Fuel Cards Supplied by The Fuel Store
These Conditions apply to the use of any Fuel Card issued by The Fuel Store Ltd.
Last revised: September 2021
1 – In these Conditions the following definitions apply:
“the Company” – The Fuel Store Ltd of 12th Floor, Bank House, 8 Cherry Street, Birmingham, B2 5AL.
“this Agreement” – The contract constituted by the Application completed and signed, or verbal confirmed, by the Customer incorporating these Conditions together with acceptance in writing and issue of Cards by the Company.
“Customer” – The Party completing an Application whose Application has been accepted.
“Application” – The form to which these Conditions of Use are attached and incorporated, either signed or verbally confirmed.
“Card(s)” – Any Card issued by the Company to the Customer to obtain at a range of Products from a Supplier as specified by the Customer in its Application and agreed to be provided by the Company.
“Cardholder” – A person authorised to hold a Card by a Customer.
“Card Operator” – The company or business which authorises the Company to issue the Cards to Customers.
“Chip & PIN” – The technology that allows a machine-readable computer chip to be embedded into a Card. This chip will allow data on the Products and other entitlements that may be purchased with that Card to be set in advance and to be confirmed at the point of purchase by a Supplier that supports Chip & PIN capability.
“Credit Limit” – Where the Company has agreed to provide a credit facility to the Customer, the maximum amount expressed in money terms of unpaid transactions, whether invoiced or not, that can be outstanding on a customer account at any point in time as set by the Company and notified to the Customer from time to time.
“Non Standard Card” – means a Card which is not personalised with either a genuine vehicle registration number or a driver name embossed on the Card, or any Card which we confirm to you upon issue is designated as a Non Standard Card
“PIN” – Personal Identification Number issued for use in conjunction with a Card.
“Prepay Balance” – Where a customer has signed up for the Advantage Card, details the available balance remaining on the account to be used for Product purchases.
“Products” – The products which the Company may from time to time agree may be purchased with the Card (such as by way of example only diesel, lubricants, gas and oil and forecourt shop goods) subject to availability at the premises of any Supplier.
“Supplier” – Any service station or other supplier of Products from time to time nominated by the Company or the Card Operator within a network of participating sites who has been approved and authorised by the Company or the Card Operator to accept payment for Products by means of a Card.
“Weekly Price” – The fixed weekly price per litre for fuel which will be available to the Customer on a weekly basis at fixed price locations only.
2 – Acceptance
2.1 All Applications for the issue of Cards shall be accepted at the absolute discretion of the Company and shall be subject to these Terms and Conditions.
2.2 The Customer’s submission of a completed Application shall be deemed to be an offer by the Customer to open an account with the Company subject to these Terms and Conditions and to enter into an Agreement.
2.3 No binding Agreement is created between the Company and the Customer until the Company notifies the Customer of the account in writing. All prior correspondence or oral communications are to be regarded as superseded and not forming part of the Agreement.
2.4 Submission of the Application and/or use of a Card by the Customer or Cardholder constitutes acceptance of these Terms and Conditions by the Customer which will apply to the exclusion of all other terms and conditions and will supersede and shall be taken to override any terms and conditions proposed or stipulated by the Customer and any literature setting out the use of the Card provided by the Company.
2.5 On the Acceptance of this Agreement, the Customer agrees to receive communication from the Company relating to business updates and products and services, along with other information that the Company sees to be in the Customer’s interest.
2.6 Additional security may be requested by the Company in order to support the creation of the credit facility for the Customer. Such security may include, but is not limited to, a cash security or bond, or director’s guarantee, and may be used in combination with advice provided by our credit information partners.
2.7 All drawings, brochures, descriptive matter, price lists or advertisements howsoever supplied are approximate only and intended for general guidance and information purposes only and shall not form part of the Agreement. The parties hereby acknowledge and confirm that they have not entered into the Agreement in reliance upon any representation or warranty or other undertaking not fully reflected in the terms of the Agreement.
2.8 The Customer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Company or any Supplier which is not set out in the Agreement. Nothing in this condition shall exclude or limit the Company’s liability for fraudulent misrepresentation.
