This Agreement is made on __________________________________________________(date).

Between

1. Waveney Campers Limited a company incorporated in England and Wales with registered number 10948518 whose registered office is at Dove Cottage, Waterheath Road,  Aldeby, Beccles,   Norfolk,  NR34 0DQ (the Supplier or us or we); and
2. ___________________________________ of ____________________________________(the Customer or you) (together the parties).

Meanings

1. These words and phrases have defined meanings:

2. Unless the context requires a different interpretation:

1. all singular words include plural ones and vice versa;
2. all references to sub-paragraphs, paragraphs, schedules or appendices are to the ones in this Agreement;
3. all references to a person includes firms, companies, government entities, trusts and partnerships;
4. the term ‘including’ does not exclude anything not listed;
5. all references to statutory provisions include any changes to those provisions;
6. no headings or subheadings form part of this Agreement.

Application

3. As we can accept your order and make a legally enforceable agreement without further reference to you, you must read this Sale of Goods agreement to ensure that it contains all that you want and does not contain anything you are not happy with. If you are unsure about anything, please contact us on one of the following:
   1. Head Office – campervans@waveneycampers.co.uk / 01502 677266
   2. Sales Office – james@waveneycampers.co.uk / 01603 940484

Alternatively, you may speak to your Sales Rep who can raise any issues on your behalf.

4. This agreement shall apply to the purchase of the goods by you. These are the Terms on which we sell all Goods to you. By ordering any of the Goods and signing this Agreement, you agree to be bound by the Terms.

Goods

5. The description of the Goods is as set out on our website or other form of advertisement. Please be aware that any secondhand or demonstration vehicles may have slight wear and tear and will be sold as seen. This does not constitute a contractual offer to sell the Goods.
6. In the case of Goods made to the Customer’s special requirements, it is the Customer’s responsibility to ensure that any information provided is accurate.

Basis of Sale

7. When an Order has been made, the Supplier can reject it for any reason, though we will make an attempt to inform you without delay. A Contract will be formed for the Goods ordered, only upon the signing of this Agreement by both parties and a Confirmation of Purchase email being sent and received by us and you, respectively.
8. Any quotation is valid for a maximum period of  seven ( 7 )  days  from its date, unless expressly withdrawn by the Supplier at an earlier time.
9. No variation of the Contract, whether about description of the Goods, price or otherwise, can be made after it has been entered into unless the variation is agreed by the Customer and the Supplier in writing and signed by each party or someone authorised to sign on their behalf.

Price and Payment

10. The price of the Goods is that set out in the Schedule to this Agreement and Confirmation email or such other price as may be agreed in writing by the Supplier and the Customer.
11. Prices and charges include VAT applicable at the time of order.
12. Payment for Goods must be made without and set off, withholding, deduction, abatement or counter-claim  at least seven (7) days  in advance of delivery   despite ownership of the Goods not having passed to the customer. You must pay by BACS Transfer directly to the Supplier’s business bank account.
13. The Supplier can attribute money received from the Customer as being payment for the ordered Goods only.
14. Where the Supplier has undertaken to arrange for carriage it shall do so as agent for the Customer and may charge for delivery and any transit insurance.
15. If the Customer fails to make any payment when due, without affecting any other rights which it may have, the Supplier shall be entitled to exercise all or any of the following rights:

1. suspend production 
2. deliveries of Goods
3. performance of Services 

until paid.

Collection

16. Times for collection or performance by the Supplier are estimates only and, except by operation of law or as otherwise agreed, time shall not be of the essence.
17. If collection of any Goods has not been made 30 days after the agreed time without good reason, the Customer shall be entitled to rescind the Contract in respect of those Goods and return them, and the liability of the Supplier shall be limited to a cancellation of the price due for those which have not been accepted by the Customer.
18. The Customer shall be deemed to have accepted Goods upon leaving the Supplier’s site on the day of collection. After acceptance, the Customer shall not be entitled to reject Goods which are not in accordance with the Contract.
19. The Supplier will deliver the Goods:

1. to the Collection Location of 58 Yarmouth Road, Blofield, Norwich, Norfolk, NR13 4LQ by the time or within the period, agreed in the Contract, or failing any agreement, without undue delay
2. in instalments if the Supplier suffers a shortage of stock or other genuine reason, subject to the above provisions and provided the Customer is not liable for extra charges.

