Terms & Conditions
Buildit Gloster Terms and Conditions of Supply
Part 1 – Terms and Conditions applicable to all customers
1 THESE TERMS
1.1 These are the terms and conditions on which we supply goods to you.
1.2 Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide goods to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you think that there is a mistake in these terms, please contact us to discuss.
1.3 In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
You are an individual.
You are buying goods from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).
Provisions specific to consumers only are in Part 2 and those specific to businesses only are in Part 3. Provisions applicable to both are in Part 1.
2 INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 We are Buildit Gloster Limited, a company registered in England and Wales. Our company registration number is 06855617 and our registered office is at 5 Pullman Court, Great Western Road, Gloucester, Gloucestershire, GL1 3ND. Our registered VAT number is 979877321.
2.2 You can contact us by telephoning our customer service team at 01452 520946 or by writing to us by email to firstname.lastname@example.org or by post to Buildit Gloster Limited, 26 Hempsted Lane, Gloucester GL2 5JA.
2.3 If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 When we use the words “writing” or “written” in these terms, this includes emails but not fax.
3 OUR CONTRACT WITH YOU
3.1 Our acceptance of your order will take place:
3.1.1 for online orders, when we email you to accept it; or
3.1.2 for in-store orders, when we tell you that we are able to provide you with the goods,
at which point a contract will come into existence between you and us.
3.2 For the avoidance of doubt, any order which you place with any of our salesmen or other employees or representatives shall be subject to our acceptance of it in accordance with clause 3.1.
3.3 If we are unable to accept your order, we will inform you of this and will not charge you for the goods. This might be because the goods are out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because a credit reference we have obtained for you does not meet our minimum requirements, because we have identified an error in the price or description of the goods or because we are unable to meet a delivery deadline you have specified.
3.4 We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
3.5 Our website is solely for the promotion of our goods in the UK. Unfortunately, we do not accept orders from addresses outside the UK.
3.6 Any estimates given by us or our employees or representatives, for example in relation to the quantity of goods required for a particular purpose, shall be treated without obligation on our part. You acknowledge and accept that it is entirely your responsibility to ascertain and determine the quantities of goods you require for a particular purpose.
3.7 Any quote given by us shall be subject to these terms and conditions and shall not constitute an offer. We reserve the right to withdraw or amend any quote at any time prior to our acceptance of an order placed by you. A quote given by us shall only valid for a period of 30 days from the date of issue.
4 OUR GOODS
4.1 The images of the goods in our brochure and on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours or the printed pictures in our brochure accurately reflects the colour of the goods. Your goods may vary slightly from those images.
4.2 Although we have made every effort to be as accurate as possible, due to the nature of the goods we sell, all sizes, weights, capacities, dimensions and measurements indicated on our website or in our catalogue or brochure are subject to dimensional tolerances in accordance with the relevant British Standard specification.
4.3 If we are making the goods to measurements you have given us you are solely responsible for ensuring that these measurements are correct.
4.4 Certain goods supplied by us could, if incorrectly used, give rise to risks to health and safety. It is your responsibility to ensure that you use appropriate goods, whether materials or tools, for any particular purpose. Goods are supplied “as is” and, beyond any information provided by the manufacturer, we do not provide any guarantee or warranty that the goods are fit for use for your particular purpose.
4.5 No representation is made or warranty given that any goods supplied do not infringe any patents, copyright, trade marks, registered designs, or similar industrial or intellectual property rights.
5.1 The packaging of the goods may vary from that shown in images on our website or in our catalogue or brochure.
5.2 The costs of packaging will be:
5.2.1 for online orders, as displayed to you on our website during the order process; or
5.2.2 for in-store orders, as told to you during the order process / set out in our current price list.
5.3 We reserve the right to charge for crates, cases and pallets. When we do charge for crates, cases and pallets, any such charges will be credited in full when returnable empty crates, cases and pallets are returned to us, carriage paid and in good condition and capable of reuse, within 28 days of delivery to you.