2.9 The Customer shall forthwith notify the Company in writing of any changes in the Customer’s name, address, bank details, or any change of control of the Customer, including any change of legal entity.
3 – Supply of Cards
3.1 The Cards remain the property of the Company at all times and shall be returned to the Company by the Customer promptly at the Company’s request.
3.2 The Customer may provide a Card to such Cardholders as the Customer shall determine. The Customer will determine (subject to condition 4 below) whether or not the Card will bear the registration number of the vehicle to which the Card relates, or the name of the Cardholder, or as a Non Standard Card. Such information shall be provided to the Company in the Application.
3.3 The provision of a Card to a Cardholder shall be deemed as the Customer giving such Cardholder authority to use the Card for the purchase of Products from the Supplier as a duly authorised representative of the Customer.
3.4 The Customer will ensure that the Cardholder complies with these Terms and Conditions and any terms and conditions of the Card Operator as notified to the Customer from time to time.
3.5 The Customer shall ensure that no Card remains in the possession of any person who has ceased to be a Cardholder such as ex-employees.
3.6 If an Application is accepted by the Company and an Agreement is formed, Cards will be despatched by the Company to the Customer’s address as stated in the Application.
3.7 All risk of loss will pass to and be borne by the Cardholder from the date of despatch of the Card.
3.8 The Customer shall receive under a separate and sealed envelope a PIN for each and every Card supplied to the Customer for use in the United Kingdom.
3.9 No Card will be valid unless the signature strip on the reverse of the Card has been completed.
3.10 The Company will endeavour to notify the Customer when a Card is due for renewal but it is the Customer’s responsibility to arrange a timely replacement of any Card(s) held before the relevant expiry date and to request new Card(s) when any Card is lost, stolen or damaged. The Company shall not be liable for any direct, indirect or consequential loss suffered by the Customer as a result of the Customer’s failure to request any renewal or replacement Card in accordance with this condition.
3.11 All requests for additional Cards must be made in writing.
4 – Use of the Cards
4.1 The issue of Card(s) to the Customer shall authorise the Customer and any Cardholder to use the Card(s) to obtain Products from Suppliers.
4.2 The Card(s) are issued purely as a convenience to the Customer and the possession of such Card(s) shall not confer any right or entitlement upon the Customer or any Cardholder to receive supplies of Products from the Company or any person on their behalf.
4.3 The Card remains the responsibility of the Customer at all times and may only be used:
4.3a) to obtain Products of a specified nature from Suppliers up to the amount of the Credit Limit or the Prepay Balance at the time of the relevant transaction (as the case may be), in each case depending and in accordance with any restrictions relating to the Card or notified to the Customer from time to time;
4.3b) by the Customer or a Cardholder to obtain Products from a Supplier which accepts the Card (Chip & PIN capability may not be supported by every Supplier);
4.3c) if the Customer or Cardholder presents or shows the Card to the Supplier prior to the purchase of Products (if applicable);
4.3d) if the Customer or Cardholder inputs the PIN where required by the Supplier;
4.3e) if it is a current Card that has not expired or been stopped or cancelled and during the period of validity embossed on the Card;
4.3f) in accordance with these Terms and Conditions and any particular instructions or procedural requirements indicated by the Supplier;
4.3g) if it has not been reported as lost or stolen in accordance with condition 5.
4.4 The right is reserved by the Company to unilaterally withdraw at any time any entitlement to purchase the Products for which the Card can be used and to issue to the Customer a new Card indicating the appropriate Products in replacement of the previous Card.
4.5 The Customer shall be liable for all purchases made using the Card(s) subject to condition 5 irrespective of the driver or vehicle in respect of which the supplies were made.
4.6 The Customer shall be solely responsible for the safe-keeping and security of any Cards issued to it and for their correct use in accordance with these Terms and Conditions, whether by the Cardholder or by the Customer.
4.7 It is the Customer’s responsibility to prevent fraudulent use of the Cards.
4.8 All Cards shall be used only for the purchase of Products from a Supplier and shall not be used as the basis of cheque guarantee or for other similar use. The Customer undertakes not to factor any debts to a third party without the Company’s written agreement.
