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Online terms and conditions of sale
1. DEFINITIONS AND INTERPRETATION
1.1 In these Conditions:
Contract means any contract for the sale of goods
and/or the supply of services between us and you into which these Conditions
are incorporated;
Conditions means the standard terms and conditions of sale set out herein,
including any special terms and conditions agreed in writing by us and
attached hereto;
Goods means the goods and/or services which we shall supply in accordance with
these Conditions, details of which are set out overleaf;
We means J & N Herz Limited, and “us” and “our” shall be construed
accordingly;
You means the customer whose details are set out overleaf, and “your” shall be
construed accordingly.
1.2 The headings in these Conditions are for
convenience only and shall not affect their interpretation.
1.3 All rights expressly reserved by or granted to
us by these Conditions shall be without prejudice to any other rights which we
may have from time to time.
1.4 Unless expressly stated otherwise, where
rights and decisions are to be exercised or made at our discretion, then we
shall be under no duty or obligation to you to justify or provide a reason for
the decision.
1.5 Unless expressly stated otherwise, where our
prior written consent is required in these Conditions, then we shall be under
no obligation not to unreasonably withhold or delay in giving that consent.
2. BASIS OF SALE
2.1 These Conditions shall apply to all Contracts for the sale of Goods by us
to you by telephone or through our website to the exclusion of all other terms
and conditions including any terms or conditions which you may purport to
apply under any purchase order, and no variation of these Conditions shall be
binding unless agreed in writing by us and attached hereto. These Conditions
set out the entire agreement to the exclusion of all other terms and
conditions.
2.2 Our employees or agents are not authorised to make any representations
concerning the Goods unless confirmed by us in writing. In entering into a
Contract you acknowledge that you do not rely on any such representations
which are not so confirmed.
2.3 Where the Goods are to be delivered by instalments, each instalment shall
constitute a separate Contract. Failure by us to deliver any instalment shall
not entitle you to treat the Contract as repudiated.
2.4 All specifications, drawings and particulars of prices, weights,
dimensions and performance issued by us are approximate only and are not
intended to form the basis of any Contract.
3. ORDERS AND SPECIFICATIONS
3.1 No order submitted by you shall be deemed to have been accepted by us
unless and until confirmed by us. All orders are subject to availability and
on a first-come first-served basis. Goods cannot be reserved, and we reserve
the right to refuse to accept an order.
3.2 You shall be responsible for ensuring the accuracy of the terms of any
order submitted by you, and for giving us any necessary information relating
to the Goods within a sufficient time to enable us to perform the Contract in
accordance with these Conditions.
3.3 If the Goods are to be manufactured or any process is to be applied to the
Goods by us in accordance with a specification submitted by you, you shall
indemnify us against all loss, damages, costs and expenses awarded against or
incurred by us in connection with or paid or agreed to be paid by us in
settlement of any claim for infringement of any patent, copyright, design
right, trade mark or other intellectual property rights of any other person
which results from our use of your specification. We reserve the right to make
changes in the specification of the Goods which are required to conform with
any applicable statutory or EU requirements.
4. PRICE OF THE GOODS
4.1 The price of the Goods shall be our quoted price. All prices and price
information were correct at the time of publishing, and are subject to change
without notice. The quoted prices are for online or telephone purchases only,
and may not be the same as in our mail order catalogues and sales ranges.
4.2 We reserve the right, by giving notice to you at any time before delivery,
to increase the price of the Goods to reflect any increase in the cost to us
which is due to any factor beyond our reasonable control, any change in
delivery dates, quantities or specifications for the Goods which are requested
by you, or any delay caused by your instructions or your failure to give us
adequate information or instructions. You will be asked to re-confirm your
order at the new price.
4.3 Except as otherwise agreed in writing by us, all prices are given by us on
an ex works basis, and where we agree to deliver the Goods otherwise than at
our premises, you will be liable to pay our charges for transport, packaging
and insurance.
4.4 The price is exclusive of any applicable value added tax which you shall
automatically be liable to pay to us. Any changes in the rate of value added
tax will result in an automatic change in our quoted prices.
4.5 We reserve the right to alter the specification of products as necessary
and offer an equivalent or better product in the event of stock anomalies.
5. TERMS OF PAYMENT
5.1 Please see our Payment Options for our terms of payment.
5.2 If you fail to make any payment on the due date then we reserve the right
to:
(a) cancel the Contract or suspend further deliveries to you;
(b) appropriate any payment made by you to such of the Goods as we may think
fit; and
(c) charge you interest (as well after as before any judgment) on the amount
unpaid, at the rate of 3% per annum above Barclays Bank plc base rate from
time to time, until payment is made in full, accruing pro rata on a daily
basis.