5.4 Polythene sacks will be non-returnable.
5.5 You shall be solely responsible for the disposal of any waste arising from the goods once delivered and will comply with all applicable laws, regulations and waste management licences relating to such waste.
6 YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the goods you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the goods, the timing for delivery or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
7 OUR RIGHTS TO MAKE CHANGES
7.1 We may change the goods, including specifications, descriptions, designs, drawings, illustrations and/or other particulars relating to the goods:
7.1.1 to reflect changes in relevant laws and regulatory requirements; and
7.1.2 to implement minor technical adjustments and improvements. These changes will not affect your use of the goods.
7.2In addition, we may make more significant changes to these terms or the goods and we may supply goods altered in this way, or similar goods of equivalent types in substitution, in performance of our contract. If we do so we will notify you.
8 PROVIDING THE GOODS
8.1 The costs of delivery will be:
8.1.1 for online orders, as displayed to you on our website during the order process; or
8.1.2 for in-store orders, as told to you during the order process/as set out in our current price list.
8.2 When delivery is agreed to be made by instalments, each instalment shall be invoiced and paid for separately. Any delay in delivery or defect in an instalment shall not entitle you to cancel or withhold payment in relation to any other instalment.
8.3 If our delivery of the goods is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any goods you have paid for but not received.
8.4 If you have asked to collect the goods from our premises, you can collect them from us at any time after we have confirmed that they are available for collecting, during our working hours of 7:00am to 5:00pm on weekdays (excluding public holidays) and 8:00am to 12:00pm on Saturdays.
8.5 If you do not collect the goods from us as arranged or if, after a failed delivery to you, you do not re-arrange delivery or collect them from a delivery depot we will contact you for further instructions and may charge you for storage costs and any further delivery costs. If, despite our reasonable efforts, we are unable to contact you or re-arrange delivery or collection we may end the contract and clause 12.2 will apply.
8.6 We may need certain information from you so that we can supply the goods to you. If so, this will have been stated in the description of the goods in our brochure or on our website. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 12.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the goods late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
8.7 We may have to suspend the supply of certain goods to:
8.7.1 deal with technical problems or make minor technical changes;
8.7.2 update the goods to reflect changes in relevant laws and regulatory requirements; or
8.7.3 make changes to the goods as requested by you or notified by us to you (see clause 7).
8.8 We will contact you in advance to tell you we will be suspending supply of the goods, unless the problem is urgent or an emergency. If we have to suspend the goods we will adjust the price so that you do not pay for goods while they are suspended. You may contact us to end the contract for goods if we suspend them, or tell you we are going to suspend them, in each case for a period of more than 14 days and we will refund any sums you have paid in advance for the goods in respect of the period after you end the contract.
8.9 If you do not pay us for the goods when you are supposed to (see clause 14.5), whether under this contract or any other contract between us, and you still do not make payment within seven days of us reminding you that payment is due, we may suspend supply of the goods until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the goods. We will not suspend the goods where you dispute the unpaid invoice (see clause 14.7). We will not charge you for the goods during the period for which they are suspended. As well as suspending the goods we can also charge you interest on your overdue payments (see clause 14.6).
9Risk in the goods
9.1The goods will be your responsibility from the time we:
9.1.1deliver the goods to the address you gave us;
9.1.2tender delivery of the goods to the address you gave us but you wrongfully fail to take delivery of the goods;
9.1.3notify you that the goods are available for collection by you (or a carrier organised by you).
10 YOUR RIGHTS TO END THE CONTRACT
10.1 Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing, when you decide to end the contract and whether you are a consumer or business customer:
10.1.1 If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the goods repaired or replaced or a service re-performed or to get some or all of your money back), see clause 34 if you are a consumer and clause 24 if you are a business;
10.1.2 If you want to end the contract because of something we have done or have told you we are going to do, see clause 10.2;
10.1.3 In all other cases (if we are not at fault and you are not a consumer exercising your right to change your mind), see clause 10.3.