4.9 The Customer shall be liable for all amounts due under any Card transaction, including where the transaction is in respect of a different named driver and/or vehicle to that identified on the Card.
4.10 Cards designated for use by a named driver and/or vehicle are issued to the Customer as a management information tool only. Such Cards should be used properly and may provide additional security when done so, but cannot be guaranteed to do so.
4.11 The Company may at its absolute discretion agree or decline to supply Non Standard Cards when requested to do so by the Customer. Where the Company supplies Non Standard Cards to the Customer:
4.11a) the Customer shall take full responsibility for the use and control of the Non Standard Cards and shall at all times be responsible for ensuring that the Non Standard Cards (including (without limitation) in each case the Card number associated with a Non Standard Card) are used only by Cardholders in accordance with this Agreement
4.11b) if the Customer notifies the Company that a Non Standard Card has been lost or stolen or has been misused under this Clause 4 the Company shall use its reasonable endeavours to prevent further drawings and/or purchases of Fuel and/or any other Products using the Card by placing the Card on stop;
4.11c) notwithstanding any notification by the Customer under this Clause 4 and the obligation of the Company, the Customer shall continue in all circumstances (both before and after any notification under Clause 4) to be liable for all drawings and/or purchases of Products made using a Non Standard Card (and the Card number associated with a Non Standard Card) including (without limitation) in the case of fraudulent transactions until such time as the Non Standard Card has expired;
4.11d) the Customer shall indemnify and keep indemnified the Company against any and all claims, losses, costs, penalties, expenses, damages and liabilities which the Company may suffer or incur which in any way, directly or indirectly, arise from or relate to any transactions using Non Standard Cards (and any associated Card numbers) issued to the Customer however occurring.
4.12 In the event of late transactional data the customer shall remain liable for all purchases made on the Card.
4.13 The Customer shall ensure that any Cardholder shall not tamper with or try to alter or interfere with the fuel monitoring device or fuel delivery equipment at the site of any Supplier. In the event there appears to be a defect or fault in such monitoring or fuel delivery equipment the Customer shall forthwith report the same to the Supplier.
4.14 A Supplier may refuse to accept a Card which is not being used in accordance with the restrictions placed on the Card.
5. Lost or Stolen Cards
5.1 If a Card is lost, stolen (including constructive theft as a result of any person in possession of a Card having ceased to be an Cardholder through termination of employment or otherwise), mislaid, damaged, fraudulently reproduced or subject to such other similar circumstances or not received by the Customer when due (“Compromised Card”), the Customer must immediately notify the Company of such event by telephone on 0121 272 7780 AND in writing via email to [email protected] (the “Customer’s Notification”).
5.2 Although the Company will endeavour to prevent the use of a Compromised Card from the time of notification, it cannot guarantee that such use can be prevented in all circumstances. Accordingly, subject to conditions 4 and 6.14, the Customer will remain liable for the use of any Compromised Card until:
5.2a) in the case of automated Sites capable of accepting stop list updates via electronic data transfer, 2 Business Day after notification in accordance with paragraph 1;
5.2b) in the case of manual Sites, 3 Business Days after notification in accordance with paragraph 1.
5.3 The Customer will be liable for payment of any goods or services acquired by use of a Card issued to it at any time from issue of the Card until the Agreement is cancelled or use of that card suspended. Notice must be given before 2.30pm during the course of a Working Day for a card to be cancelled. Any notice given outside such hours will be deemed as given at the commencement of the next Working Day. 5 working days should be allowed to remove a Card from the stop list should the Company require such action.
5.4 Notwithstanding any other provision of these Terms and Conditions, the Customer shall remain liable for use of a Card where it is established to the Company’s reasonable belief that:
5.4a) the Customer or a Cardholder gave the relevant Card to an unauthorised person;
5.4b) the circumstances resulting in the Card becoming lost, stolen, misused or compromised were due to the fraudulence, negligence or wilful default of either the Customer or a Cardholder;
5.4c) the Customer was in breach in any provision of these Terms and Conditions.
5.5 After the Company has been notified in accordance with condition 1 above it will in its discretion on the request of the Customer provide a replacement Card.
