Terms and conditions
In the context of this User Agreement and the terms and conditions therein the “Company” means Smartbuyers Limited (Reg. No. 463890) with a registered office at 51 Jervis Place Upper Abbey Street Dublin 1.
“Agreement” means the terms and conditions set out in this User Agreement applicable to the services provided by Smartbuyers Limited through the domain name smartbuyers.ie
“Business Days” means any day, other than a Saturday or Sunday that the banks in Ireland are open for business.
“Contract” means a contract formed between the Supplier and the Customer.
“Customer” means a user of the Website who accepts the terms and conditions set out in this Agreement and who provides their personal information, preferences and Specification for the purpose of using the Service.
“Goods” means the vehicles, articles, equipment, machinery, tooling, materials or other items described in the Group selected by the Customer or in the Order confirmed to the Company.
“Group” means the grouping of similar Customers according to their preferences and Specification on the Website to be used by the Company to negotiate price with Suppliers. By submitting personal details, preferences and Specification the Customer ‘joins a Group’ for the purpose of the Agreement.
“Order” means an instruction placed by a Customer with the Company confirming acceptance of a price negotiated with and offered by a Supplier for any Goods in a Customer’s Group.
“Service” means the service provided by the Company to Customers through the Website of using Customer information, preferences and Specification to negotiate a price for Goods with Suppliers. The Service includes forwarding to a Supplier a Customer’s Order and contact details so the Contract can be entered between the Customer and Supplier. The Service ceases once the Company relays a Customer’s Order to a Supplier. The Company is not involved in the actual transaction between the Customer and Suppliers.
“Specification” means the description, specification, features, quantity, quality standards, scope or timescale for delivery of the Goods as stated by the Customer on the Website and circulated by the Company to Suppliers.
“Supplier“ means a supplier, contractor, manufacturer or any other person in the Republic of Ireland who negotiates prices for Goods with the Company and who receives Customer Orders from the Company and enters into contracts with a Customer in respect of the supply of a Customer’s Order.
“Website” means www.selleetools.com
Unless otherwise agreed in writing between the Company and the Customer, the terms and conditions set out in this Agreement shall apply to and govern the terms on which the Company offers the Customer access to the Service.
You cannot avail of this Service if you are under the age of 18 years or you are not in a position to form legally binding contracts.
The Agreement is a legal agreement between you and the Company and by registering to use the Service you agree to be bound by the terms and conditions of this Agreement for as long as you continue to be a Customer. Please read the Agreement carefully before registering and if you do not agree with the Agreement do not register for the Service.
1. PROVISION OF THE SERVICE
The Company does not make any warranties to the Customer in its provision of the Service. The Company does not grant any warranties expressed or implied by Statute, common usage or otherwise. The Company disclaims any implied warranties as to merchantability, fitness for purpose, or non-infringement. The Company does not warrant that your use of the Service shall be secure and private; that the Website will always be up to date or free from inaccuracies. While the Company takes all reasonable steps to protect the Service from viruses it does not guarantee the Service is virus free and is not liable for any loss or damage suffered by you as a consequence.
2. CHANGES TO SERVICE
The Company may restrict your right to use the Service by imposing limits, conditions and/or restrictions from time to time at the sole discretion of the Company. The Company may alter, suspend or discontinue any aspect of the Service at any time without notice or liability to you.
(a) On joining a Group the Customer’s Specification will be used to negotiate a price with Suppliers for your selection of Goods.
(b) If by the ‘End Time’ specified on the Website for the particular Group there is adequate Customers registered in that particular Group the Company will initiate price negotiations with Suppliers. If there are not adequate Customers registered for a particular Group by the ‘End Time’ it will be at the Company’s sole discretion as to whether it initiates negotiations with Suppliers for the particular Group. If the Company does not initiate Supplier negotiations due to lack of interest in a Group the Company shall notify the Customers in that Group within 7 Business Days of the ‘End Time’. It is at the Company’s sole discretion as to what it considers as adequate for the purpose of this clause.
(c) The price negotiated with a Supplier will be emailed to the Customer for approval.
(d) The Customer must confirm their Order by emailed response to the Company within 7 Business Days of the receiving notification of the negotiated price.
(e) The Company shall forward the Customer’s Order to the Supplier on payment by the Customer to the Company of the administrative fee set out in Clause 6 (c).
