T&C's

1. INTERPRETATION
1.1 In these Conditions the following definitions apply:

• Business Day means a day other than Saturday, Sunday and public holidays when banks are generally open for non-automated business in London.

• Buyer means the person or firm who purchases Goods from Fleet Packs and whose details are set out in the Order.

• Conditions means the terms and conditions set out in this document.

• Confidential Information means any commercial, financial or technical information, information relating to products, Goods, plans, know-how or trade secrets which is obviously confidential or has been identified as such, or which is developed by a party in performing its obligations under, or otherwise pursuant to, the Contract.

• Contract means the agreement between Fleet Packs and the Buyer for the sale and purchase of Goods incorporating these Conditions.

• Delivery Location means the address for delivery of the Goods as set out in the Order.

• Force Majeure means an event or sequence of events beyond a party’s reasonable control preventing or delaying it from performing its obligations under the Contract, including (but not limited to) act of God, fire, explosion, flood, lightning, earthquake or other natural disaster; war, act of terrorism, riot, civil unrest, rebellion, strike, lockout, boycott or other industrial action; interruption or failure of power, fuel, water, transport, equipment or telecommunications; or shortage of materials. Failure to pay is not Force Majeure.

• Goods means the goods set out in the Order and to be supplied by Fleet Packs to the Buyer.

• Order means the Buyer’s order for Goods as set out in the Buyer’s order form.

• Specification means the description or specification of the Goods set out in the Order.

• VAT means value added tax under the Value Added Tax Act 1994 or any similar sales or fiscal tax.

1.2 Unless the context otherwise requires:
(a) each gender includes the others;
(b) the singular includes the plural and vice versa;
(c) references to the Contract include these Conditions and the Order;
(d) references to persons include individuals, bodies corporate, and unincorporated associations;
(e) clause headings do not affect interpretation;
(f) general words are not limited by example; and
(g) references to legislation are to that legislation as amended or re-enacted.

2. APPLICATION OF THESE TERMS AND CONDITIONS
2.1 These Conditions apply to all contracts between Fleet Packs and the Buyer and override any other terms.
2.2 Terms included by the Buyer in any document (e.g. order form or confirmation) do not apply.
2.3 No changes to these Conditions or an Order are binding unless agreed in writing and signed by an authorised representative of Fleet Packs.
2.4 Each Order is an offer to purchase Goods under these Conditions.
2.5 Fleet Packs may reject any Order at its discretion.
2.6 Any quotation is:
(a) an invitation to treat, not a binding offer; and
(b) valid for 28 days from issue unless otherwise stated.
2.7 A Contract is formed when Fleet Packs accepts the Buyer’s Order in writing or when both parties sign a written agreement.
2.8 These Conditions apply only to purchases made in the course of business. Fleet Packs does not supply Goods under these Conditions to consumers.

3. PRICE
3.1 The price is as stated in the Order or, if not stated, according to Fleet Packs’ standard pricing on the date of the Contract.
3.2 Prices exclude:
(a) delivery; and
(b) VAT, which is added at the prevailing rate.

4. PAYMENT
4.1 Fleet Packs will invoice the Buyer upon receipt of the Order.
4.2 Goods will not be dispatched until payment is received in full. The Buyer must:
(a) pay in full by the due date stated in the Order, in cleared funds, without set-off (unless required by law);
(b) pay to the nominated bank account on the invoice or order acceptance; and
(c) pay by direct debit unless another method is agreed.
4.3 If payment is late, Fleet Packs may:
(a) charge interest and compensation under the Late Payment of Commercial Debts (Interest) Act 1998;
(b) suspend delivery of further Goods;
(c) apply any payments received against the earliest outstanding invoice.
4.4 VAT will be charged at the applicable rate.

5. CREDIT LIMIT
Fleet Packs may set or amend a credit limit and withhold supply if the Buyer exceeds it.

6. DELIVERY
6.1 Goods will be:
(a) delivered by Fleet Packs or its agents to the Delivery Location; or
(b) collected by the Buyer from the location stated in the Order.

6.2 Delivery is deemed to occur:
(a) on arrival at the Delivery Location; or
(b) upon loading if collected by the Buyer.

6.3 Goods may be delivered in instalments. Delay or defects in one instalment do not affect others.
6.4 A delivery note will accompany the Goods and state key order and product details.
6.5 Delivery times are approximate only. Time is not of the essence.
6.6 If the Buyer fails to accept or collect the Goods:
(a) delivery is deemed to have occurred two Business Days later; and
(b) Fleet Packs may store the Goods at the Buyer’s cost.
6.7 If the Goods are still uncollected after 30 Business Days, Fleet Packs may resell them. The Buyer will be invoiced for any shortfall or refunded for any surplus, after costs.
6.8 Fleet Packs will replace Goods damaged in transit if notified in writing within 72 hours of deemed delivery.

7. TITLE AND RISK
7.1 Risk passes on delivery.
7.2 Title passes when Fleet Packs receives full payment.
7.3 Until title passes, the Buyer must:
(a) hold the Goods as bailee;
(b) store them separately;
(c) insure them for full value noting Fleet Packs' interest;
(d) maintain them in good condition;
(e) not remove any markings;
(f) inform Fleet Packs of any insolvency risk; and
(g) provide any information requested.