5.6 If any Card which has been reported missing is subsequently retrieved it shall be returned forthwith to the Company.
5.7 The Customer and the Cardholder shall give to the Company and/or the Card Operator all information in their possession as to the circumstances of the loss and shall take all reasonable steps to assist the Company and/or the Card Operator to recover the missing Card.
5.8 The Customer shall ensure that it and its Cardholders keep the Card and PIN safe at all times with the PIN being kept separate from the Card at all times. The PIN must not be written on the Card and if it is necessary to keep a written record of the PIN it shall be adequately disguised so as to prevent unauthorised use.
5.9 The PIN must not be disclosed by the Customer or Cardholder to any other person. If the PIN is disclosed to an unauthorised person the Customer must immediately notify the Company in accordance with this condition 5. The Customer shall be liable for all transactions on a Card made by a third party who has obtained the PIN for that Card.
5.10 The PIN is only for use at outdoor terminals within the network of Suppliers.
5.11 Subject to this condition 5, the Customer undertakes to indemnify the Company from and against all losses, claims, demands, expenses or costs which the Company suffers or incurs as a result of or in connection with the use of the Card by a person other than the Customer or Cardholder. This indemnity shall survive the expiry or early termination of these Terms and Conditions.
6.1 The Customer acknowledges that use of a Card for the purchase of Products constitutes a purchase of such Products from the Company through the agency of the relevant Supplier of such Products.
6.2 The Company cannot give any warranty that all or any of the Products will be available to purchase from any particular Supplier.
6.3 Risk in Products will, where relevant, pass on delivery. Title in the Products will not pass to the Customer until such Products have been paid for in full by the Customer.
6.4 The Customer must pay for all Products purchased on any Card together with any purchase for Products not authorised on the Card that have already been provided if the Cardholder fails to provide an alternative means of payment.
6.5 Unless otherwise agreed in writing:
6.5a) the price for diesel fuel purchased from fixed price locations will be the Weekly Price;
6.5b) all other Products will be charged at a price available from the Company.
6.6 The Company reserves the right to vary rebates, discounts, allowances, premiums or surcharges at any time and reserves the right to make an administration charge in respect of any stopped or replacement Cards.
6.7 All prices are subject to all Government or other taxes, duties, levies, charges, surcharges, assessments or impositions where applicable at the appropriate rate.
6.8 The Company may alter or withdraw the Weekly Price at any time by giving notice to the Customer and may alter or withdraw any other price quoted at any time without notice.
6.9 The Company may charge a fee to the Customer for the issue of each Card (either on setting up of the Customer’s account and/or upon replacement or renewal of the Card) and/or may charge an annual fee for the account in the Company’s discretion.
6.10 The Company may charge such other reasonable fees and charges as are notified to the Customer from time to time.
6.11 The Company may also charge a fee to the Customer for any Card issued to the Customer that has not been used in any one month, or for under-usage of any account, at the rates prevailing on The Fuel Store website, unless otherwise negotiated.
6.12 The Company will charge for additional Supplier costs where applicable. These charges cover the cost of delivery of fuel to the individual sites and are enforced by the Suppliers themselves. The Company will provide a list of these sites on request.
6.13 To support the Customer with their environmental responsibility, the Company will auto-enrol the Customer onto the Clean Air Partnership (CAP), enabling the Customer to offset their Carbon Footprint. The service will be charged per Card per month at the prevailing rate, as stated on the Company website.
6.14 Each Card that is issued to the Customer will be protected by the Company’s FraudGuard scheme, which is charged per Card per month at the prevailing rate, as stated on the Company website. The Customer will benefit from the scheme in accordance with the following conditions:
6.14a) subject to the Customer having paid the applicable fee for the scheme to the Company’s satisfaction, the provisions of this paragraph 14 shall apply;
6.14b) save in respect of any circumstance set out in condition 4, with effect from the time of a notification duly given in accordance with condition 5.1, the Customer shall not be liable for use of a Compromised Card.
6.15 Each Card that is issued to the Customer will be automatically opted-in to benefit from Fuel AI, our data insights platform, which is accessed via the Customer online account management portal. The service will be charged per Card per month at the prevailing rate, as stated on the Company website.
