What is Commercial Law?
Commercial law covers the wide range of legal issues affecting businesses regardless of size.
How can we help you?
If you are in business already or just starting out, you will have legal issues and we can help you resolve them in a cost effective and pragmatic way. We can help you whether you wish to start a business, to deal with a business problem, to have employment contracts drafted, to buy or sell a business or business property, or to lease business premises.
Areas of expertise include:-
- Business property transactions- Buying or selling renting or leasing out, debt recovery, general litigation
- Company & Commercial-Buying or selling a company or its business shareholder agreements & disputes, franchises, distributionships agency and partnership agreements
- Employment, disputes, dismissals, age, sex and gender discrimination
Who do I contact?
Roman Ivanec, a partner in this firm, has over 20 year’s relevant experience. Why not contact him to discuss your legal requirements? It is best to speak to him, ring him for a free initial discussion on 01642 784000 or to drop him an e-mail at roman.ivanec@forths.co.uk providing your contact details including a time when it’s best for him to call you.
Hot Topics
Selling Products over the Internet. What do I need to know?
There are three basic pieces of legislation giving direct rights to consumers:-
- The Sale of Goods Act 1979
- The Sale and Supply of Goods to Consumers Regulations 2002
- Consumer Protection (Distance Selling) Regulations 2000 (as amended)
The terms and conditions that apply to consumer contracts are significantly different to those relating to business to business transactions
What is the difference?
The opportunity for exclusion of liability and avoiding statutory protection is considerably reduced to those of business to business transactions. When you are selling on the Internet its of paramount importance that your terms and conditions are accepted. The OFT has recommended also an incorporation of a key terms document which will give a summary of the consumers rights. In order to avoid contracts being formed simply by the consumer placing their order it is important that the acknowledgement document does not constitute the acceptance of the goods.
Why is this so important?
There can be a number of reasons why you don’t wish to have a legally binding contract to supply the goods immediately that an on-line order is placed:-
- If there is any error in the prices of your products, any acknowledgement by you could be construed as an acceptance that you can supply the goods at that price , and would become legally binding upon you and you’d have to sell them at the price which you stated.
- You may not have the goods in stock and therefore you need to ensure that you can fulfil the order within a reasonable time. it is wise not to guarantee arrival of the goods by a set date, but to simply state they will be supplied in a reasonable time, and to cover the situations where delay is completely beyond your control by allowing the reasonable period to be work out taking into account this.For more specific advice please contact me roman.ivanec@ forths.co.uk
- If you are taking payment by credit or debit card upon the order being placed then this can amount to acceptance of the order.
- If the charge for carriage is left out or changed, or it is subject to change and you do not state this clearly when you accept the order, you will only be able to charge what is stated in your terms and conditions if they say nothing about this you cannot charge for this.
- If for any reason you cannot perform the contract you must return the money that’s been taken by the debit or credit card and there will be no further liability provided you have not accepted the order.
Anything else I should know?
Yes, if you are selling goods over the Internet the Distance Selling Regulations apply.
What do they say?
Among other things that all consumers the right to cancel the contract within 7 working days.
What does working days mean?
This is not clearly defined and it is better to simply refer to 15 days. to avoid misunderstanding as to what exactly is a working day and to avoid complications with bank holidays and days which you are closed.
When does this period start to Run?
From the day after the actual physical delivery date to the consumer. There can be no deemed delivery by virtue of you placing the goods with a courier.
Anything Else I should bear in mind?
You need to give serious consideration to the period of time for which a guarantee is made available. If you propose to give any guarantee this must not in any way affect the customer’s statutory rights. Essentially these rights are as follows:-
- There is a duty to deliver goods which are in conformity with the contract of sale (it is important therefore to ensure that the goods supplied are the ones which have been requested. and that you have agreed to supply).
- There is a presumption of conformity under The Sale of Goods Act 1979 ,The Sale and Supply of Goods to Consumers Regulations 2002 and Consumer Protection (Distance Selling) Regulations 2000 (as amended)
- The terms and conditions that apply to consumer contracts are significantly different to those relating to business to business transactions
What is the difference?
