Terms & Conditions for Dealers

 

We are Bizpare® Limited (“we, us, our, Bizpare®, Bizpare”) a company registered in England and Wales. Our company registration number is 08994980 and our registered office is at 51 Warrensway, Woodside, Telford, Shropshire, TF7 5QD, United Kingdom.

These terms and conditions, together with our terms of service for users, govern the basis on which we provide services and our websites to you (“Dealer, you, your”). Together, Bizpare® and the Dealer are also known as the “Parties”.

Bizpare® is a price comparison website that provides a platform where information about the price of photocopiers, printers, stationery and franking machines and similar products or goods (“Products”) supplied by Dealers through our websites, found at Bizpare.com and Bizpare.co.uk (together, the “Site”), can be researched and compared by businesses (“Users”)  with the aim to connect with the appropriate Dealer and enter into an agreement (all together, the “Services”).

These terms and conditions (together with our Terms & Conditions for Users, [Privacy Policy, Terms of Site Use and Site Acceptable Use Policy]) tell you information about us and the legal terms and conditions on which we provide the Services to you the (together with the “Terms”).

 

 

SUMMARY

You must only use the Site for uploading information about the Products you offer and connecting with interested Users. As a Dealer, you must not use the Site to research the deals offered by other Dealers. You must provide accurate and complete information when using the Site so we can provide appropriate price comparison quotes.

The Site must only be used by Dealers that are domiciled in England and Wales (Territory). Nothing in these Terms will constitute an offer or promotion for Products outside of the Territory.

None of the information data and copyright material contained on the Site must be reproduced or used without our consent.

We provide a price comparison service of Products where you may connect with Users and enter into a separate agreement or policy with a User. We are not party to that agreement. You agree to indemnify us against any liability arising under or in relation to such agreement.

 

  1. GENERAL
    • These Terms apply to your use of the Site and our Services provided to you.
    • By using the Site, you warrant and undertake that you are a director of the Dealer (where applicable) or an authorised person, you have authority to bind the Dealer to our Terms and you agree to our Terms. If you do not wish to be bound by these Terms you should not use the Site.
    • We may change these Terms from time to time. We will give you notice of any changes by posting those changes on our Site. However, any amended terms and conditions will apply to your use of the Site from the date they are posted and if you do not agree with the amended terms and conditions, you are entitled, subject to the provisions of these Terms, to stop using the Site at that time.
  2. ADDITIONAL DEFINITIONS
“Commission” has the meaning given to it in paragraph 4.2.

 

“Connected Person” means any person that is a family member or friend of an employee of the Dealer and any legal entity that is controlled by or controls the Dealer.

 

“Content” means any text, graphics, images, audio, video, software, date compilations and any other form of information capable of being stored in a computer that appears on or forms part of this Site.

 

“Dealer” means any third party that is directly or indirectly connected with the supply or provision of any Product, or service ancillary to it, including but not limited to agents, manufactures, leasing companies, financing companies and financial advisors.

 

Income means the payments made to the Dealer or to any other person for the Products under a Relevant Contract.

 

“Introduction” means the provision to the Dealer of the contact details of a User by us through our Site or by any other means (and any person to whom the Dealer directly or indirectly provides any User contact details that we or our Site are directly or indirectly instrumental in providing to you ). Introduce, Introduces and Introduced shall be interpreted accordingly.
“Monthly Fee” means a payment of an amount as agreed between the Dealer and Bizpare® paid by the Dealer to Bizpare® in order to make use of the discount of the Commission, as set out in paragraph 4.2.1.
Monthly Fee Form means the form that the Dealer must submit to Bizpare® in order to pay the Monthly Fee and receive the benefit of a discount of the Commission.
“Products” means photocopiers, printers, stationery and franking machines and similar products or goods.
Quote means a price for a Product (and any associated services) as set by the Dealer from time to time.
“Relevant Contract” means a contract for the supply of Products, and services ancillary to the Products, entered into between the Dealer (and any person to whom the Dealer directly or indirectly provides any User contact details that we or our Site are directly or indirectly instrumental in providing to you) and the User who was Introduced by us and any renewal or extension of such contract.