6.16 The Customer agrees to all rates, fees, charges and surcharges relating to this Agreement, details of which are available by contacting the Company or by visiting the Company’s website.
6.17 Any purchases made from a third party that is not a Supplier using the Card will be charged at the full retail price plus an additional handling charge.
|Card Fee||Charge for creation and distribution of plastic fuel cards||£12.00||Per Card Per Year|
|Minimum Usage Fee||Where an account has not drawn 300 litres or more, a Minimum Usage Fee will be applied to cover The Fuel Store administration expenses||£10.00||Per Account Per Calendar Month|
|Card Non Usage Fee||Where a fuel card is not used in any month, a Card Non Usage Fee will be applied to cover The Fuel Store administration expenses||£1.50||Per Card Per Calendar Month|
|Company Name change on Fuel Cards||Change of the company name embossed on all fuel cards||£12.00||Per Card|
|Lost/Stolen/Damaged Card Replacement||When cards that have already been issued to a customer are replaced as they have been reported lost, stolen or damaged||£12.00||Per Card|
|Paper Invoice Fee||If a customer requires a hard copy by post, the charge will be applied to their content. All invoices can be issued via email free of charge||£10.00||Per Invoice|
|Bounced Direct Debit Fee||For any returned or reclaimed Direct Debits, a charge is applied to cover the administration to recover the value outstanding||£50.00||Per Event|
|Clean Air Partnership (CAP)||Reduce your Carbon Footprint by partnering with The Fuel Store to plant trees in the UK||£1.50||Per Card Per Month|
|FraudGuard||When a card is found to be lost or stolen, and subject to fraudulent activity, you will be protected by FraudGuard (subject to T&Cs)||£1.50||Per Card Per Month|
|Fuel AI||Access transaction data insights to help you better manage your fleet and make annual savings on fuel spend.||£3.00||Per Card Per Month|
|Late Payment||To cover the cost of any late payments other than direct debit collections||£50.00||Per Event|
|Emergency Credit Facility Fee||All customers are provided with a credit limit. If a customer draws fuel where this credit limit is breached, the transaction may be declined. Where the transaction is approved and the customer makes use of the emergency credit facility, the fee will be applied for each calendar month where this occurs.||£35.00||Per Event Per Month|
|Site Clearance||In the event that fuel has to be manually cleared at Point of Sale due to cardholder error, or the card not being present, a charge will be made to cover the associated administration costs incurred by The Fuel Store||£10.00||Per Event|
Please also find the list of selected sites that carry a charge.
7. Payment of Credit Accounts
7.1 A VAT invoice will be sent to the Customer periodically in arrears detailing all purchases on the Customer’s account processed to the date of the raising of the relevant invoice. No invoice will be sent if no purchases have been made in a relevant period.
7.2 Payment of all invoices shall be made on the due date for payment determined by the payment terms specified by the Company from time to time in full and cleared funds in one payment by direct debit to such account as is notified by the Company to the Customer, unless otherwise agreed in writing by the Company and the Customer. Any such agreement shall provide that payments of the whole amount of credit shall be payable within specified periods and the number of repayments for the whole amount of the credit incurred during that specified period shall not exceed one.
7.3 For the avoidance of doubt, if the direct debit payment due date falls on a Saturday, Sunday or Bank Holiday, payment will be taken on the following working day.
7.4 The Company reserves the right, in its absolute discretion, to withdraw or alter any agreed credit facility at any time without notice. If the Company offers credit in respect of any particular transaction this does not create an obligation on the Company to offer credit in the future, and the Company may require payment in advance or security for payment before providing any Products notwithstanding any subsisting agreement to provide credit to the Customer. In the event that the Company withdraws any credit facility from the Customer pursuant to this condition 4, with effect from the date of such withdrawal this condition 7 shall no longer apply for the purposes of the Agreement and condition 8 shall instead apply to the Agreement.
7.5 All sums due to the Company shall be immediately due and payable on demand despite any other provision of these Terms and Conditions. If the Company holds any cash security for the Customer, the Company will utilise that security to reduce or clear the total outstanding balance.