20. If the Customer or its nominee fails, through no fault of the Supplier, to take delivery of the Goods at the Collcetion Location, the Supplier can charge the reasonable costs of storing and redelivering them.
21. Any claim that Goods have not been collected and/or delivered must be notified in writing to the Supplier no later than   28  Working  Days  after the agreed date for collection.
22. The Customer must inspect the Goods immediately on collection and must no later than   30  Working   Days after collection notify the Supplier in writing of any shortage in collection and/or delivery, damage or any other non-conformity with the Contract that ought reasonably to have been apparent on a reasonable inspection of the Goods.

Risk and Title

23. Risk of loss of or damage to the Goods shall pass to the Customer at the time of collection of the Goods.
24. The Supplier will still own the Goods, regardless of collection, until the Customer has paid the Supplier in full for those Goods and VAT thereon, and all other sums due from the Customer to the Supplier at that time, provided that the property in the Goods can pass from the Supplier upon such property passing to the Customer’s buyer in the manner permitted below.
25. While the Supplier still owns any of the Goods, the Customer:

1. will hold those Goods on a fiduciary basis as the Supplier’s property and on the Supplier’s behalf as bailee and depository for the Supplier and the Supplier must ensure that they are clearly identifiable as belonging to the Supplier;
2. can use or resell those Goods on its own account in its ordinary course of trade to its usual type of customers only, but (in addition to the Supplier’s other rights) this right will terminate immediately if any step occurs towards an Insolvency Event;
3. must not otherwise deal with, pledge, encumber (except by floating charge), sell or dispose of those Goods.
4. If any step is taken towards any Insolvency Event or if the Customer is overdue in any payment due, all sums shall become immediately due and payable and the Supplier can choose, by immediate notice to the Customer, to end the Customer’s right, if still continuing, to use or resell the Goods still owned by the Supplier, enter any place to recover those Goods, and suspend or cancel any deliveries, and the Supplier shall be entitled upon demand to the immediate recovery of all those Goods. The Customer irrevocably gives the Supplier authority to enter any place to recover those Goods. Such recovery shall not cancel the Customer’s obligation to pay the price for those Goods, provided that the Supplier must make a fair allowance for the value of any Goods which the Supplier has recovered.

Circumstances beyond reasonable control

32. In the event of any failure by the Supplier because of something beyond its reasonable control, including industrial disputes (whether or not involving employees of the Supplier) or failure or delays by the Supplier’s suppliers:
    1. it will advise the Customer as soon as reasonably practicable; and
    2. the Supplier’s time to fulfil obligations will be extended so far as is reasonable, provided that it will act reasonably, and it will not be liable for any failure which it could not reasonably avoid.

Excluding liability

33. The Supplier shall have no liability however arising for:
    1. a claim, or series of claims arising out of the same circumstances, arising out of the Supplier’s negligently causing damage or loss to physical property other than the Goods, in excess of £0; and
    2. all other claims in total, in excess of a sum equal to 50% of the price paid and payable (inclusive of VAT and other taxes and duties) by the Customer for the Goods under the Contract giving rise to the claims.
34. Despite any other provision of the Contract, but subject to the first clause under Excluding liability, the Supplier shall have no liability however arising out of or in connection with the Contract and/or the supply of the Goods for any:
    1. direct or indirect loss of or damage to:
       • profit;
       • revenue;
       • business;
       • anticipated savings;
       • data;
       • goodwill;
       • use.
    2. indirect or consequential loss or damage;

except to the extent (subject to the Supplier’s public and product liability cap in the first sub-clause under Excluding liability) that such loss or damage is a consequence of the Supplier’s negligently causing damage or loss to physical property of the Customer other than the Goods and is recovered by the Supplier under its then subsisting insurance.