7.4 The Buyer may resell the Goods in the ordinary course of business unless and until an insolvency event arises.
7.5 If such an event occurs, Fleet Packs may require return of the Goods or may enter premises to repossess them.

8. BUYER OBLIGATIONS
8.1 The Buyer must:
(a) place Orders under these Conditions and ensure accuracy;
(b) provide full and accurate Specification details;
(c) cooperate with Fleet Packs for delivery;
(d) pay all invoices on time.

9. LIABILITY
9.1 Nothing limits liability for:
(a) death or injury due to negligence;
(b) breach of implied title under the Sale of Goods Act 1979;
(c) defective products under the Consumer Protection Act 1987;
(d) fraud or fraudulent misrepresentation.

9.2 Fleet Packs is not liable for:
(a) loss of data or use;
(b) indirect, consequential or special losses;
(c) loss of profit, revenue or savings.

9.3 Fleet Packs’ total liability is limited to 200% of the total price of the Goods.
9.4 The conditions implied by sections 13–15 of the Sale of Goods Act 1979 are excluded.

10. CONFIDENTIALITY
10.1 Both parties shall keep Confidential Information private and only use it to perform the Contract. This does not apply to:
(a) information already public;
(b) information that becomes public (not due to a breach);
(c) information developed independently;
(d) legally required disclosures.

10.2 This clause remains in effect for 5 years after the Contract ends.

11. INTELLECTUAL PROPERTY
11.1 All intellectual property rights in or arising out of or in connection with the Goods (including all designs, branding, images, text, packaging and labelling) shall remain the exclusive property of Fleet Packs or its licensors.
11.2 The Buyer shall not use, copy or reproduce any such intellectual property without prior written consent.

12. INSPECTION AND ACCEPTANCE
12.1 The Buyer shall inspect the Goods upon delivery and must notify Fleet Packs in writing of any visible damage, shortfall or defect within 72 hours of delivery.
12.2 If no such notice is received, the Goods shall be deemed accepted and in full conformity with the Contract.

13. RETURNS
13.1 Except where Goods are damaged in transit (clause 6.8), Fleet Packs is not obliged to accept returns unless agreed in writing.
13.2 If returns are accepted, Goods must be unused, in their original packaging, and returned within 14 days of delivery at the Buyer’s cost and risk.
13.3 Risk in the returned Goods remains with the Buyer until Fleet Packs confirms receipt.

14. PERMITTED USE
14.1 The Goods are intended for commercial use only.
14.2 Fleet Packs shall not be liable for any loss or damage arising from use of the Goods outside their intended purpose, in a manner inconsistent with any instructions or warnings provided, or otherwise than in the ordinary course of business.

15. DATA PROTECTION
15.1 Each party shall comply with applicable data protection legislation, including the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.
15.2 Any personal data shared in connection with the Contract will be processed in accordance with Fleet Packs’ Privacy Policy, which is available upon request or on the website.

16. COMPLIANCE
16.1 The Buyer shall comply with all applicable laws, regulations, export controls, and sanctions in connection with the purchase, use, or onward supply of the Goods.
16.2 Fleet Packs shall not be liable for any consequences arising from the Buyer’s failure to comply with such requirements.

17. FORCE MAJEURE
17.1 A party is not liable for failure to perform due to a Force Majeure event if it:
(a) promptly notifies the other; and
(b) uses reasonable efforts to minimise impact.

17.2 If performance is prevented for over 30 continuous days, the other party may terminate the Contract immediately.

18. TERMINATION
18.1 Fleet Packs may terminate if the Buyer:
(a) materially breaches the Contract and fails to remedy it within 14 days;
(b) cannot pay its debts or suspends payments;
(c) enters insolvency proceedings;
(d) is wound up or has a receiver appointed;
(e) ceases trading or threatens to do so;
(f) is subject to Force Majeure under clause 17.

18.2 Fleet Packs may also terminate for non-payment.
18.3 Upon termination:
(a) the Buyer must pay all undisputed invoices;
(b) Fleet Packs may issue an invoice for delivered but unbilled Goods, payable within 14 days;
(c) the Buyer must return Fleet Packs’ property;
(d) existing rights and obligations remain;
(e) clauses intended to survive termination will remain in effect.

19. GENERAL
19.1 Time is not of the essence unless stated.
19.2 Payments must be made without set-off unless required by law.
19.3 The parties are independent businesses.
19.4 If any clause is unenforceable, the rest remain valid.
19.5 Notices must be in writing and sent to the addresses in the Order. They are deemed received:
(a) by post: 2 Business Days after posting;
(b) by airmail: 7 Business Days after posting;
(c) by hand: upon delivery;
(d) by fax: on successful transmission;
(e) by email: upon successful transmission unless a bounce-back is received.
(f) For notices to Fleet Packs, including formal claims or requests under these Conditions, the email address is: hello@fleetpacks.co.uk.

19.6 Delay or inaction does not waive any rights.
19.7 No third party may enforce the Contract.
19.8 These Conditions take precedence over any conflicting terms in the Order.
19.9 The Contract is the entire agreement between the parties.
19.10 The Contract binds successors and personal representatives.
19.11 Governing Law & Jurisdiction:
(a) The Contract is governed by the laws of England and Wales.
(b) The courts of England and Wales have non-exclusive jurisdiction.
(c) Fleet Packs operates from the United Kingdom. If you access or place Orders from outside the UK, you do so at your own risk and are responsible for compliance with local laws.