10.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at clause 10.2.1 to clause 10.2.5 below the contract will end immediately and we will refund you in full for any goods which have not been provided. The reasons are:
10.2.1 we have told you about an upcoming change to the goods or these terms which you do not agree to (see clause 7.2);
10.2.2 we have told you about an error in the price or description of the goods you have ordered and you do not wish to proceed;
10.2.3 there is a risk that supply of the goods may be significantly delayed because of events outside our control (see clause 8.3);
10.2.4we have suspended supply of the goods for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 14 days; or
10.2.5you have a legal right to end the contract because of something we have done wrong (including, if you are a consumer, because we have delivered late (see clause 30.3)).
10.3 Even if we are not at fault and you are not a consumer who has a right to change their mind (see clause 10.1), you can still end the contract before it is completed, but you may have to pay us compensation. A contract for goods is completed when the goods are delivered and paid for. If you want to end a contract before it is completed where we are not at fault and you are not a consumer who has changed their mind, just contact us to let us know. The contract will end immediately and we will refund any sums paid by you for goods not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract.
10.4 If your order relates to bespoke goods created, or ordered by us, especially for you, then you may not cancel your order once it has been accepted by us.
11 HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER WHO HAS CHANGED THEIR MIND)
11.1 To end the contract with us, please contact us by telephone or email using the contact details set out in our Cancellation & Returns Policy which is set out at. Please provide your name, home address, details of the order and, where available, your phone number and email address.
11.2 If you end the contract for any reason after goods have been dispatched to you or you have received them, you must return them to us. You must either return the goods in person to where you bought them, post them back to the branch where you bought them or (if they are not suitable for posting) allow us to collect them from you.
11.3 We will pay the costs of return:
11.3.1 if the goods are faulty or misdescribed; or
11.3.2 if you are ending the contract because we have told you of an upcoming change to the goods or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong.
In all other circumstances you must pay the costs of return.
11.4 If you are responsible for the costs of return and we are collecting the goods from you, we will charge you the direct cost to us of collection. The costs of collection will be the same as our charges for standard delivery as notified to you unless we state otherwise.
12 OUR RIGHTS TO END THE CONTRACT
12.1 We may end the contract, or suspend delivery of goods, at any time by writing to you if:
12.1.1 you do not make any payment to us when it is due and you still do not make payment within seven days of us reminding you that payment is due;
12.1.2 you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the goods; or
12.1.3 you do not, within a reasonable time, allow us to deliver the goods to you or collect them from us.
12.2 If we end the contract in the situations set out in clause 12.1 (and if you are a business customer, clause 23.1) we will refund any money you have paid in advance for goods we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
12.3 We may write to you to let you know that we are going to stop providing the goods. We will let you know as soon as is possible in advance of our stopping the supply of the goods and will refund any sums you have paid in advance for goods which will not be provided.
13 IF THERE IS A PROBLEM WITH THE GOODS
If you have any questions or complaints about goods, please contact us. You can telephone our customer service team at 01452 520946 or write to us at email@example.com 26 Hempsted Lane, Gloucester GL2 5JA. Alternatively, please speak to one of our staff in-store.
14 PRICE AND PAYMENT
14.1 The price of the goods (which excludes VAT unless otherwise stated) will be:
14.1.1 for online orders, as indicated on the order pages when you placed your order; or
14.1.2 for in-store orders, the price agreed at the time of your order,
unless we have agreed another price in writing. We take all reasonable care to ensure that the price of the goods advised to you is correct. However please see clause 14.4 for what happens if we discover an error in the price of the goods you order.
14.2 We may give notice to you at any time up to 7 days before delivery to increase the price of the goods to reflect any increase in the cost to us which results from circumstances beyond our reasonable control occurring after we have accepted your order (for example, foreign exchange fluctuations, increases in taxes and duties or the costs of labour, materials and manufacturing costs). You may cancel your order within 7 days of receipt of such a notice from us.
