DEFINITIONS Buyer means the person who buys or agrees to buy the goods from the Seller. Conditions means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller. Goods means the articles, which the Buyer agrees to buy from the Seller. Price means the price for the Goods excluding carriage, packing, insurance and VAT. Seller means Printwell (UK) Ltd, Windsor House 26 Willow Lane, Mitcham Surrey CR4 4NA Registered in England No 2648874 VAT No 574 3040 54.
1. CONDITIONS APPLICABLE
1.1. These Conditions shall apply to all contracts for the sale of Goods, by the Seller to the Buyer to the exclusion of all other terms and conditions including any terms or conditions which the Buyer may purport to apply under any purchase order confirmation of order or similar document.
1.2. All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Conditions.
1.3. Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer`s acceptance of these Conditions.
1.4. Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
2. THE PRICE AND PAYMENT
2.1. The Price of the Goods shall be the Seller`s quoted price, which shall be binding upon the Seller. The Price is exclusive of VAT, which shall be due at the rate ruling on the date of VAT invoice.
2.2. Our carriage/delivery charges calculated and shown are based on a single delivery to Mainland UK. This charge does not reflect delivery to remote regions, highland regions,Northern Ireland, EU, Channel Islands, Isle of Man or International deliveries. Please process your payment and one of our Customer Service Team will be in contact to advise the additional carriage/delivery charge and collect payment. If you wish to have the additional cost confirmed prior to ordering, please contact 020 8687 9234 where someone will happily assist.
2.3. Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 10% above Lloyds TSB base rate from time to time in force and shall accrue at such a rate after as well as before any judgement.
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4. WARRANTIES AND LIABILITY
The Seller warrants that the Goods will at the time of delivery correspond to the description given by the Seller, except where the Buyer is dealing as a consumer (as defined in the Unfair Contract Terms Act 1977 Section 12) all other warranties, conditions or terms relating to fitness for purpose, merchantability or condition of the Goods and whether implied by statute or common law or otherwise are excluded.
5. DELIVERY OF THE GOODS
Delivery of the Goods shall normally be made to the buyer`s address or as specified in the online delivery details. Delivery will be made by National courier next working day. Goods that are “stocked items” will be dispatched within 48 hours of receipt of online order. All adhoc personalised items will be dispatched within 14 days of order receipt. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
5.1. The Seller shall not be liable for any loss or damage whatever due to failure by the Seller to deliver the Goods (or any of them) promptly or at all.
5.2. Notwithstanding that the Seller may have delayed or failed to deliver the Goods (or any of them) promptly the Buyer shall be bound to accept delivery and to pay for the Goods in full provided that delivery shall be tendered at any time within 8 weeks of the date of the Buyer`s order.
6. ACCEPTANCE OF THE GOODS
6.1. The Buyer shall be deemed to have accepted Goods after delivery to the buyer.
6.2. After Acceptance the Buyer shall not be entitled to reject Goods, which are not in accordance with the contract.
7. TITLE AND RISK
7.1. The Goods shall be at the Buyer`s risk as from delivery.
7.2. In spite of delivery having been made property in the Goods shall not pass from the Seller until:
7.2.1. the buyer shall have paid the Price plus VAT in full; and
7.2.2. no other sums whatever shall be due from the Buyer to the Seller.
7.3. Until property in the Goods passes to the Buyer in accordance with clause 7.2 the Buyer shall hold the Goods and each of them on a fiduciary basis as bailee for the Seller. The Buyer shall store the Goods (at no cost to the Seller) separately from all other goods in its possession and marked in such a way that they are clearly identified as the Seller`s property.
7.4. Notwithstanding that the Goods (or any of them) remain the property of the Seller the Buyer may sell or use the Goods in the ordinary course of the Buyer`s business at full market value for the account of the Seller. Any such sale or dealing shall be a sale or use of the Seller`s property by the buyer on the Buyer`s own behalf and the Buyer shall deal as principal when making such sales or dealings. Until property in the Goods passes from the Seller the entire proceeds of sale or otherwise of the Goods shall be held in trust for the Seller and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Seller`s money.
7.5. The Seller shall be entitled to recover the Price (plus VAT) notwithstanding that property in any of the Goods has not passed from the Seller.
7.6. Until such time as property in the Goods passes from the Seller the Buyer shall upon request deliver up such of the Goods as have not ceased to be in existence or resold to the Seller. If the Buyer fails to do so the Seller may enter upon any premises owned occupied or controlled by the Buyer where the Goods are situated and repossess the Goods. On the making of such request the rights of the Buyer under clause 7.4 shall cease.
