1. Business customers and consumers 1.1 Some of these terms only apply to consumers only, some apply to
business customers only, those terms are marked as such. 1.2 All other terms apply to customers. 1.3 You are classified as a business customer if you indicate to us that
the goods supplied by us will be used in the course of your business or if
you use the goods in the course of your business. 1.4 If you are not a business customer, you are a consumer. You have certain
statutory rights as a consumer, which are not affected by these terms.
Contact your local trading standards office for more information. Words in
italic are legal words, which sclarify, rather than alter, the meaning of
the relevant clause.
-------------------------------------------------------------------------------- 2. Price 2.1 The price quoted excludes VAT (unless otherwise stated). VAT will be
charged at the rate applying at the time of delivery. 2.2 Our quotations lapse after 30 days (unless otherwise stated). 2.3 The price quoted excludes delivery and is subject to availability
(unless otherwise stated) 2.4 Business Customers: unless otherwise stated, the price quoted to
business customers is an illustrative estimate only and the price charged
will be at our price current at the time of delivery. 2.5 Business Customers: rates of tax and duties on the goods will be those
applying at the time of delivery. 2.6 Business Customers: at any time before delivery we may adjust the price
to reflect any increase in our costs of supplying the goods. 2.7 Any extra cost for special delivery or express delivery is not included
in the price. You will be charged for these alternate deliveries (unless
otherwise agreed) 2.8 You will be charged for pallets at the price current at the time of
delivery, unless they returned by you in good condition and within 30 days
of delivery. All packs and cartons rates are based on one colour and one
size.
-------------------------------------------------------------------------------- 3. Delivery 3.1 All delivery
times quoted are estimates only. 3.2 If we fail to deliver within a reasonable time, you may (by informing
us in writing) cancel the contract, however: 3.2.1 You may not cancel if we receive your notice after the goods have been
dispatched. 3.2.2 And if you cancel the contract, you can have no further claim against
us under that contract. 3.3 If you accept delivery of the goods after the estimated delivery time,
it will be on the basis that you have no claim against us for the delay
(including indirect and consequential loss, or increase in the price of
goods. 3.4 We may deliver goods in instalments. Each instalment is treated as a
separate contract. 3.5 We may decline to deliver if: 3.5.1We believe it would be unsafe, unlawful or unreasonably difficult to
do so or; 3.5.2The premises (or access to them) are unsuitable for the vehicle. 3.6 We may deliver goods with a 5% more or less weight or measurement than
the brochure states or that you order. You shall not be entitled to reject
the whole of the consignment if there is a variation in size, weight or
colour.
-------------------------------------------------------------------------------- 4. Risk 4.1 The goods are at your risk from the time of delivery. 4.2 Delivery takes place either: 4.2.1 At our premises (if you are collecting them or arranging carriage) 4.2.2 At your premises or address specified by you (if we are arranging
carriage) 4.3 You must inspect the goods on delivery. If any goods are damaged or not
delivered
you must write to us within three days of delivery or the
expected delivery time. You
must give us (and any carrier) a fair chance to
inspect the damaged goods.
-------------------------------------------------------------------------------- 5. Payment Terms 5.1 You are to pay us in cash or in cleared funds on delivery, unless you have
an approved credit account. 5.2 Business Customers if you have an approved credit account payment is
due no later
than 30 days after the date of our invoice unless otherwise
agreed in writing. 5.3 If you fail to pay us in full on the due date we may: 5.3.1 Suspend or cancel future deliveries. 5.3.2 Cancel any discount offered to you. 5.3.3 Charge you interest at the rate set under section 3 of the Late
Payments and
Commercial
Debts (Interest) Act 1998. a. Calculated (on a daily basis) from the date of our invoice until payment. b. Compounded on the first day of each month. c. Before and after any judgement (unless a court orders otherwise) 5.3.4 Claim fixed sum compensation from you under section 5a of that Act to
cover
our credit
control overheads costs. 5.3.5 Recover (unless under clause 5.8) the cost of taking legal action to make you pay. 5.4 If you have an approved credit account we may withdraw it or reduce
your credit limit or bring forward your due date for payment. We may take
any of these actions at any time and without notice. 5.5 Business Customers, you do not have the right to set off any money you
may claim from us against anything you may owe us. 5.6 Consumers; you may only set of money you claim from us against money
you owe us with our written agreement and on such terms as we may state. 5.7 While you money to us, we have the right to keep any property we may
hold of
yours until you have paid us in full (a lein). 5.8 You are to indemnify us in full and hold us harmless from all expenses
and liabilities we may incur (directly or indirectly and including finance
costs and legal costs on a full indemnity basis) following any breach by
you of any of your obligations under these terms. 5.9 Consumers, clause 5.8 means that you are liable to us for losses we
incur because you do not comply with these terms. We may claim these losses
from you at any time and if we have to take legal action we will ask the
court to make you pay our legal costs.