35. The Supplier shall not be liable to the Customer for any claim unless made with reasonable details in writing to the Supplier without unreasonable delay and in any event no later than (i) 3 months, or such longer period as may be reasonable in the circumstances, after the date the claimable event first came (or ought reasonably to have come) to the Customer’s notice, and (ii) no later than 12 months after the collection of the relevant Goods.
36. The term “however arising” when used or referred to in this clause covers all causes and actions giving rise to the liability of the Supplier arising out of or in connection with the Contract and/or the Goods including whether arising by reason of any (i) misrepresentation, negligence, breach of statutory duty, other tort, repudiation, renunciation or other breach of contract, restitution or otherwise; or (ii) total or partial failure or delay in supply or defective Goods.
37. The exclusions and limitations of liability contained in this Agreement and in the Contract shall apply regardless of whether the loss or damage was foreseeable or whether the Customer notifies the Supplier of the possibility of any greater loss or damage, but shall not apply to the extent not permitted by law and, in particular, nothing in this Agreement shall affect liability for death or personal injury caused by negligence or for fraudulent misrepresentation or other fraud.
38. Where the Contract is entered into with a Consumer, the statutory rights of the Customer are not affected by this Agreement.
39. The Customer should consider taking out its own insurance, and the Customer acknowledges that it had the opportunity to negotiate variations to the exclusions and limitations, upon the agreement of a higher price.

Duration and Termination

40. This Agreement commences upon signing.
41. In the case of a distance sale, the Order can be withdrawn by telling us within fourteen (14) days of the deposit being made, if you simply wish to change your mind and without giving us a reason, and without incurring any liability. Except where the Goods have been modified to your specification. 
42. In the case of an on-site sale, the Order cannot be withdrawn.
43. In the case of a part exchange of a vehicle, including but not limited to, cars, vans, motorhomes, campervans, folding campers or caravans. Waveney Campers holds the right to return the vehicle to the customer within twenty-eight (28) days if they are in any way unhappy with the vehicle.
44. Either party can end this Agreement and each Contract which has not already then ended by immediate written notice to the other if:

1. that other party commits a material breach of this Agreement which is not capable of remedy;
2. that other party is dissolved, wound up or becomes unable to pay its debts as they fall due;
3. a receiver is appointed, of any of the property or assets of that other party;
4. that other party makes any voluntary arrangement with its creditors or becomes subject to an administration order (within the meaning of the Insolvency Act 1986);
5. that other party has a bankruptcy order made against it or goes into liquidation;
6. that other party suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business (any of the events in sub-clauses (b) to (f) under this clause being an “Insolvency Event”)
7. that other party, being an individual, dies or as a result of illness or incapacity becomes incapable of managing their own affairs; or
8. there is a change of control of that other party (within the meaning of section 1124 of the Corporation Tax Act 2010).

Consequences of Termination

43. This Agreement’s termination will not affect either party’s accrued rights.
44. Other than as set out in this Agreement, neither party will have any further obligation to the other under this Agreement after its termination.

Deposits

45. Waveney Campers Limited will ask for a deposit as part of a sale in order to secure a vehicle. The levels of these are generically outlined below:

        Waveney Campers Limited reserves the right to raise or lower the deposit amount at their absolute discretion, and will, where reasonably possible, inform you of their decision.

46. Any deposit made as part of a distance sale (i.e. over the phone or online) is fully refundable without unreasonable delay.
47. Any deposit made as part of an on-site sale (i.e. at the dealership or at a show) is non-refundable.
48. If Waveney Campers Limited pulls out of the contract for any reason, the deposit becomes fully refundable without unreasonable delay.

