Engineius E-Commerce Terms

Your attention is particularly drawn to the provisions of clause 13 (Limitation of liability).

About us
1. Company details. Vehicle Movement Exchange UK Limited (company number 09631875 (we and us) is a company registered in England and Wales and our registered office is at Alpha Works, Alpha Tower, Suffolk Street Queensway, Birmingham, England, B1 1TT. Our VAT number is GB244170234. We operate the website https://www.engineius.co.uk (Platform).
2. Contacting us. Please contact us via the Platform.
Our contract with you
1. Our contract. These terms and conditions (Terms) apply to the order by you and supply of Services by us to you (Contract). They apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by law, trade custom, practice or course of dealing.
2. Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
3. Language. These Terms and the Contract are made only in the English language.
4. Your copy. You should print off a copy of these Terms or save them to your computer for future reference.
Placing an order and its acceptance
1. Placing your order. Please follow the onscreen prompts to place your order. You may only submit an order using the method set out on the site. Each order is an offer by you to buy the services specified in the order (Services) subject to these Terms.
2. Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate.
3. Acknowledging receipt of your order. After you place your order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 3.4.
4. Accepting your order. Our acceptance of your order takes place when we send an email to you to accept it (Order Confirmation), at which point and on which date (Commencement Date) the Contract between you and us will come into existence. The Contract will relate only to those Services confirmed in the Order Confirmation.
5. If we cannot accept your order. If we are unable to supply you with the Services for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Services, we will refund you the full amount.
Cancelling your order and obtaining a refund
1. You may cancel the Contract and receive a refund, if you notify us as set out in clause 4.2 at least twenty four hours before the time for performance of the Services set out in the Order Confirmation. You cannot cancel the Contract once we have completed the Services.
2. To cancel the Contract, you must follow the cancellation procedures on the Platform. We will confirm we have received your cancellation via the Platform.
3. If you cancel the Contract at least twenty four hours before the time for performance of the Services, we will refund you in full for the price you paid for the Services, by the method you used for payment.
Our services
1. Descriptions and illustrations. Any descriptions or illustrations on our site are published for the sole purpose of giving an approximate idea of the services described in them. They will not form part of the Contract or have any contractual force. Reasonable care and skill. We warrant to you that the Services will be provided using reasonable care and skill. Time for performance. We will use all reasonable endeavours to meet any performance dates specified in the Order Confirmation, but any such dates are estimates only and failure to perform the Services by such dates will not give you the right to terminate the Contract.
Your obligations
1. It is your responsibility to ensure that:
  1. the terms of your order are complete and accurate;
  2. you cooperate with us in all matters relating to the Services;
  3. you provide us with such information and materials we may reasonably require in order to supply the Services, and ensure that such information is complete and accurate in all material respects;
  4. you obtain and maintain all necessary licences, permissions and consents which may be required for the Services before the time at which the Services are to start;
  5. you comply with all applicable laws, including health and safety laws.
2. If our ability to perform the Services is prevented or delayed by any failure by you to fulfil any obligation listed in clause 6.1 (Your Default):
  1. we will be entitled to suspend performance of the Services until you remedy Your Default, and to rely on Your Default to relieve us from the performance of the Services, in each case to the extent Your Default prevents or delays performance of the Services. In certain circumstances Your Default may entitle us to terminate the Contract;
  2. we will not be responsible for any costs or losses you sustain or incur arising directly or indirectly from our failure or delay to perform the Services; and
  3. it will be your responsibility to reimburse us on written demand for any costs or losses we sustain or incur arising directly or indirectly from Your Default.
Services in UK only
1. Unfortunately, we are unable to perform the Services at addresses outside the UK.
Charges
1. In consideration of us providing the Services you must pay our charges (Charges) in accordance with this clause 8. The Charges are the prices quoted on our site at the time you submit your order. If you wish to change the scope of the Services after we accept your order, and we agree to such change via the Platform, we will modify the Charges accordingly. Our Charges are exclusive of VAT. Where VAT is payable in respect of some or all of the Services you must pay us such additional amounts in respect of VAT, at the applicable rate, at the same time as you pay the Charges.
2. If a vehicle movement is impacted by a breakdown, you will be liable for all costs associated to the breakdown and/or its recovery. Any such costs will be charged to you by Engineius.�
How to pay
1. Payment for the Services is in advance, using the online paymnents platform integrated within the Engineius website.Stripe. We will take your payment upon acceptance of your order.
Problems with the Services
1. If you have any questions or complaints about the Services, please contact us via the Platform.