The opportunity for exclusion of liability and avoiding statutory protection is considerably reduced to those of business to business transactions. When you are selling on the internet its of paramount importance that your terms and conditions are accepted. The OFT has recommended also an incorporation of a key terms document which will give a summary of the consumers rights. In order to avoid contracts being formed simply by the consumer placing their order it is important that the acknowledgement document does not constitute the acceptance of the goods.
Why is this so important?
There can be a number of reasons why you don’t wish to have a legally binding contract to supply the goods immediately that an on-line order is placed:-
- If there is any error in the prices of your products, any acknowledgement by you could be construed as an acceptance that you can supply the goods at that price , and would become legally binding upon you and you’d have to sell them at the price which you stated.
- You may not have the goods in stock and therefore you need to ensure that you can fulfil the order within a reasonable time. it is wise not to guarantee arrival of the goods by a set date, but to simply state they will be supplied in a reasonable time, and to cover the situations where delay is completely beyond your control by allowing the reasonable period to be work out taking into account this. For more specific advice please contact us.
- If you are taking payment by credit or debit card upon the order being placed then this can amount to acceptance of the order.
- If the charge for carriage is left out or changed, or it is subject to change and you do not state this clearly when you accept the order, you will only be able to charge what is stated in your terms and conditions if they say nothing about this you cannot charge for this.
- If for any reason you cannot perform the contract you must return the money that’s been taken by the debit or credit card and there will be no further liability provided you have not accepted the order.
What does working days mean?
This is not clearly defined and it is better to simply refer to 15 days. to avoid misunderstanding as to what exactly is a working day and to avoid complications with bank holidays and days which you are closed.
When does this period start to Run?
From the day after the actual physical delivery date to the consumer. There can be no deemed delivery by virtue of you placing the goods with a courier.
Anything Else I should bear in mind?
You need to give serious consideration to the period of time for which a guarantee is made available. If you propose to give any guarantee this must not in any way affect the customer’s statutory rights. There is a duty to deliver goods which are in conformity with the contract of sale (it is important therefore to ensure that the goods supplied are the ones which have been requested. and that you have agreed to supply).There is a presumption of conformity that:-
- The goods comply with the sellers description
- They are fit for any particular purpose for which the consumer requires them (if the consumer made known to the seller any particular purpose for which they were required); if they are fit for the purpose for which goods of the same type are normally used and if they show the quality and performance which are normally in goods of the same type in which the consumer can reasonably expect.
What if the seller does not supply goods which are in conformity?
Then the buyer has the right:-
- to require the seller to repair the goods to bring them into conformity with the contract or
- to replace them with goods which so conform.
In both cases:-*
- The seller must do this within a reasonable time and free of charge.
- The consumer is free to choose which of the remedies he may have.
- If you cannot economically repair or replace the goods, then as a last resort the consumer is entitled to send the goods back and have his money back.
- If the goods do not conform with the contract at any time within 6 months of the date of sale there is a presumption that the goods didn’t conform with the contract at the date of sale.
- The second major remedy that the buyer has is in respect of goods which are not of satisfactory quality.
- In this case the buyer (providing he hasn’t accepted the goods) can reject the same immediately and return them to you and you’ve got to give him his money back. The buyer is also entitled to damages. If the buyer has accepted the goods ie. treated them as his own then the buyer can only sue for damages.
- Regrettably it is not possible for the seller to restrict his liability under either of these two basic rights except it is possible (subject to a test of reasonableness) to restrict any liability for economic loss of the consumer.
Any Grey Areas I should aware of?
One technical difficulty I foresee with products is whether people are acting as consumers or in fact as businesses. Sometimes the product may have a mixed use partly for business and partly for pleasure. If this is the case I would hope that a Court would decide that the consumer wasn’t in fact a consumer but a business and deny to them the more extensive consumer legal protection , but ,this is a grey area and something which I cannot predict as it could largely depend upon what proportion of time is spent in business activities and what proportion of time is spent with leisure activities.
Alert: This is General information only and should not be spplied to any specific case without expert legal advice.