General

49. The Contracts (Rights of Third Parties) Act 1999 does not apply to this Agreement and no third party will have any right to enforce or rely on any provision of this Agreement.
50. Unless otherwise agreed, no delay, act or omission by a party in exercising any right or remedy will be deemed a waiver of that, or any other, right or remedy.
51. Provisions which by their intent or terms are meant to survive the end of this Agreement, will do so.
52. Any notice (other than in legal proceedings) to be delivered under this Agreement must be in writing and delivered by email to both campervans@waveneycampers.co.uk AND james@waveneycampers.co.uk 
53. Notices sent by email will be deemed to have been received immediately after transmission.
54. The Supplier can assign, or deal in any other manner with any of its rights under this Agreement or sub-contract all or any of its obligations under it. The Customer cannot assign or otherwise deal with any of its rights or obligations under this Agreement, or subcontract any of its obligations under it.

Conformity

55. We have a legal duty to supply the Goods in conformity with the Agreement and will not have conformed should the Goods not meet the following obligation:
    1. be of satisfactory quality
    2. be fit for any particular purpose for which you buy the Goods which, before the Agreement is made, you made known to us (unless you do not actually rely, or it is unreasonable for you to rely, on our skill and judgment) and be fit for any purpose held out by us or set out in the Agreement; and
    3. conform to their description
56. We will provide a Warranty period for each vehicle. More details can be found in our Warranty Policy – please speak to your Sales Rep to obtain a digital copy.

Data Protection and Privacy

57. Your privacy is critical to us. We respect your privacy and comply with the General Data Protection Regulation (GDPR) with regard to your personal information.
58. For the purposes of this Agreement:
    1. ‘Data Protection Laws’ means any applicable law relation to the processing of Personal Data, including, but not limited to, the Directive 95/46/EC (Data Protection Directive) or the GDPR.
    2. ‘GDPR’ means the General Data Protection Regulation (EU) 2016/679.
    3. ‘Data Controller’, ‘Personal Data’ and ‘Processing’ shall have the same meaning as in the GDPR.
59. We are a Data Controller of the Personal Data we Process in providing the Goods to you.
60. Where you supply Personal Data to us so we can provide the Goods to you, and we Process that Personal Data in the course of providing the Goods to you, we will comply with our obligations imposed by the Data Protection Laws:
    1. before or at the time of collecting Personal Data, we will identify the purposes for which information is being collected;
    2. we will only Process Personal Data for the purposes identified;
    3. we will respect your rights in relation to your Personal Data; and
    4. we will implement technical and organisational measures to ensure your Personal Data is secure.
61. For any enquiries or complaints regarding data privacy, you can contact the Head Office by emailing campervans@waveneycampers.co.uk

Entire Agreement

62. The Customer acknowledges that it does not rely on, and shall have no remedy in respect of, any representation, whether negligent or not, of any person which is not expressly set out in this Agreement, and the only remedy available to it for breach of any representation that is expressly set out in this Agreement shall be for breach of contract.

Governing law, Jurisdiction and Complaints

63. This Agreement is governed and interpreted by the law of England and Wales. All disputes arising under this Agreement will be subject to the exclusive jurisdiction of the English and Welsh courts.
64. Disputed can be submitted to the jurisdiction of the courts of England and Wales or, where the Customer lives in Scotland or Northern Ireland, in the courts respectively of Scotland or Northern Ireland.
65. We aim to avoid any dispute, so we deal with complaints using the following process:
    1. If a dispute occurs, the Customer should contact us directly via email to both campervans@waveneycampers.co.uk AND james@waveneycampers.co.uk  
    2. We aim to respond with an appropriate solution within five (5) days.
    3. If you are unhappy with our proffered solution, you may appeal this via email to both campervans@waveneycampers.co.uk AND james@waveneycampers.co.uk