Learning from the Danish: saving commuter time with the Road Zipper System
Tuesday, 21 Aug 2018
A recent road project in Denmark involving 22.5 kms (14 miles) of moveable barrier being deployed in a road widening project created a flexible contraflow lane, moving traffic quickly and saving money, time and lives. Road Zipper System to ease co...
Click here to read more



Highway Care teams up with Aftercare Response to offer industry-leading back-up
Tuesday, 30 Jan 2018
  Operators of road maintenance and traffic management vehicles equipped with safety systems by sector specialist Highway Care can now take advantage of...
Click here to read more



Terms & Conditions for the Supply of Goods and Services

Click here for a printable version of Highway Care's Terms & Conditions of Sale

HIGHWAY CARE – TERMS AND CONDITIONS – SUPPLY OF GOODS AND SERVICES

1                     INTERPRETATION

1.1                Definitions. In these Conditions, the following definitions and rules of interpretation apply:

“Business Day”

a day (other than a Saturday, Sunday or a public holiday) when banks in London are open for business.

“Conditions”

these terms and conditions as amended from time to time in accordance with clause 16.8.

“Contract”

the contract between Highway Care and the Customer for the supply of Goods and/or Services in accordance with these Conditions.

“Customer”

the person or firm who purchases the Goods and/or Services from Highway Care.

“Data Controller”

has the meaning set out in the DPA.

“Data Subject”

has the meaning set out in the DPA.

“Deliverables”

the deliverables (if any) set out in the Order.

“Delivery Location”

has the meaning set out in clause 4.2.

“DPA”

the Data Protection Act 1998 or any amending or replacing legislation.

“Force Majure Event”

an event beyond the reasonable control of Highway Care including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the party or any other party), interruption or failure of a utility service or transport network, act of God, acts of war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, including without limitation imposing an export or import restriction, quota or prohibition, or failing to grant a necessary licence or consent, accident, breakdown of plant or machinery, fire, flood, storm, or default or non-performance of suppliers or subcontractors.

“Goods”

the goods (or any part of them) set out in the Order.

“Highway Care”

Highway Care Limited a company registered in England and Wales with company number 2506334 whose registered office is at Trinity House 3 Bullace Lane, Dartford, Kent, DA1 1BB.

Highway Care Materials”

has the meaning set out in clause 8.1.7.

“Incoterm"

the Incoterm rule set out in an Order selected from the ICC Incoterms 2010.

“Intellectual Property Rights”

all patents, rights to inventions, utility models, copyright and related rights, trademarks, service marks, trade, business and domain names, rights in trade dress and get-up, rights in goodwill and the right to sue for passing off, unfair competition rights, rights in designs, rights in computer software, database right, topography rights, moral rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of such rights, and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

“Order”

the Customer’s offer for the supply of Goods and/or Services, as set out in the Customer's order request in the form attached to Highway Care's quotation.

“Personal Data”

has the meaning set out in section 1(1) of the DPA and relates only to personal data, or any part of such personal data, in respect of which the Customer is the Data Controller and in relation to which Highway Care is providing the Services.

“Processing and process:

have the meaning set out in section 1() of the DPA.

“Services”

the services, including the Deliverables (if any), supplied by Highway Care to the Customer as set out in the Specification and/or the Order.

“Specification”

in relation to Goods, any specification for the Goods (including any relevant plans or drawings) that is produced by Highway Care as amended by Highway Care from time to time or as agreed in writing by the Customer and Highway Care, and in relation to Services, the description or specification for Services provided by Highway Care to the Customer as amended by Highway Care from time to time.

1.2                Interpretation:

1.2.1          a person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality);

1.2.2          a reference to a party includes its successors or permitted assigns;

1.2.3          a reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re- enacted;

1.2.4          any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms;

1.2.5          a reference to writing or written includes faxes and emails; and

1.2.6          in the event that any Incoterm is specifically referenced in the Order and such reference results in any inconsistency or conflict between a term of these Conditions and the Incoterm, the relevant part of the Incoterm shall prevail and apply.

2           BASIS OF CONTRACT

2.1      The Order constitutes an offer by the Customer to purchase Goods and/or Services from Highway Care in accordance with these Conditions.

2.2      The Order shall only be deemed to be accepted when Highway Care issues written acceptance of the Order at which point and on which date the Contract shall come into existence.

2.3      Highway Care shall be under no obligation to accept, and shall not be liable for any loss or damage to the Customer as a result of not accepting, an Order.

2.4      The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of Highway Care which is not set out in the Contract. Any samples, drawings, descriptive matter or advertising issued by Highway Care and any descriptions or illustrations contained in Highway Care's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Services and/or Goods described in them. They shall not form part of the Contract or any other contract between Highway Care and the Customer for the supply of the Goods and/or Services.

