Website Terms and Conditions of Sale
Terms and Conditions for the sale of Tires and Tire Installation Services
1.1 In these Conditions:
'Company' means Solutions BKC Canada Inc. 4805 Lapinière unit 6400, Brossard, Qc, Canada, J4Z 0G2;
'Blackcircles Website' means the website published by Company on the World Wide Web of the Internet with the uniform resource locator (URL) https://www.blackcircles.ca;
'Conditions' means these terms and conditions for the sale of tires and tire installation services on the Website;
'Contract' means the contract for the purchase and sale on the Website as entered into and evidenced by the Customer Order and the Order Confirmation;
'Customer' means the person whose order (Customer Order) is accepted by Company;
'Customer Order' means an order from the Customer submitted to Company through the Blackcircles Website by completion of the staged ordering process set out therein through submission of forms and following a series of processes as directed on the Blackcircles Website;
'Force Majeure' means any event the happening of which could not be prevented, including explosion, flood, tempest, lightning strike, fire, accident, war or threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, by-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary, regional or local authority; import or export regulations or embargoes, strikes, lock outs or other industrial actions or trade disputes (whether involving employees of Company or of a third-party), difficulties in obtaining raw materials, labour, fuel, parts or machinery or power failure or breakdown in machinery;
'Fully Installed Service' means the services provided by Company for the sale of tires to Customers via the Website and the subsequent installation of such tires to Customer' vehicles using third party service providers;
'Goods' means the tires, rims, other products and services that Customer purchases on the Website in accordance with these Conditions;
'Order Confirmation' means confirmation in writing by Company of acceptance of the Customer Order issued prior to supply of the Goods to the Customer;
'Website' means Blackcircle.ca;
'Writing' includes electronic mail, telex, cable, facsimile transmission and comparable means of communication.
2. BASIS OF THE SALE
2.1 Company shall sell and the Customer shall purchase the Goods in accordance with the Customer Order and Order Confirmation, subject to these Conditions which shall govern the Contract to the exclusion of any other terms and conditions .
2.2 The Customer acknowledges that the website text, price lists, lists of items for sale or other sales literature published on the Website constitute an invitation to treat and may not be construed by the Customer as any offer by or binding obligation upon Company to sell any item to the Customer.
2.3 No variation to these Conditions shall be binding unless agreed in Writing between authorized representatives of the Customer and Company.
2.4 Company's employees or agents are not authorized to make any representations concerning the Goods other than what is published on the Website .
2.5 Any advice or recommendation given by Company or its employees or agents to the Customer as to the storage, application or use of the Goods which is not confirmed in Writing by Company, does not bind Company and is followed or acted upon entirely at the Customer's own risk, and accordingly Company shall not be liable for any such advice or recommendation.
2.6 Even though all efforts are made by Company, to ensure no such error or omission occurs, the Company reserves the right to correct, without any liability on the part of Company, any typographical, clerical or other error or omission in any sales literature, price list, website text, acceptance of offer, invoice or other document or information issued by Company.
3. OFFERS AND SPECIFICATIONS
3.1 The Customer Orders shall not be deemed accepted by Company unless and until the Order Confirmation has been issued to the Customer.
3.2 The Customer shall be responsible for ensuring the accuracy of the information in the Customer Order submitted by the Customer, and for giving Company all necessary information relating to the Goods. Company shall incur no liability resulting from inaccurate or late information being supplied by the Customer.
3.3 The quantity, quality and description of and any specification for the Goods shall be those set out in the Order Confirmation.
3.4 Company reserves the right to change the Goods or any specification (whether such specification has been submitted by the Customer in the Customer Order or otherwise) at any time, without notice, as a result of changes in the law or at the sole discretion of Company.
3.5 Subject to section 8.1 herein, the Customer Order may not be cancelled by the Customer after the Order Confirmation has been issued except with the agreement in Writing of Company and on the condition that the Customer shall indemnify Company in full against all losses (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by Company as a result of the cancellation of the Customer order by the Customer.
3.6 Once the Customer has paid the Goods in full as per the Customer Order, Company shall deliver the Goods that were produced not more than 36 months from the week specified on the order to the customer. In case that the Goods have been produced for more than 36 months from the week specified on the Goods in the date of Customer's Order and payment made, and the Customer is not satisfied with the Goods, the Customer shall notify the Company within 15 days following the date of Customer's Order and payment made to notify the Company of his intention to return the Goods, for a minimum return fee of $25 per tire. If Customer have not refused within 15 days, it deems Customer accept such Goods.