14.3 If the rate of VAT changes between your order date and the date we supply the goods, we will adjust the rate of VAT that you pay, unless you have already paid for the goods (including delivery costs) in full before the change in the rate of VAT takes effect.
14.4 It is always possible that, despite our best efforts, some of the goods we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the goods’ correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the goods’ correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may end the contract, refund you any sums you have paid and require the return of any goods provided to you.
14.5 We shall be entitled to invoice you for the price of the goods at the time we accept your order and payment of our invoice shall become due on the date it is issued unless we state otherwise in writing when we accept your order. Unless we have agreed a credit account with you in accordance with clause 15.1, you must pay for the goods (including delivery) at the time you place your order.
14.6 If you do not make any payment to us by the due date we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of Lloyd’s Bank plc from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
14.7 If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
15 CREDIT ACOUNTS
15.1 Credit accounts may be opened at our absolute discretion and subject always to satisfactory credit references being obtained and the provisions of this clause 15. Payment for goods supplied on credit accounts, unless otherwise stated in writing by us, shall become due and payable no later than the last day of the month following the month of delivery of the goods.
15.2 We may make a search with a reputable Credit Reference Agency, which will keep a record of that search and may share that information with other businesses. In some instances we may also make a search on the personal credit file of principal directors when you are a business customer. Should it become necessary to review an account then again, a credit reference may be sought and a record kept. You acknowledge that we may monitor and record information relating to your trade performance and such records will be available to Credit Reference Agencies who will share that information with other businesses when assessing applications for credit and fraud prevention.
16 HOW WE MAY USE YOUR PERSONAL INFORMATION
17 OTHER IMPORTANT TERMS
17.1 We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under the contract.
17.2 You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
17.3 This contract is between you and us. No other person shall have any rights to enforce any of its terms.
17.4 Any notice under or in connection with our contract shall be in permanent readable form and shall be deemed properly delivered if addressed to the party concerned as its principal place of business or last known address and sent by first class pre-paid post. Such notice shall be deemed to be delivered 48 hours after posting.
17.5 Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
17.6 If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the goods, we can still require you to make the payment at a later date.
PART 2 - TERMS AND CONDITIONS APPLICABLE TO BUSINESS CUSTOMERS ONLY
18 THESE TERMS
18.1 These terms, set out in Part 1 and Part 2, constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
19 OUR GOODS
19.1 You undertake that you shall ensure compliance so far as is reasonably practicable by your employees, agents, licensees and customers with any instructions given by us or the manufacturer for the purpose of ensuring that the goods will be safe and without risk to health when properly used and will take any other steps or precautions, having regard to the nature of the goods, as are necessary to preserve the health and safety of persons handling, using or disposing of them.
19.2 You will fully indemnify and hold us harmless against all losses, damages, costs on an indemnity basis, and expenses awarded against us or incurred by us in connection with, or paid or agreed to be paid by us as a consequence of, us supplying goods to specifications or designs provided by you or on your behalf, including in settlement of any claim for infringement of any patents, copyright, design, trade mark or any other industrial or intellectual property rights of any other person.
20.1You shall indemnify us against all costs, claims, liabilities and expenses which you incur arising from or in connection with any breach by you of clause 5.5.
21 Providing the goods
21.1 When we will provide the goods. Any stated time or date for delivery is an estimate only and the timing of delivery is not of the essence. If we fail to delivery by any estimated delivery time:
21.1.1 we shall not be liable for any loss or damage arising directly or indirectly from such failure; and
21.1.2 you shall not be entitled to refuse to accept the goods because of late delivery.
21.2 When you fail to take delivery. If you fail to take delivery of the goods, without prejudice to any other right or remedy available to us, we may:
21.2.1store the goods until actual delivery and charge you for the reasonable costs (including insurance) of storage; or
21.2.2sell the goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to you for the excess over the price agreed in our contract or charge you for any shortfall below the price agreed in our contract.