7.6 The Customer should not exceed its Credit Limit. Its Credit Limit will be such amount as may be notified to the Customer from time to time. If the Customer purchases goods and services to a value in excess of 85% of its agreed Credit Limit, then the Company reserves the right to take payment for the full outstanding amount via the direct debit instructions or alternative payment method. the Company has the right to claim payment without deductions in respect of all transactions entered into by use of any Card together with all its costs and expenses including legal and administration costs. The Customer’s obligations to make payment here under shall only be discharged by way of payment in full to the Company.
7.7 If payment is not received by the Company by the due date in accordance with condition 2 above, the Company shall charge a late payment fee. If the payment is still overdue after 14 days, interest will be charged at the rate of 10% per year above the base rate of Bank of England. If any accounts are overdue the Company shall be entitled without notice to cancel, terminate or suspend the Agreement.
7.8 If a request for a payment via any payment method is returned unpaid the Company will charge the Customer the late payment fee for every occasion when a payment is returned unpaid. This also applies to bounced direct debits. In the event that payment is required by Credit card for whatever reason the Company reserves the right to make a charge for such payment.
7.9 The Company reserves the right to charge for an Emergency Credit Facility should the Credit Limit be exceeded, as detailed on the Company website.
8. Payment of Prepay Accounts (Advantage Card)
8.1 The Prepay Balance applies across all Cards linked to the Customer’s account. The Customer is solely responsible for ensuring that there is a sufficient Prepay Balance on their account prior to using any Card to pay for any Product. Subject to condition 2, Prepay Balances can be increased by making a top-up payment by direct debit or via credit/debit card payment, or by any alternative method specified by the Company from time to time. Top-up payments will only be credited to the Customer’s account when the Company has received the relevant payment into cleared funds.
8.2 Once the top-up payment has been received, it will take up to 1 hour for the amount to be added to the Prepay Balance.
8.3 The Company reserves the right to impose a minimum top-up payment amount on the Customer from time to time. The monetary value of any such minimum top-up payment amount shall be such monetary value as is specified by the Company from time to time or as otherwise agreed with the Customer. The standard minimum top-up payment amount for all customers is £50.00 (fifty pounds sterling).
8.4 The Company reserves the right to impose a minimum Prepay Balance amount on the Customer from time to time. The monetary value of any such minimum Prepay Balance amount shall be such monetary value as is specified by the Company from time to time or as otherwise agreed with the Customer. The standard minimum Prepay Balance for all customers is £50.00 (fifty pounds sterling).
8.5 The funds comprised in any Prepay Balances are held by the Company absolutely as a prepayment by the Customer for any Products and are not held on trust for the Customer.
8.6 The Customer and any Cardholders will only be able to use a Card to purchase Products of a value which does not exceed the Prepay Balance on the Customer’s account at the time of the relevant transaction.
8.7 It will not be possible for a Card to be used to pay for part of a transaction only.
8.8 In the event that the Prepay Balance at the time of the relevant transaction is lower than the price of the Product purchased under that transaction, either:
8.8a) the Card used for the transaction shall automatically be declined and the Customer shall be responsible for paying the full price of the relevant Product by another means. The Company does not accept any responsibility to the Customer in such circumstances; or
8.8b) in the event that the transaction is successful, the Customer’s Prepay Balance shall reduce to zero and the Customer shall become liable on demand to pay a sum equal to the amount of the shortfall between the Prepay Balance at the time of the relevant transaction and the price payable by the Customer in respect of the relevant transaction (each such shortfall being a “Prepay Deficit”). The Company may also on each such occasion charge the Customer a non-refundable administration fee of £25 which will be payable by the Customer in addition to the relevant Prepay Deficit.
8.9 Without prejudice to any other right or remedy available to the Company:
8.9a) in the event that the Customer or any Cardholder makes any top-up payment in accordance with conditions 1 above at any time when a Prepay Deficit and/or administration fee remains owed by the Customer to the Company in accordance with condition 8.8b) above, the Company reserves the right to set off all or part of any and all such top-up payments against the outstanding Prepay Deficit and/or administration fee until the same have been settled; and
8.9b) the Company reserves the right to suspend any and all Cards linked to a Prepay Deficit until such time as the Prepay Deficit and any related administration fee has been settled in full; and
8.9c) in the event that the Customer has set up a direct debit with the Company, the Company reserves the right to take payment for the full amount of any Prepay Deficit and/or any related administration fees by direct debit.