(f) Once the Supplier receives the confirmed Order the Company is no longer involved and it will be for the Supplier to adhere to all laws and regulations governing a customer contract. It will be for the Customer and Supplier to make their own arrangements for the payment and delivery of goods.
(a) Any Specification made on joining a Group may be cancelled at any time by the Customer giving the Company notice by e-mail to [firstname.lastname@example.org] prior to the ‘End Time’ specified on the Website for the particular Group. If the Customer’s cancellation is subsequent to the Company commencing price negotiations with a Supplier on the Customer’s behalf an administrative cancellation fee of €20.00 shall be paid by cheque by the Customer to the Company within 14 days of cancellation.
(b) Cancellation of an Order placed with a Supplier is a matter for the Customer and Supplier. It is for the Supplier to adhere to its own obligations under the European Communities (Protection of Consumers in respect of contracts made by means of Distance Selling) Regulations 2001 and 2005 (the regulations).
(c) This clause 4 (c) is without prejudice to your right to cancel your Specification under clause 4 (a). Under the Regulations you may cancel the Agreement you are about to enter without giving reason to the Company at any time within 7 days of entering into the Agreement. This 7 day period is “the Cancellation Period”. Under the Regulations where the provision of the Service has commenced, with your agreement, before the end of the Cancellation Period, then you may not exercise your right of cancellation. By accepting the terms and conditions of this Agreement and using the Website you are agreeing to the Company commencing the Service prior to the end of the Cancellation Period and are therefore agreeing you will not cancel the Agreement. The Company confirms the following information for the purpose of the Regulations:-
Company Name: Smartbuyers Limited
Registered Address: Jervis Place Upper Abbey Street Dublin 1
Main Characteristics of Service: Customer grouping to negotiate group price discounts for goods supplied in the Republic of Ireland.
Price of Service: €20.00 (inclusive of 21% VAT) on the confirmation of each Order by a Customer.
Arrangement for Payment: Payment is made by cheque or bank draft payable to Smartbuyers Limited and sent to Jervis Place Upper Abbey Street Dublin 1 within 7 Business Days of each Order confirmed.
Delivery Costs: This is a matter for the Customer and Supplier
5. DELIVERY AND PERFORMANCE OF GOODS:
(a) The Company at no time accepts responsibility for the delivery of Goods ordered by the Customer, this is a matter for the Customer and Supplier. Any queries or complaints regarding delivery of an Order or the quality of goods delivered should be directed to the relevant Supplier.
(b) The Company at no time accepts responsibility for the standard of Goods when delivered by the Supplier to the Customer. Any defects, damage or delay associated with the delivery of Goods ordered by the Customer is a matter for the Customer and Supplier. The Company does not warrant that all Goods will be supplied to the Customer’s Specification and does not warrant that the Goods will be free of defect in workmanship or materials or fit for the purpose made known to the Supplier expressly or by implication by the nature of the Goods.
(a) The Company does not charge a fee for joining a Group.
(b) If the Company negotiates a price with Suppliers on a Customer’s behalf the Company will charge an administration fee of €20.00 if the Customer cancels a Specification once negotiations with Suppliers have commenced.
(c) The Company will charge an administration fee of €20.00 when a Customer confirms an Order. The administrative fee is payable no later than 7 Business Days from the date the Company receives confirmation of the Order. The Company will not relay the Customer’s Order to the Supplier until such time as the Customer pays the administrative fee by cheque or bank draft payable to Smartbuyers Limited.
(d) If the Customer fails to pay the Company the administrative fee within 7 Business Days the Company reserves the right to cancel the Customer’s Order and terminate its Agreement with the Customer.
(e) If the Customer fails to pay fees due to the Company the Company may collect outstanding fees through debt collection mechanisms.
7. NO AGENCY:
(a) No agency, partnership, joint venture, employee/employer relationship is intended or created by this Agreement.
(a) Customers may terminate their usage of the Service in writing at any time or by cancelling their Specifications in any Groups. On termination you will pay any outstanding fees that may be due to the Company.
(b) The Company may terminate or suspend your Customer status at any time, for any reason, without explanation, upon notice to you. The Company expressly reserves the right to immediately suspend or terminate your access to the Service without notice upon any breach of this Agreement by you.
