission providing a delivery receipt is received. • The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action. 10.3 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 partprovision under this clause shall not affect the validity and enforceability of the rest of the Contract. • If (one party gives notice to the other of the possibility that) any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision. 10.4 Waiver A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy. 10.5 No partnership or agency Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, nor constitute either party the agent of another party for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way. 10.6 Third parties - A person who is not a party to the Contract shall not have any rights to enforce its terms. 10.7 Variation - Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions shall be effective unless it is agreed in writing and signed by the Company. 10.8 Governing law - This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of Scotland. 10.9 Jurisdiction - Each party irrevocably agrees that the courts of Scotland shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non- contractual disputes or claims). 11. Interpretation 11.1 Definitions In these Conditions, the following definitions apply: Business Day: a day other than a Saturday, Sunday or public holiday in Scotland. Business Customer: a customer who places an Order in the course of business. Conditions: these terms and conditions as amended from time to time Contract: the contract between the Company and the Customer for the supply of Goods and/or Services in accordance with these Conditions. Customer: A Business Customer or Consumer who purchases the Goods and/or Services from the Company. Consumer: a customer who places an Order for private use only and not in the course of any business. Force Majeure Event: has the meaning given to it in clause 9.1. Goods: the goods (or any part of them) set out in the Order. Order: The Customer's order for the supply of Goods and/or Services, as set out in the Customer's purchase order. Services: the services supplied by the Company to the Customer. Company: JPM Dundee DPF Services LLP registered in Scotland with company number SO307062. 11.2 Construction In these Conditions, the following rules apply: • a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality); • a reference to a party includes its (personal representatives) successors or permitted assigns; • a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or reenacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted. • any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and • a reference to writing or written includes faxes and e-mails.