3.7 Company may at its entire discretion appoint an installer other than the one selected by the Customer, if said installer is within 15 kilometers from the one selected by the Customer, without any liability.
4. PRICE OF THE GOODS
4.2 Company reserves the right, by giving notice to the Customer at any time before issuing the Order Confirmation, to increase the price of the Goods to reflect:-
4.2.1 any increase in the costs to Company caused by any factor beyond the control of Company (such as, without limitation, any foreign exchange fluctuation, currency regulation, increase in customs duties, or significant increase in the costs of labour, materials or other manufacturing costs);
4.2.2 any change in delivery dates, quantities or specifications for the Goods requested by the Customer, or
4.2.3 any delay caused by any instructions from the Customer or failure of the Customer to give Company with adequate information or instructions.
4.3 The price of the Goods shall be inclusive of any applicable tax.
5. TERMS OF PAYMENT
5.1 Subject to any special terms agreed in Writing between the Customer and Company, Company shall be entitled to payment in full for the price of the Goods (including applicable taxes) on the date of the Customer Order. Company shall debit the Customer's credit/debit card with payment in full for the Goods and applicable taxes on or after the date of the Customer Order;
5.2 Customer shall be obliged to pay the price of the Goods on the date of the Customer Order. Company shall be entitled to take payment for the Goods, notwithstanding that delivery may not have taken place and that the property rights in the Goods have not transferred to the Customer. Receipts for payment will be issued.
5.3 If the Customer fails to make any payment by the relevant due date or if payment is declined or not authorised by the issuer of the Customer's credit/debit card when processed by Company then, without prejudice to any other right or remedy available to Company, Company shall be entitled to:
5.3.1 cancel the Contract or suspend any further deliveries to the Customer;
5.3.2 assign any payment made by the Customer to the Goods (or the goods supplied under any other contract between the Customer and Company) as Company may seem fit (notwithstanding any purported assignment by the Customer); and
5.3.3 charge the Customer interest (both before and after any decree or judgement) on any amount unpaid, at the rate of 7.5 % per annum from the default date until full payment is made.
6.1 Where a Customer has booked installation services, delivery of the Goods shall be made by Company prior to the date upon which the Goods are to be installed on the Customer's vehicle by the installation centre specified in the Order Confirmation or such other address as shall be approved in advance by Company, in Writing.
6.2 All dates quoted for delivery and/or installation of the Goods are approximate only and not guaranteed and Company shall not be liable for any delay in delivery and/or installation of the Goods howsoever caused. Time for delivery or installation shall not be of the essence of the Contract unless previously agreed by Company in Writing.
6.3 If the Customer fails to take delivery of the Goods or fails to give Company adequate delivery instructions in the Customer's Order, then, without prejudice to any other right or remedy available to Company, Company may:
6.3.1 store the Goods until actual delivery and charge the Customer for the reasonable costs (including insurance) of storage; or
6.3.2 sell the Goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) credit the Customer for any excess over the price stipulated in the Contract or charge the Customer for any shortfall below the price stipulated in the Contract; or
6.3.3 return the Goods to the supplier and charge the Customer for any costs incurred as a result of such return.
6.4 On the date of installation of the Goods at the installation centre, Customer shall confirm that he/she is the same person named in the Order Confirmation by displaying electronic receipt or a vehicle registration document. In case the displayed vehicle registration is different from the Order Confirmation, Customer shall notify Company prior to the installation date, if not, Company and the installation centre have the right to refuse to perform the installation.
6.5 In the event that Customer needs to change installation centres prior to installation of the Goods, Customer shall have to pay an additional transportation fee of $20/tire/request.
7. OWNERSHIP AND RISK
7.1 Risk of damage to or loss of the Goods shall transfer to Customer when Customer is notified that the Goods have been installed.
7.2 Notwithstanding the delivery and transfer of risk in the Goods, or any provision of these Conditions, the title to the Goods shall not transfer to Customer until all amounts owed by Customer to Company (including any applicable interest and charges) have been paid in full.