2.5      These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

2.6      Any quotation given by Highway Care shall not constitute an offer and, unless stated otherwise in Highway Care’s quotation, is only valid for a period of 20 Business Days from its date of issue.

2.7      All of these Conditions shall apply to the supply of both Goods and Services except where application to one or the other is specified.

3           GOODS

3.1      The Goods are described in the Specification.

3.2      Highway Care reserves the right to amend the Specification of the Goods if required by any applicable statutory or regulatory requirement, or by the manufacturer of the Goods or for any other commercial reason and which in each case do not materially affect the strength or efficiency of the Goods and Highway Care shall notify the Customer in any such event.

4           DELIVERY OF GOODS

4.1      Highway Care shall ensure that each delivery of the Goods is accompanied by an information note which shows the date of the Order, all relevant Customer and Highway Care reference numbers, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered.

4.2      The “Delivery Location” shall be as set out in the Order, or such other location as the parties may agree, at any time after Highway Care notifies the Customer that the Goods are ready.

4.3      Where the Delivery Location is to be Highway Care’s premises, delivery of the Goods shall be completed on completion of loading. If the Customer fails to accept or take delivery of the Goods within five Business Days of Highway Care notifying the Customer that the Goods are ready for collection, if forwarding instructions are not received within five Business Days after the date of notification that the Goods are ready for collection, then except where such failure or delay is caused by a Force Major Event or by the Highway Care’s failure to comply with its obligations under the Contract in respect of the Goods:

4.3.1      delivery of the  Goods shall be  deemed  to  have been  completed at 9.00 am on the tenth Business Day following the day on which Highway Care notified the Customer that the Goods were ready; and

4.3.2      Highway Care shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).

4.4      Where the Delivery Location is a location other than Highway Care’s premises, as may be agreed pursuant to clause 4.2:

4.4.1           the Customer shall provide and shall clearly indicate to Highway Care the point at which the Customer wishes the Goods to be unloaded which, in the reasonable opinion of Highway Care, must be safe and proper and reasonable for access, manoeuvring and exit of the delivery vehicle; and

4.4.2           delivery of the Goods shall be completed on the Goods' arrival at the Delivery Location or, at Highway Care’s option, the completion of unloading of the Goods at the Delivery Location; and

4.4.3           if, in Highway Care’s reasonable opinion, access required in accordance with clause 4.4.1 is not available or is unsuitable or Highway Care is unable to deliver the Goods on time because the Customer has not provided appropriate information, instructions, documents, licences or authorisations, Highway Care reserves the right to refuse to deliver and/or to charge the Customer additional costs. The Customer shall indemnify Highway Care in respect of all costs, claims, losses or expenses (including legal costs) which Highway Care may incur as result of a breach of this clause 4.4.3 by the Customer.

4.5      Any dates quoted for delivery of the Goods are approximate only, and the time of delivery is not of the essence. Highway Care shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer's failure to provide Highway Care with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

4.6      If Highway Care fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. Highway Care shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event the Customer's failure to provide Highway Care with adequate delivery instructions for the Goods or any relevant instruction related to the supply of the Goods.

4.7      If, 15 Business Days after Highway Care notified the Customer that the Goods were ready for delivery, the Customer has not accepted or taken delivery of them, Highway Care may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods.

4.8      The Customer shall not be entitled to reject the Goods if Highway Care delivers up to and including 10 per cent more or less than the quantity of Goods ordered, but a pro-rata adjustment shall be made to the Order invoice on receipt of notice from the Customer that the wrong quantity of Goods was delivered.

4.9      Save where otherwise agreed in writing by Highway Care, the Customer may not re-direct delivery of the Goods or of any instalment of the Goods.

4.10  Highway Care may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.

4.11  Where applicable, pursuant to clause 1.2.6, Highway Care shall deliver the Goods in accordance with such Incoterm 2010 as may be set out in the Order.

5           QUALITY OF GOODS

5.1      Subject to clause 5.2, Highway Care warrants that on delivery, and for a period of twelve months from the date of delivery (Warranty Period), the Goods shall:

5.1.1      Subject to clause 3.2, conform in all material respects with their description and any applicable Specification;

5.1.2      be free from material defects in design, material and workmanship;

5.1.3      be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and

5.1.4      be fit for the purpose held out by Highway Care in the Specification.

5.2      In respect of defects that are patent or obvious, the Customer must give notify Highway Care of such defects within 15 days of delivery. Highway Care shall not be liable for such defects failure to comply with the warranty in clause 5.1 if the Customer fails to give such notice.

5.3      Subject to clause 5.4, Highway Care shall, at its option, repair or replace the defective Goods, if:

5.3.1      the Customer gives notice in writing during the Warranty Period within seven days of discovery that some or all of the Goods do not comply with the warranty set out in clause 5.1;