 

“Services” means the provision of a price comparison website and platform where Users can:

(a)  compare the prices and suitability of Products that have been uploaded to our site by Dealers;

(b)  connect with independent Dealers or any relevant third parties and enter into Relevant Contracts; and

(c)  connect with independent third parties to obtain advice about the Products and any contracts they may enter into in connection with the Products.

 

 

  1. OUR SERVICE
    • The Service is a platform that enables you to place your Products on our Site as an invitation to treat. Users can view your Products and choose to enter into a Relevant Contract with you. If the User selects your Product(s), you will be notified by us of their intention to enter into a Relevant Contract with you.
    • If you accept their offer, we will Introduce you to the User to enable you and the User to enter into a Relevant Contract.
    • Bizpare® is not a party to any Relevant Contract between you and the User or any third party and is not responsible for the Product or the performance of the User or any third party under the Relevant Contract. The Dealer’s own separate terms and conditions will cover any Relevant Contract or agreement between you and the User. These Terms relate only to your use of the Site and our Service.
  2. COMMISSION AND PAYMENT
    • By using our Site, you will pay to us a Commission if a User enters into a Relevant Contract.
    • The amount of Commission payable in respect of each Relevant Contract will be calculated in one of two ways:
      • if you pay us a Monthly Fee, you will pay a commission of:
        • 10% of the Income if the Monthly Fee selected in the Monthly Fee Form is “Light” (we reserve the right to charge a minimum amount of £100  per order); or
        • 8% of the Income if the Monthly Fee selected in the Monthly Fee Form is “Complete” (we reserve the right to charge a minimum amount of £80 per order).
      • if you do not  pay us a Monthly Fee, you will pay a commission of 14% of the Income (we reserve the right to charge a minimum amount of £140 per order),

the default method will be that described in paragraph 4.2.2.

  • If you elect to pay the Monthly Fee, you should select “light” or “complete” found at https://quotes.bizpare.com/suppliers/details/package, you will also be required you to enter on the site your registered company name and number, your card details, and the point of contact at your company. Other details may also be required.
  • By submitting “light” or “complete”, you agree for us to debit your card with the Monthly Fee on a monthly basis.
  • We will arrange the debit on the same day each month on which we first debited your bank account. We reserve the right to change the Monthly Fee from time to time and you will be notified in advance of any change.
  • To cancel the Monthly Fee, you should adjust the package found at https://quotes.bizpare.com/suppliers/details/package and press “CANCEL SUBSCRIPTION”. It may take us up to 30 days to process a cancellation request. You will be liable to make any Monthly Fee payments arising during that time.
  • No refund of a Monthly Fee will be available to you under any circumstances.
  • You must promptly notify us in writing of the following:
    • the date a Relevant Contract is entered into with a User;
    • the amount of payments due for the Products under a Relevant Contract; and
    • the dates on which payments for such Products are payable,

no later than 3 Business Days after a Relevant Contract is entered into.