8.10 Other than in the circumstance described in condition 5 1.1.b)below, the Company will not refund any Prepay Balance under any circumstances.
8.11 The Customer will be notified electronically of their Prepay Balance on every working day, with notifications being sent in the morning.
8.12 If the Customer fails to pay the Company any amounts payable to the Company on the due date for payment, the Customer shall be liable to pay interest to the Company on such sum from the due date for payment at the annual rate of 10% above the base lending rate from time to time of the Bank of England, accruing on a daily basis until payment is made, whether before or after any judgment.
8.13 The Company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.
8.14 No claim by any Customer or Cardholder against any Supplier or the Company shall entitle the Customer to set off or counterclaim against the amounts due to the Company.
9.1 Unless otherwise agreed in writing, the Agreement may be terminated by either party at any time for any reason with immediate effect by giving the other party written notice.
9.2 The Agreement will immediately be terminated in the event that the Customer ceases or threatens to cease trading, enters into liquidation (whether voluntary or compulsory), has a receiver and/or manager, administrator or administrative receiver appointed of its undertaking or any part thereof, a bankruptcy order is made against the Company or the Company makes an arrangement or composition with its creditors or any proceedings are commenced relating to the insolvency or bankruptcy or possible insolvency or bankruptcy of the Customer.
9.3 The Company will stop or cancel an individual Card on the Customer’s request. Cancellation or stoppage of a Card will prevent renewal of the Card on expiry.
9.4 The Company may stop or cancel any individual Card at any time for any reason without notice.
9.5 In the event of termination, cancellation or stoppage:
9.5a) where the Customer is provided with a credit facility as at the date of termination, cancellation or stoppage, the whole outstanding balance of the Customer’s account shall (at the Company’s discretion) become due and payable in full within 14 days in cleared funds to the Company;
9.5b) where the Customer is provided with a credit facility and has provided the Company with a cash security, as at the date of termination, cancellation or stoppage, the whole outstanding balance of the Customer’s account shall (at the Company’s discretion) become due and payable in full within 14 days, the Company will utilise the cash security to reduce or clear the total outstanding balance. In the event that the cash security does not equal the balance due:
9.5b i) if the cash security is greater than the outstanding balance, the Company shall refund any remaining cash security to the Customer within 14 days of termination, cancellation or stoppage;
9.5b ii) if the outstanding balance is greater than the cash security, the remaining balance will become due and payable in full in cleared funds to the Company, within 14 days of termination, cancellation or stoppage.
9.5c) where the Company has not agreed to make credit available to the Customer or has previously withdrawn a credit facility pursuant to condition 4, the Company shall refund any remaining Prepay Balance (without interest) to the Customer within 14 days of termination, cancellation or stoppage, save that the Company shall be entitled to make a deduction from any such refund as part or full settlement of any indebtedness of the Customer to the Company;
9.5d) the Company will deactivate the Card(s); and
9.5e) the Customer must stop using the Card(s) and must ensure that all Cardholders cease using the Card(s). If the Customer or any Cardholder uses or attempts to use any Card after cancellation, stoppage or termination the Company may make an administration charge.
9.6 In the event of termination or cancellation by whatever means, the Customer shall return all issued Cards, cut in half, to the Company within 7 days.
9.7 Notwithstanding any other provisions of the Agreement, the Customer will remain liable in respect of any transactions made with the Card after its cancellation or after termination of the Agreement.
9.8 The termination of the Agreement, howsoever arising, shall be without prejudice to the rights and duties of the Company accrued prior to termination. The Terms and Conditions which expressly or impliedly have effect after termination shall continue to be enforceable notwithstanding termination.
9.9 A charge will apply for all unused Cards on cancellation of the account, at a rate of £8 per card. Any used cards will be cancelled free of charge.