22 OWNERSHIP OF THE GOODS
22.1 When the goods are delivered by us, or on our behalf by a third party, we accept no liability whatsoever for any loss of or damage to the goods occurring in transit unless you notify us of the details in writing within seven days of despatch.
22.2 Notwithstanding that risk in the goods may have passed to you in accordance with clause 9.1, you shall not own the goods until the earliest of the following events occurs:
22.2.1 we receive payment for all amounts payable to us under our contract and for all monies outstanding from you to us in respect of other goods, goods or services provided by us;
22.2.2 when you sell the goods in the ordinary course of your business in which case ownership shall pass to your customer at the time of such sale;
22.2.3 we transfer ownership in respect of specified goods by separate written agreement with you.
22.3 Before ownership has passed to you, you shall hold the goods as mere bailee and we reserve the right to repossess any of the goods in respect of which payment is outstanding and thereafter to resell the same and for this purpose you hereby grant an irrevocable right and licence to our employees, representatives and agents to enter upon all or any of your premises with or without vehicles during normal business hours. This right shall continue to subsist notwithstanding the termination of our contract for any reason and is without prejudice to any of our other rights.
22.4 Your right to sell the goods in accordance with clause 22.2.2 shall immediately cease if you are subject to any of the circumstances described in clause 23.1.
23 OUR RIGHTS TO END THE CONTRACTS
23.1 Without prejudice to any of our other rights under the contract, we may end the contract, or suspend delivery of goods, at any time by writing to you if:
23.1.1 you take any step or action in connection with your entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business; or
23.1.2 you suspend, threatens to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
23.1.3 your financial position deteriorates so far as to reasonably justify the opinion that your ability to give effect to these terms is in jeopardy.
24 YOUR RIGHTS IN RESPECT OF DEFECTIVE GOODS
24.1 We warrant that on delivery any goods shall:
24.1.1 conform in all material respects with their description and any relevant specification; and
24.1.2 be free from material defects in design, material and workmanship.
24.2 Subject to clause 24.3, if:
24.2.1 you give us notice in writing within 7 days of delivery, or in the case of a latent defect within 7 days of discovery of the defect, that goods do not comply with the warranty set out in clause 24.1; and
24.2.2 we are given a reasonable opportunity of examining such goods,
we shall, at our option, repair or replace the defective goods, or refund the price of the defective goods in full, but we shall not responsible for the cost of removing the defective goods or the cost of reinstalling any repaired or replacement goods unless otherwise agreed in writing by one of our company directors.
24.3We will not be liable for goods’ failure to comply with the warranty in clause 24.1 if:
24.3.1 you make any further use of such goods after giving a notice in accordance with clause 15.2.1;
24.3.2 the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the goods or (if there are none) good trade practice;
24.3.3 the defect arises as a result of us following any drawing, design or specification supplied by you;
24.3.4 you alter or repair the goods without our written consent; or
24.3.5 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions.
24.4 Except as provided in this clause 24, we shall have no liability to you in respect of goods’ failure to comply with the warranty set out in clause 24.1.
24.5 These terms shall apply to any repaired or replacement goods supplied by us under clause 24.2.
25 PRICE AND PAYMENT
25.1You must pay all amounts due to us under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
26 CREDIT ACCOUNTS
26.1 If you are a credit account customer and at any time you alter your constitution (being a company) or (being a sole trader or partnership) become incorporated or amalgamated with others, you shall give prior written notice to us of the intended change should you wish to continue credit account facilities following the intended change. We may commence trading with the changed entity at our sole discretion and we will not be deemed to do so until a written acknowledgement and acceptance is issued by our credit controller, a director or our company secretary.
26.2 Guarantee. The unconditional and irrevocable guarantee for payment of all your financial obligations to us, granted by one or more of your directors in consideration of us opening and making available to you a credit account (the “Guarantee") shall be a continuing security and shall not be discharged by any intermediate settlement of the credit account.