  • Except where the procedures set out in paragraph 4.10 and 4.11 below have been followed, all Commission payable pursuant to paragraph 4.2 will be due to us (whether invoiced or not) within 5 days of the end of the month in which you received the corresponding payment for the Products. If you receive payment under any Relevant Contract in instalments, then Commission will be calculated and paid on such instalments as they are received by you.
  • You will within 5 days of the end of the month in which you received the corresponding payment for the Products send us a full complete and accurate written statement setting out, in respect of such month, and in respect of each Relevant Contract:
    • the Commission payable to us;
    • the payments for the Products received and details of any sums due which have not been received; and
    • how the Commission has been calculated.
  • We will invoice you for the Commission payable as per your statement or our own calculation, together with any applicable VAT.
  • Commission will be payable to us in pounds sterling.
  • All sums payable under these Terms:
    • are exclusive of value added tax or other applicable sales tax, which will be added to the sum in question;
    • will be paid in full without set-off or deduction (including any deduction in respect of items such as income, corporation, or other taxes, charges and/or duties).
  • If you fail to make any payment due to us under these Terms by the due date for payment then, you will pay interest on the overdue amount at the rate of 4% per annum above [Lloyds Bank plc] base rate from time to time. Such interest will accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. You will pay the interest together with the overdue amount.
  • You will keep separate accounts and records giving correct and adequate details of all Relevant Contracts entered into as a direct or indirect result of our Introduction, all payments received under them and all deductions made in the calculation of Income. You will permit us at all reasonable times (but no more than one in any 6 month period) to inspect all such accounts and records and to take copies of them.
  • Termination of these Terms, howsoever arising, will not affect the continuation in force of this paragraph and your obligation to pay Commission to us in accordance with it.
  1. YOUR OBLIGATIONS
    • You must at all material times act in good faith towards us.
    • You will provide us at all material times with the information we reasonably require to carry out our Service, including marketing information for and details of the Products, and information about you.
    • It is your responsibility to ensure that all information you supply to us or provide through the Site is complete, kept up-to-date and accurate. We do not control the Quotes, the length of time for which a Quote remains valid or any special conditions relating to the Quotes. These are set by you and should include all terms relating to the transaction between you and any other party (such as a leasing company) and the User. It is your responsibility to control the Quotes by providing and amending the information used to calculate a Quote so that it is correct.
    • You undertake that you have the authority to provide the Quote and that the Quote you provide is more competitive than or as competitive as any other quote you provide on any other website or platform, or in any other store, brochure or other such place you may offer your products.
    • You will not change the terms of any offer of Products on our Site to the extent that it is detrimental to the User after that User has indicated his interest in such Product. A non-exhaustive list of detriments include: increasing the price, settling a disclosed existing lease(s), reducing the scope of the Product or resulting work of delivering, installing and maintaining a Product or any other fact or matter that is not clearly set out and disclosed in the offer.
    • The results yielded to Users are determined by the information you provide when submitting Products on the Site, and therefore you should input all information truthfully and fully and to the best of your knowledge and belief. You will not mislead Users.
    • You must respond to any offers in connection with your Products promptly and only accept the offer if you can fulfil and satisfy it in a timely manner.
    • When delivering and installing a Product for a User, you must do so at a high standard.
  2. TRANSPARENCY OF RELEVANT CONTRACTS
    • Before any information about the sale of your Products is available for Users to see on the Site, you must upload the terms and conditions of any potential transaction relating to that Product. Those terms and conditions will be available for Users of the Site to see.
    • If your terms and conditions vary depending on the Product, then a separate set of terms and conditions must be uploaded for that Product, and made clear as to which set relates to which Product.
  3. GOOD FAITH
    • As the Site compares prices and deals of other Dealers, who sell similar Products that may serve the same or similar purposes to your Products, the Site holds valuable information about competitors. By using the Site and our Services as a Dealer, you, which includes any employee of yours or any other Connected Person, must not register on the Site as a User, unless it is for genuine and honest purpose of buying or leasing a Product.
    • If you are found to breach paragraph 7.1, you agree that we may prevent your use of the Site as a User or Dealer.  We may also bring legal proceedings against you and disclose such information to the appropriate bodies.
  4. INTELLECTUAL PROPERTY
    • All information, data and copyright material contained on the Site that is uploaded by us, including any trade marks (whether officially registered or unregistered), trade names, brands, logos and devices (“IP Content”) belong to us or to people whom we have given ownership or permission to use such information data and/or copyright material. You must not use such information or copyright material unless you have written permission from us or the owner to do so.
    • Any IP Content that you upload to the Site automatically provides us with an indefinite, perpetual and worldwide (or to the jurisdictional limits of the IP Content) licence to use that IP Content.
    • You may download or copy the content and other downloadable items displayed on the Site for personal non business use only, (i.e. to assist with a purchasing decision), provided that you are not otherwise breaching these Terms and not sharing any Content directly or indirectly with another Dealer or User.
    • Any Content you download must only be used strictly for its intended purposes.
  5. RELEASE

The Service is only a venue for connecting you and the User. Because we are not involved in or capacity to the Relevant Contract with the User or in the fulfilment of the Relevant Contract, if you have a dispute with one or more Users, you release us from any and all claims, liabilities and losses of every kind and nature, known and unknown in any way connected with such disputes. We expressly disclaim any liability that may arise between you and the User from the use of our Service.