7.3 Customer shall not be entitled in any way to cause or allow a lien of any sort to be registered on any of the Goods which remain the property of Company. However, if Customer does so, all amounts owing by Customer to Company shall (without prejudice to any other right or remedy of Company) forthwith become due and payable. Company shall also be entitled to any and all remedies to have such liens removed at Customer’s costs, including all legal and extralegal fees.
7.4 Old tires installed on Customer’s vehicle prior to the installation of the Goods are Customer’s property. If Customer chooses to leave said old tires at the installation centre, Customer will be deemed to have renounced ownership of such tires.
8.1 Subject to section 8.2, prior to the installation process, Customer shall be entitled to cancel the Contract, return the Goods and receive a 75% refund of the payment made, provided that the Goods have not been used in any way, are in the same good condition in which they were received by the Customer and are returned to Company. In such event the Customer shall be responsible for the costs of returning the Goods and shall indemnify Company against all and any such costs. If Company collects the Goods, Company retains the right to charge Customer for any direct costs associated with the return of the Goods.
8.2 Subject to section 8.1, refunds to the Customer are entirely at the discretion of Company. In the event that Company, at its sole discretion, grants a refund to Customer, any cost incurred by Company in procuring that refund shall be borne by Customer and deducted from the refund.
8.3 Subject to section 8.1, the time needed to refund Customer depends on Customer’s bank and/or credit card issuer and any other associated party.
9.1 Company shall have no liability in respect of any defect in the Goods arising from any inaccuracy in Customer Order. Company shall have no liability for errors in any Customer Order and any loss (or otherwise) that may arise therefrom.
9.2 Company shall have no liability in respect of any defect in the Goods arising from normal wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow Company's or manufacturer’s instructions (whether oral or in writing) or misuse or alteration or repair of the Goods by unqualified persons.
9.3 Save as expressly provided in these Conditions, all warranties, conditions or other terms implied by statute or Common Law are excluded to the fullest extent permitted by law.
9.4 Any claim by Customer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specifications shall (whether or not delivery is refused by Customer) be notified to Company immediately on the date of installation or prior to the installation process, depending on circumstances.
9.5 Where Company is the subject of any claim regarding damage caused to the vehicle or wheels by the Goods, Company must be given the opportunity to inspect and rectify the claimed damages. Where the distance required to travel for such inspection is unreasonable, an alternative location will be designated by Company and Customer will be responsible for transporting the affected vehicle at such designated location. Work carried out by third parties prior to Company’s inspection, or that has not been approved by Company in writing prior to the work being started, will not be covered by Company.
9.6 Subject to section 8.1, if delivery is not refused, and Customer does not notify Company in accordance with section 9.4, the Goods will be deemed to be free from any defect or non-compliance with the Customer Order, at Customer’s satisfaction, and Company shall have no liability for such defect or failure.
9.7 Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is notified to Company in accordance with these Conditions, Company shall be entitled to replace the Goods free of charge or, at Company's sole discretion, refund to Customer the price of the Goods for which there is a valid claim, but Company shall have no further liability to Customer or any other person.
9.8 Except in respect of death or personal injury caused by Company 's negligence, Company shall not be liable to Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any indirect, special or consequential loss or damages (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of Company, its employees or agents or otherwise) which arise out of or in connection with the supply or installation of the Goods or their use or resale by the Customer, and the entire liability of Company under or in connection with the Contract shall not exceed the price of the Goods, except as expressly provided in these Conditions.
9.9 Company shall not be liable to Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of Company 's obligations in relation to the Goods, if the delay or failure was due to any Force Majeure or other cause beyond Company's reasonable control.
11.1 Company may perform any of its obligations or exercise any of its rights hereunder by itself or where applicable through any other person (legal or otherwise).
11.2 Any notice required or permitted to be given by either party to the other under these Conditions shall be in Writing addressed to that other party at its registered office or residence or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
11.3 No waiver by Company of any breach of the Contract by Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
11.4 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.
11.5 The Contract and these Conditions shall constitute the entire agreement between Customer and Company in respect of the supply of the Goods and shall supersede all previous oral or written representations or agreements relating thereto. In particular, Customer may not rely on any statements made by any employee, representative or agent of Company.
11.6 Company may assign the Contract or any part thereof or sub-contract the Contract or any part thereof to any other person (legal or otherwise). Unless otherwise agreed in Writing, Customer may not assign the Contract or any part thereof to anyone.
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