-------------------------------------------------------------------------------- 6. Title 6.1 Consumers your statutory rights are unaffected. 6.2 Business Customers; until you pay all debts you may owe us: 6.2.1 All goods supplied by us remain our property. 6.2.2 You must store them so they are clearly identifiable as our property. 6.2.3 You must insure them (against the risks for which a prudent owner
would
insure them) and
hold the policy on trust for us. 6.2.4 You may use those goods and sell them in the ordinary course of your
business but not if: a. We revoke that right (by informing you in writing) b. You become insolvent. 6.3 Business Customers: you must inform us (in writing) immediately if you
become
insolvent. 6.4 Business
Customers, if you're right to use and sell the goods ends you must allow
must remove the goods. 6.5 Business Customers: we have your permission to enter any premises where
the goods may be stored. 6.5.1 At any time to inspect them. 6.5.2 After your right to use and sell them has ended, to remove them,
using reasonable force if
necessary. 6.6 Despite our retention of title to the goods, we have the right to take legal
proceedings to recover the price of goods supplied should you not pay us by
the due date. 6.7 You are not our agent. You have no authority to make any contract on
our behalf or in our name.
-------------------------------------------------------------------------------- 7. Warranties 7.1 We warrant the goods. 7.1.1 Comply with their description. 7.1.2 Are free from material defect at the time of delivery (as long as you comply with
clause 7.4) 7.2 Business Customers, we give no other warranty (and exclude any
warranty, term or condition that would otherwise be implied) as to the
quality of the goods of their fitness for any purpose. 7.3 Consumers; the warranty is in clause 7.1 is in addition to your
statutory rights. 7.4 If you believe we have delivered the goods which are defective in
material or workmanship, you must: 7.4.1 Inform us (in writing), with full details as soon as possible and 7.4.2 Allow us to investigate (we may need access to your premises and
product samples). 7.5 If the goods are found to be defective in material or workmanship
(following our investigations), and you have complied with those conditions
(in clause 7.4) in full, we will (at our option) repair the goods replace
the goods pr refund the price. 7.6 We are not liable for any other loss or damage arising from the
contract or the supply of goods or their use, even if we are negligent,
including (as examples follow) 7.6.1 Direct financial loss, loss of profits, loss of use. 7.6.2 Indirect or consequential loss. 7.7 We are not liable for defects arising from wear and tear, the use of
injurious substances with the goods, misuse of the goods or where you do
not comply with our recommendations for maintenance or use of the goods. 7.8 We are not liable for third parties who do not inspect the goods prior
to processing the goods in anyway. You are responsible for checking with
your processor that the correct goods have been ordered prior to the
processing of the goods. No claim will be accepted for incorrect goods
after they have been processed. 7.9 Our total liability to you (from one single cause) for damage to
property caused by our negligence is limited to £10.000. 7.10 For all other liabilities not referred to elsewhere n these terms our
liability is limited in damages to the price of the goods. 7.11 Nothing in these terms restricts or limits our liability for death or
personal injury resulting from negligence.
-------------------------------------------------------------------------------- 8. Specification 8.1 If we prepare the goods in accordance with your specifications or
instructions you must ensure that: 8.1.1 The specifications or instructions are accurate. 8.1.2 Goods prepared in accordance with those specifications or
instructions will be
fit for the
purpose for which you intend to use them. 8.1.3 Your specifications or instructions will not result in the
infringement of any intellectual
property rights of a third party, or in the breach of any applicable law
or regulation. 8.2 Business Customers; we reserve the right. 8.2.1 To make any changes in the specifications of our goods that are
necessary to
ensure they
conform to any applicable safety or statutory requirements. 8.2.2 To make without notice any minor modifications in our specifications
we think necessary or
desirable.
-------------------------------------------------------------------------------- 9. Return of Goods 9.1 We will accept the return of goods from you only: 9.1.1 By prior arrangement (confirmed in writing) 9.1.2 On payment of a handling charge; being 20% of the total invoice value
(unless the goods
were defective when delivered) 9.1.3 Where the goods are as fit for sale on their return as they were on
delivery. 9.1.4 No returns will be accepted if the products are decorated or washed or worned.
-------------------------------------------------------------------------------- 10. Cancellation 10.1 Youmay not cancel the order
unless we agree in writing (and clauses 3.2.2 and 11.2 then apply). 10.2 If the order is cancelled (for any reason) you are then to pay us for
all the stock (finished or unfinished) that we may then hold (or to which
we are committed) for the order. 10.3 We may suspend or cancel the order by written notice if: 10.3.1 You fail to pay us any money when due (under the order or otherwise) 10.3.2 You become insolvent. 10.3.3 You fail to honour your obligations under these terms. 10.4 During cancellation, any set up costs incurred will be charged in full.
-------------------------------------------------------------------------------- 11. Waiver and Variations 11.1 Any waiver of these terms is binding in honour only unless: 11.1.1 Made (or recorded) in writing. 11.1.2 Signed on behalf of each party. 11.1.3 Expressly stating an intention to vary these terms. 11.2 All orders that you place with us will be on these terms (or any that
we may issue to replace them). By placing an order with us, you are
expressly waiving any printed terms you may have to the extent that they
are inconsistent with our terms.
-------------------------------------------------------------------------------- 12. Force Majeure - Business Customers only 12.1 If we are unable to perform our obligations to you (or able to perform
them only at unreasonable cost) because of circumstances beyond our
control, we may cancel or suspend any of our obligations to you without
liability. 12.2 Examples of those circumstances include an act of God, accident,
explosion, war, terrorism, fire, flood, transport delays, strikes and other
industrial disputes and
difficulty obtaining supplies.
-------------------------------------------------------------------------------- 13. General 13.1 English Law is applicable to any contract made under these terms. The
English and
Welsh courts have non-exclusive jurisdiction. 13.2 If you are more than one person, each of you is liable for all of your
obligations under these terms (joint and several liabilities).