  1. INDEMNIFICATION

By using this Site and our Services, you agree to indemnify us from and against any and all claims, losses, liabilities, judgments and reasonable costs, including legal fees and costs, incurred in connection with (i) any Relevant Contract (ii) any claim by any person in relation to any Product (iii) your use or inability to use the Service or the Site, or (iv) any content submitted by you or using your account to the Service, including, but not limited to the extent such content may infringe on the intellectual rights of a third party or otherwise be illegal or unlawful. We reserve the right, at our expense, to assume the exclusive defence and control of any matter otherwise subject to your indemnification. You will not, in any event, settle any claim or matter without our written consent.

  1. NON CIRCUMVENTION
    • You hereby irrevocably agree not to directly or indirectly circumvent or attempt to circumvent the provisions of these Terms, including but not limited to those provisions relating to the calculation and payment of the Commission and the provisions of paragraph 7 (Good Faith), and you will not suffer or assist any other person to do any of the foregoing.
    • In the event that you circumvent us and fail to inform us of a Relevant Contract, you agree to pay us the amount equal to the Commission (had the Relevant Contract not been circumvented), plus a cash-flow loss fine of 50% of the said Commission.
  2. TERMINATION
    • Without affecting any other right or remedy available to us, we may, in our absolute discretion, terminate our agreement with you under these Terms and prevent your use of the Site and the Service with immediate effect by giving written notice to you if:
      • you fail to pay any amount due under these Terms on the due date for payment and you remain in default not less than 10 days after being notified to make such payment; or
      • you commit a material breach of or persistently breach any term of these Terms which breach is irremediable or (if such breach is remediable) fail to remedy that breach within a period of 10 days after being notified to do so; or
      • if we suspect that you are in breach of any term of these Terms.
    • Notwithstanding paragraph 12.1 and the provisions if these Terms, either party may terminate the agreement under these Terms by giving the other at least 30 days prior written notice.
    • Termination of the agreement under these Terms shall not affect any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to any Commission, interest, and any claim to damages in respect of any breach of the Terms which existed at or before the date of termination.
    • On termination of the agreement under these Terms, the following paragraphs shall continue in force: 2, 4, 7, 10, 11, 12.3, 12.4 and 15 (inclusive).
  3. OTHER IMPORTANT TERMS
    • We may transfer (assign) our obligations and rights under these Terms to a third party (this may happen, for example, if we sell our business). If this occurs you will be informed by us in writing.  Your rights under these Terms will not be affected and our obligations under these Terms will be transferred to the third party who will remain bound by them.
    • You may not transfer (assign) your obligations and rights under these Terms without our express written permission.
    • These Terms are between you and us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms.
    • If any provision or part-provision of these Terms is or becomes unlawful, invalid or otherwise unenforceable by any court or other authority, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this paragraph shall not affect the validity and enforceability of the rest of these Terms.
    • No failure or delay by us in exercising any of our rights under these Terms means that we have waived that right, and no waiver by us of a breach of any provision of these Terms means that we will waive any subsequent breach of the same or any other provision.
  4. LEGAL RIGHTS AND DISCLAIMERS
    • We make no warranty or representation that the Site will be compatible with all systems, or that it will be secure.
    • While every reasonable endeavour has been made to ensure that all information provided on this Site will be accurate and up to date, we make no warranty or representation that this is the case. We make no guarantee of any specific results from the use of our Services.
    • No part of this Site is intended to constitute advice and the Content of this Site should not relied upon when making any decisions or taking any action of any kind.
  5. GOVERNING LAW AND JURISDICTION
    • These Terms and the relationship between you and us (whether contractual or otherwise) shall be governed by, and construed in accordance with English Law.
    • Any dispute, controversy, proceedings or claim between you and us relating to these Terms or the relationship between you and us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England and Wales.