9. COMPANY’S REMEDIES:
(a) Without prejudice to any other right or remedy which the Company may have, if the Customer fails to comply with any of the terms and conditions of the Agreement the Company shall be entitled to exercise any one or more of the following remedies at its discretion:
(i) to rescind any Order;
(ii) to refuse to accept any further Orders from the Customer;
(iii) to remove the Customer from all Groups and remove the Customer’s personal information and preferences from the Website and block all future usage;
- to claim damages against the Customer;
- to initiate debt collection proceedings against the Customer.
The Customer shall pay compensation to the Company for any loss or damage sustained by the Company as a consequence of any breach of this Agreement committed by the Customer. The Customer shall compensate the Company for any losses or costs, including reasonable legal or other professional fees incurred arising out of any breach of the Agreement.
The Customer shall indemnify and hold the Company, its officers and employees harmless from any claim or demand including reasonable legal fees and costs made by any third party due to or arising out of the Customer’s use of the Website, breach of this Agreement or the infringement by the Customer or any other user of the Website using the Customer’s computer or any intellectual property rights of any third party.
(a) Customer complaints relating to the Company’s service should be directed to the Company’s registered address at 51 Jervis Place, Upper Abbey Street, Dublin 1, Ireland or by email to [email@example.com].
(b) Any complaints concerning the delivery or quality of any Goods ordered from a Supplier should be directed to the Supplier. Complaints regarding a Supplier should not be sent to the Company unless the Supplier does not provide an adequate or satisfactory response to a complaint.
The Company shall not be a party to any dispute between a Customer and Supplier. The Customer releases the Company from claims, demands and damages (actual and consequential) arising out of or in connection with such dispute.
(a) The Company shall not have any liability to the Customer in contract, tort or otherwise including any liability for negligence, loss of data, revenue, business, reputation, anticipated savings or profits or any loss of use or value of any Goods or for any indirect, special or consequential loss, howsoever arising.
(b) The Service is a tool to assist Customers to purchase particular goods. Whether the Customer chooses to confirm an Order and purchase goods from a Supplier is at their sole decision.
(c) The Company shall use electronic mail to communicate with you and/or third parties, as appropriate. Electronic communications will be used where you provide the Company with your email address. However, please note that such electronic communications may not be private or secure. Where security and reliability are important do not use electronic communication. If you choose to provide the Company with your email address and use electronic communication the assumption is that you wish to use, notwithstanding the security and reliability risks involved. Accordingly, if you do not wish the Company to use email to communicate with you and/or third parties in the matter, please do not submit your email address.
(d) The rights and remedies provided in the Agreement are cumulative and are not exclusive of any rights or remedies provided by law. Waiver of any or all of the terms and conditions of the Agreement shall not prejudice or affect the Company’s rights and remedies in respect of any subsequent breach, non-performance or non-observance by the Customer of any of the Agreement. Waiver by the Company shall not prejudice subsequent enforcement.
(e) By accepting this Agreement you also agree to the Company’s Privacy Statement and Terms and Conditions of Use published on the Website.
(f) If any or more of the terms and conditions of the Agreement is held to be or becomes void or otherwise unenforceable for any reason under any applicable law, the same shall be deemed to be omitted and the validity and/or enforceability of the remaining conditions shall not be affected or impaired in any way as a result of that omission.
(g) A person who is not a party to the Agreement shall not have any rights to enforce any of the Agreement.
(h) The Company may amend this Agreement at any time by posting the amended Agreement on the Website. The Company may choose to notify its Customers by email of the amended Agreement. Otherwise, no variation or amendment to the Agreement will be binding unless agreed in writing between the Company and Customer.
(i) The Website is operated and provided in the Republic of Ireland. As such, the Company is subject to the laws of the Republic of Ireland, and such laws will govern the Agreement and other legal statements provided on the Website. If you choose to access this Website you are agreeing to do so subject to the laws of Ireland and further agree to submit to the exclusive jurisdiction of the Irish courts in relation to any matter arising under or in connection with your use of the Website.
By using the Smartbuyers.ie web site you agree to the terms and conditions of this Agreement and any other Company policy including but not limited to Privacy Statements and Terms and Conditions of Use. By using the Website you warrant that you are at least 18 years of age and have read and understand the Agreement and confirm your agreement to be bound by its terms and conditions. If you do not agree to the Agreement you should not provide your personal details, join a Group or place an Order and you should exit this web site immediately.