26.3 The Guarantee shall inure for our benefit, our successors and assigns and can be assigned in whole or in part by us without notice to you or, where relevant, your parent company, ultimate parent company or any subsidiary of the same.
26.4 Where two or more of your directors have granted the Guarantee, the obligations shall take effect as joint and several obligations and the Guarantee shall not be revoked or impaired as to any of the guarantors by the death, incapacity or insolvency of the other.
26.5 We may at our sole discretion release or discharge any of the guarantors from their obligations under the Guarantee or accept any composition from or make any other arrangements with any of the guarantors without releasing or discharging the other(s) or without prejudicing or affecting our rights and remedies against the other which shall be fully reserved.
27 OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
27.1 Nothing in these terms shall limit or exclude our liability for:
27.1.1 death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
27.1.2 fraud or fraudulent misrepresentation;
27.1.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982;
27.1.4 defective goods under the Consumer Protection Act 1987; or
27.1.5 any matter in respect of which it would be unlawful for us to exclude or restrict liability.
27.2 Except to the extent expressly stated in clause 24.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
27.3 Subject to clause 27.1:
27.3.1 we shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with any contract between us; and
27.3.2 our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to one hundred per cent (100%) of the total sums paid by you for the goods under our contract.
27.4 Where you sell goods on to consumer customers then, without prejudice to our rights under these terms, you shall indemnify us in full against any liability or loss whatsoever arising directly or indirectly pursuant to the Consumer Protection Act 1987.
28 OTHER IMPORTANT TERMS
28.1 Any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.
PART 3 - TERMS AND CONDITIONS APPLICABLE TO CONSUMER CUSTOMERS ONLY
29 OUR RIGHTS TO MAKE CHANGES
29.1 If we make changes under clause 7.2 you may then contact us to end the contract before the changes take effect and receive a refund for any goods paid for but not received.
30 Providing the goods
30.1 When we will provide the goods. During the order process we will let you know when we will provide the goods to you or we will contact you to agree a delivery date. We will deliver goods to you as soon as reasonably possible and in any event within 30 days after the day on which we accept your order unless you request a delivery date in excess of 30 days from the day on which we accept your order.
30.2 When you are not at home when the goods are delivered. If no one is available at your address to take delivery and the goods cannot be posted through your letterbox, we will unload the goods in the safest place to do so. We will ask you to confirm if you have a specific place that you would like us to unload the goods to if you are not at home, or if you have any other specific instructions in relation to delivery.
30.3 Your legal rights if we deliver goods late. You have legal rights if we deliver any goods late. If we miss the delivery deadline for any goods then you may treat the contract as at an end straight away if any of the following apply:
30.3.1 we have refused to deliver the goods;
30.3.2 delivery within the delivery deadline was essential (taking into account all the relevant circumstances); or
30.3.3 you told us before we accepted your order that delivery within the delivery deadline was essential.
30.4 If you do not wish to treat the contract as at an end straight away, or do not have the right to do so under clause 30.3, you can give us a new deadline for delivery, which must be reasonable, and you can treat the contract as at an end if we do not meet the new deadline.
30.5 If you do choose to treat the contract as at an end for late delivery under clause 30.3 or clause 30.4, you can cancel your order for any of the goods or reject goods that have been delivered in accordance with our Cancellation & Returns Policy which is set out at (and a copy of which can be provided on request). If you wish, you can reject or cancel the order for some of those goods (not all of them), unless splitting them up would significantly reduce their value. After that we will refund any sums you have paid to us for the cancelled goods and their delivery (the maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer). If the goods have been delivered to you, you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. Please contact your nearest branch to arrange collection. Contact details are set out in our Cancellation & Returns Policy.
31 OWNERSHIP OF THE GOODS
31.1 Notwithstanding that risk in the goods may have passed to you in accordance with clause 9.1, you shall not own the goods until the earliest of the following events occurs:
31.1.1 we receive payment for all amounts payable to us under our contract and for all monies outstanding from you to us in respect of other goods, goods or services provided by us;
31.1.2 we transfer ownership in respect of specified goods by separate written agreement with you.