7.7. The Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the Goods, which are the property of the Seller. Without prejudice to the other rights of the Seller, if the Buyer does so all sums whatever owing by the Buyer to the Seller, if the Buyer does so all sums whatever owing by the Buyer to the Seller shall forthwith become due and payable.
7.8. The Buyer shall insure and keep insured the Goods to the full Price against `all risks` to the reasonable satisfaction of the Seller until the date that property in the Goods passes from the Seller, and shall whenever requested by the Seller produce a copy of the policy of insurance. Without prejudice to the other rights of the Seller, If the Buyer fails to do so all sums whatever owing by the Buyer to the Seller shall forthwith become due and payable.
8. REMEDIES OF BUYER
8.1. Where the Buyer rejects any Goods then the Buyer shall have no further rights whatever in respect of the supply to the Buyer of such Goods or the failure by the Seller to supply Goods which conform to the contract of sale.
8.2. Where the Buyer accepts or has been deemed to have accepted any Goods then the Seller shall have no liability whatever to the Buyer in respect of those Goods.
8.3. The Seller shall not be liable to the Buyer for late delivery or short delivery of the Goods.
8.4. The Seller shall be under no liability whatever to the Buyer for any indirect loss and/or expense (including loss of profit) suffered by the Buyer arising out of a breach by the Seller of this contract.
8.5. In the event of any breach of this contract by the Seller the remedies of the Buyer shall be limited to damages. Under no circumstances shall the liability of the Seller exceed the Price of the Goods.
8.6. All warranties and conditions whether implied by statute or otherwise are excluded from this contract Provided that nothing in this contract shall restrict or exclude liability for death or personal injury caused by the negligence of the Seller affect the statutory rights of a buyer dealing as consumer.
9. REFUND & RETURN POLICY
Goods can only be returned if they are generic standard items. These items can be returned if the Seller is contacted by “durable means” within 7 days of signing for items, carriage will be charged if the Seller collects. Personalised items cannot be returned. Your statutory rights remain un affected.
Any notice required to be served pursuant to this contract of sale shall be in writing and served by special delivery or by hand on the Seller at 26 Willow Lane, Mitcham Surrey CR4 4NA., or such other address as the Seller may from time to time notify to the Buyer and on the Buyer at the Buyer`s registered office or principal place of business.
11. Insolvency and other default of the Buyer If the Buyer fails to make payment for the Goods in accordance with this contract of sale or commits any other breach of this contract of sale or if any distress or execution shall be levied upon any of the Buyer`s goods or if the Buyer offers to make any arrangement with its creditors or commits an act of bankruptcy or if any petition in bankruptcy is presented against the Buyer or the Buyer is unable to pay its debts as they fall due or if being a limited company any resolution or petition to wind up the Buyer (other than for the purpose of amalgamation or reconstruction without insolvency) shall be passed or presented or if a receiver administrator administrative receiver or manager shall be appointed over the whole or any part of the Buyer`s business or assets or if the Buyer shall suffer any analogous proceedings under foreign law all sums outstanding in respect of the Goods shall become payable immediately. The Seller may in its absolute discretion and without prejudice to any other rights which it may have exercised any of its rights pursuant to clause 7.
11.1. Set-Off and Counterclaim The Buyer may not withhold payment of any invoice or other amount due to the Seller by reason of any right of set-off or counterclaim which the Buyer may have or allege to have or for any reason whatsoever.
11.2. Headings All headings are for ease of reference only and shall not affect the construction of this contract.
11.3. Severance Any provision of this contract, which is or may be void or unenforceable shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision of this contract.
11.4. Waiver No waiver or forbearance by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice its right to do so in the future.
11.5. Force Majeure Neither party shall be liable for any default due to any act of God, war, strike, lockout, industrial action, fire, flood, drought, tempest or other event beyond the reasonable control of either party.
11.6. Proper Law of Contract The parties submit to the exclusive jurisdiction of the courts of England and Wales and irrevocably agree that proceedings issued out of the said courts may without prejudice to the rules of service of such courts be served on them by delivering such proceedings in an envelope addressed to the party to be served at the address for such party set out in this contract.
11.7. Contracts (Rights of Third Parties) Act 1999 The parties agree that no term of this agreement may be enforced pursuant to the contracts (Rights of Third Parties) Act 1999 by a third party as defined therein.