2. If you are buying the Services as a consumer, we are under a legal duty to supply products that are in conformity with this Contract. See the box below for a summary of your key legal rights in relation to the Services. Nothing in these terms will affect your legal rights.
  Summary of your key legal rights:
  This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
  - If your product is goods, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following:
    1. Up to 30 days: if your goods are faulty, then you can get an immediate refund.
    2. Up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases.
    3. Up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.
  - If your product is digital content, the Consumer Rights Act 2015 says:
    1. Digital content must be as described, fit for purpose and of satisfactory quality. In addition, if your digital content is faulty, you're entitled to a repair or a replacement. If the fault can't be fixed, or if it hasn't been fixed within a reasonable time and without significant inconvenience, you can get some or all of your money back. If you can show the fault has damaged your device and we haven't used reasonable care and skill, you may be entitled to a repair or compensation
  - If your product is services, the Consumer Rights Act 2015 says:
    1. You can ask us to repeat or fix a service if it's not carried out with reasonable care and skill, or get some money back if we can't fix it.
    2. If you haven't agreed a price beforehand, what you're asked to pay must be reasonable.
    3. If you haven't agreed a time beforehand, it must be carried out within a reasonable time.
Intellectual property rights
1. All intellectual property rights in or arising out of or in connection with the Services will be owned by us.
How we may use your personal information
1. We will use any personal information you provide to us to:
  1. provide the Services;.
  2. inform you about similar services that we provide, but you may stop receiving these at any time by contacting us.
2. We will process your personal information in accordance with our [DATA PROTECTION OR PRIVACY POLICY LINK], the terms of which are incorporated into this Contract.
Limitation of liability: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE.
1. Nothing in the Contract limits any liability which cannot legally be limited, including liability for:
  1. death or personal injury caused by negligence;
  2. fraud or fraudulent misrepresentation; and
  3. breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).
2. Where you buy our Services as a consumer, if we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
3. Where you buy our Services as a business and subject to clause 13.1: (a) we will not be liable to you, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for: (i) loss of profits; (ii) loss of sales or business; (iii) loss of agreements or contracts; (iv) loss of anticipated savings; (v) loss of use or corruption of software, data or information; (vi) loss of or damage to goodwill; and (vii) any indirect or consequential loss. (b) our total liability to you arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will be limited to an amount equal to the total Charges paid under the Contract.
4. This clause 13 will survive termination of the Contract.
Confidentiality
1. We each undertake that we will not at any time disclose to any person any confidential information concerning one another's business, affairs, customers, clients or suppliers, except as permitted by clause 14.2.
2. We each may disclose the other's confidential information: (a) to such of our respective employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of exercising our respective rights or carrying out our respective obligations under the Contract. We will each ensure that such employees, officers, representatives, subcontractors or advisers comply with this clause 14; and (b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
3. Each of us may only use the other's confidential information for the purpose of fulfilling our respective obligations under the Contract.
Events outside our control
1. We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
2. If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract: (a) we will contact you as soon as reasonably possible to notify you; and (b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. We will either arrange a new date for performance of the Services with you after the Event Outside Our Control is over or refund you the full amount that you have paid for the Services.
Communications between us
1. When we refer to "in writing" in these Terms, this includes email.
2. Any notice or other communication given by one of us to the other under or in connection with the Contract must be delivered by via the Platform.
3. A notice or other communication is deemed to have been received within [two hours] of entry on the Platform where made during the hours of [8am to 6pm] and, where entered outside those hours, at [8am] on the day following the date of entry .
4. The provisions of this clause will not apply to the service of any proceedings or other documents in any legal action.
General
1. Assignment and transfer (a) We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you via the Platform if this happens. (b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
2. Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
3. Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
4. Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
5. Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
6. Governing law and jurisdiction.

Where you buy our Services as a consumer, the Contract is governed by English law and you can bring legal proceedings in respect of the Services in the English courts. If you live in Scotland you can bring legal proceedings in respect of the Services in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the Services in either the Northern Irish or the English courts.

Where you buy our Services as a business, the Contract is governed by English law and we each irrevocably agree to submit all disputes arising out of or in connection with the Contract to the exclusive jurisdiction of the English courts.