10. Force Majeure
10.1 If the performance of the Agreement by the Company shall be prevented or delayed by any circumstances or conditions beyond the reasonable control of the Company (including without limitation, fire, flood, war, acts of terrorism, acts of God, government actions, strikes, lock outs, fuel shortages and any error or other failure of or affecting any Card Operator or Supplier), the Company shall have the right at its option:
10.1a) to suspend further performance of the Agreement until such time as such circumstances or conditions are no longer present; or
10.1b) to be discharged from further performance of and liability under the Agreement.
11.1 The Cards are issued purely as a convenience to the Customer and shall not confer any right upon the Customer to receive supplies of fuel or other goods or services from the Company or any person acting on their behalf. The Company is not liable for any loss consequential or otherwise, whatsoever or howsoever incurred by the Customer which arises of the refusal of any Sites for whatever reason to supply any fuel, lubricants, goods or services. The Company will not be liable for any consequential or indirect damage suffered by the Customer which arises out of the condition, quality or sufficiency of any fuel or other goods and services supplied pursuant to this Agreement.
12.1 The Company may assign the Agreement or any part of it to any person, firm or company.
12.2 The Customer shall not be entitled to assign the Agreement or any part of it without the prior written consent of the Company.
12.3 The Company reserves the right at all times to vary any of the terms of the Agreement at any time. Publication of any variation or addition by such means at the Company may reasonably select shall constitute effective notification to the Customer and Cardholder.
12.4 Except where expressly agreed in writing by the Company with the Customer, Products withdrawn against any Card issued shall not be used by the Customer or Cardholder for any purpose other than for fuel or lubricant (as appropriate) in the Customer’s own or contracted vehicles and shall not be resold or otherwise disposed of to any other persons.
12.5 All communications between the parties about the Agreement shall be in writing and delivered by hand or sent by pre-paid first class post or sent by e-mail:
12.5a) (in case of communications to the Company) to its registered office or such changed address as shall be notified to the Customer or in the case of e-mail to the e-mail address notified to the Customer by the Company from time to time; or
12.5b) (in the case of the communications to the Customer) to the registered office of the addressee (if it is a company) or (in any other case) to any address of the Customer set out in any document which forms part of the Agreement or such other address as shall be notified to the Company by the Customer or in the case of e-mail to the e-mail address notified to the Company by the Customer from time to time.
12.6 Communications shall be deemed to have been received:
12.6a) if sent by pre-paid first class post, two days (excluding Saturdays, Sundays and bank and public holidays) after posting (exclusive of the day of posting); or
12.6b) if delivered by hand, on the day of delivery; or
12.6c) if sent by e-mail on a working day prior to 4.00 pm, at the time of transmission and otherwise on the next working day.
12.7 Communications addressed to the Company shall be marked for the attention of a servicing director or Company Secretary of the Company.
12.8 The Company may from time to time (at its option) provide the Customer with certain reporting facilities. Please note that any reports provided are for information only and the Company cannot guarantee the accuracy or completeness of such reports.
12.9 Each right or remedy of the Company under the Agreement is without prejudice to any other right or remedy of the Company whether under the Agreement or not.
12.10 If any provision of the Agreement is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Agreement and the remainder of such provision shall continue in full force and effect.
12.11 Failure or delay by the Company in enforcing or partially enforcing any provision of the Agreement shall not be construed as a waiver of any of its rights under the Agreement.
12.12 Any waiver by the Company of any breach of, or any default under, any provision of the Agreement by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Agreement.
12.13 The parties to the Agreement do not intend that any term of the Agreement shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
12.14 The Company reserves the right to sub-contract the fulfilment of the Agreement or any part thereof.
12.15 The formation, existence, construction, performance, validity and all aspects of the Agreement shall be governed by English law and the parties submit to the non-exclusive jurisdiction of the English courts.
13. Data Protection
13.1 The Customer hereby consents to: (i) all and any processing (in manual or electronic form) of personal data relating to the Customer by the Company (ii) such personal data being transferred to, communicated to or otherwise accessed by the Company for the operation of the agreement in connection with the legitimate purposes specified above.
13.2 The Customer hereby expressly warrants that it: (i) will at all times comply with the requirements of the applicable data privacy legislation; and (ii) has obtained or will obtain the consent of each Cardholder to processing of their personal data by the Company pursuant to this Agreement.