32 YOUR RIGHTS TO END THE CONTRACT
32.1.1 If you have just changed your mind about the goods, see clause 32.2. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions and you will have to pay the costs of return of any goods. Please see our Cancellation & Returns Policy for further information;
32.2 Exercising your right to change your mind if you have bought goods online (Consumer Contracts Regulations 2013). If you are a consumer then for most goods bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.
32.3 Your right as a consumer to change your mind does not apply in respect of:
32.3.1 goods sealed for health protection or hygiene purposes, once these have been unsealed after you receive them; and
32.3.2 any goods which become mixed inseparably with other items after their delivery.
32.4 If you are a consumer and you have bought goods online you have 14 days after the day you (or someone you nominate) receives the goods, unless:
32.4.1 Your goods are split into several deliveries over different days. In this case you have until 14 days after the day you (or someone you nominate) receives the last delivery to change your mind about the goods.
32.4.2 Your goods are for regular delivery over a set period. In this case you have until 14 days after the day you (or someone you nominate) receives the first delivery of the goods.
33 HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER WHO HAS CHANGED THEIR MIND)
33.1 As an alternative to clause 11.1, you may opt to complete the Model Cancellation form set out in Schedule 1 and return it to us by email or post.
33.2 If you end the contract for any reason after goods have been dispatched to you or you have received them, you must return them to us. You must either return the goods in person to where you bought them, post them back to the branch where you bought them or (if they are not suitable for posting) allow us to collect them from you. Please contact your nearest branch to arrange collection. Contact details are set out in our Cancellation & Returns Policy. If you are a consumer exercising your right to change your mind you must send off the goods within 14 days of telling us you wish to end the contract.
33.3 If you are entitled to a refund under these terms we will refund you the price you paid for the goods including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
33.4 If you are exercising your right to change your mind:
33.4.1 We may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in a shop. If we refund you the price paid before we are able to inspect the goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
33.4.2 The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of goods within a certain number days at one cost but you choose to have the goods delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
33.5 We will make any refunds due to you as soon as possible. If you are a consumer exercising your right to change your mind then:
33.5.1 If we have not offered to collect the goods, your refund will be made within 14 days from the day on which we receive the goods back from you or, if earlier, the day on which you provide us with evidence that you have sent the goods back to us. For information about how to return goods to us, see clause 11.2.
33.5.2 In all other cases, your refund will be made within 14 days of your telling us you have changed your mind.
34 YOUR RIGHTS IN RESPECT OF DEFECTIVE GOODS
34.1 We are under a legal duty to supply goods that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the goods. Nothing in these terms will affect your legal rights.
Summary of your key legal rights
This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
The Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your goods your legal rights entitle you to the following:
a) Up to 30 days: if your goods are faulty, then you can get an immediate refund.
b) Up to six months: if your goods can’t be repaired or replaced, then you’re entitled to a full refund, in most cases.
c) Up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.
See also clause 32.2.
34.2If you wish to exercise your legal rights to reject goods you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. Please contact your nearest branch to arrange collection. Contact details are set out in our Cancellation & Returns Policy.
35 OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
35.1 If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
35.2 This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the goods as summarised at clause 34.1; and for defective goods under the Consumer Protection Act 1987
35.3 We only supply the goods for to you for domestic and private use. If you use the goods for any commercial, business or re-sale purpose our liability to you will be limited as set out in clause 27.
36 OTHER IMPORTANT TERMS
36.1 These terms are governed by English law and you can bring legal proceedings in respect of the goods in the English courts. If you live in Scotland you can bring legal proceedings in respect of the goods in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the goods in either the Northern Irish or the English courts.
36.2 Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are a consumer and are not happy with how we have handled any complaint, you may want to submit your dispute for online resolution to the European Commission Online Dispute Resolution platform via https://webgate.ec.europa.eu/odr. If you are not satisfied with the outcome you can still bring legal proceedings.