6. DELIVERY
6.1 You shall make all arrangements to take delivery of the Goods whenever
they are tendered for delivery.
6.2 Any dates quoted for delivery of the Goods are approximate only and we
shall not be liable for any delay in delivery of the Goods howsoever caused.
Time for delivery shall not be of the essence of the Contract unless
previously agreed in writing by us. We may deliver the Goods in advance of the
quoted delivery date upon giving you reasonable notice.
6.3 If we fail to deliver the Goods (or any instalment) for any reason other
than any cause beyond our reasonable control or your fault, and we are
accordingly liable to you, our liability shall be limited to the excess (if
any) of the cost to you (in the cheapest available market) of similar goods to
replace those not delivered over the price of the Goods.
6.4 If you fail to take delivery of the Goods or fail to give us adequate
delivery instructions at the time stated for delivery then we reserve the
right to:
(a) store the Goods until actual delivery and charge you for the reasonable
costs (including insurance) of storage; or
(b) sell 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 under the Contract or charge you for any shortfall below the
price under the Contract.
7. RISK AND PROPERTY
7.1 Risk of damage to or loss of the Goods shall pass to you in the case of
Goods to be delivered otherwise than at our premises, at the time of delivery
or, if you fail to take delivery of the Goods, the time when we have tendered
delivery of the Goods.
7.2 Notwithstanding delivery and the passing of risk in the Goods or any other
provision of these Conditions, the legal and equitable property in the Goods
shall not pass to you until we have received in cleared funds payment in full
of the price of the Goods.
7.3 Until such time as the property in the Goods passes to you (and provided
the Goods are still in existence and have not been resold) we shall be
entitled at any time to require you to deliver up the Goods to us and, if you
fail to do so forthwith, to enter upon any premises where the Goods are stored
and repossess the Goods.
8. WARRANTIES AND LIABILITY
8.1 Subject as expressly provided in these Conditions, and except where the
Goods are sold to a person dealing as a consumer (within the meaning of the
Unfair Contract Terms Act 1977), all warranties, conditions or other terms
implied by statute or common law are excluded to the fullest extent permitted
by the applicable law. Where the Goods are sold to a person dealing as a
consumer, we warrant that the Goods are of satisfactory quality and fit for
their normally intended purpose.
8.2 Where the Goods are sold under a consumer transaction (as defined by the
Consumer Transactions (Restrictions on Statements) Order 1976, as amended)
your statutory rights are not affected by these Conditions. Further
information on statutory rights can be obtained from Trading Standards or
Citizens Advice Bureaux.
8.3 Except in respect of death or personal injury caused by our negligence, we
shall not be liable to you by reason of any representation (unless
fraudulent), or any implied warranty, condition or other term, or any duty at
common law or under the express terms of the Contract, for any indirect,
special or consequential loss or damage (whether for loss of profit or
otherwise), costs, expenses or other claims for compensation whatsoever
(whether caused by our negligence or our employees, agents or otherwise) which
arise out of or in connection with the supply of the Goods or their use or
resale by you, and our entire liability under or in connection with the
Contract shall not exceed the price of the Goods, except as expressly provided
in these Conditions.
9. YOUR INSOLVENCY
9.1 If you make any voluntary arrangement, become bankrupt, insolvent or
commit any other act of bankruptcy, we reserve the right to cancel the
Contract or suspend any further deliveries under the Contract without any
liability to you, and if the Goods have been delivered but not paid for the
price shall become immediately due and payable notwithstanding any previous
agreement or arrangement to the contrary.
10. GENERAL
10.1 We will not be liable to you or deemed to be in breach of contract by
reason of delay or failure to perform any of the Company’s obligations if the
delay or failure to due to act cause beyond our reasonable control.
10.2 These Conditions do not purport to confer a benefit on any third party.
10.3 Any notice required or permitted to be given by either party to the other
under these Conditions shall be in writing addressed to the other’s principal
place of business.
10.4 No waiver by us of any breach of the contract by you shall be considered
as a waiver of any subsequent breach of the same or any other provision.
10.5 If any provision of these Conditions are held by any competent authority
to be invalid or unenforceable in whole or in part, the validity of the
remainder shall not be affected.
10.6 The Contract and these Conditions shall be governed by the laws of
England, and you agree to submit to the exclusive jurisdiction of the English
courts.
10.7 We reserve the right to monitor and record telephone calls our staff
receive and make in order to monitor staff performance and ensure the highest
service possible to our customers.
11. YOUR RIGHT TO CANCEL
11.1 If, for any reason you are unhappy with the Goods, you have the right to
cancel your order at any time within seven working days of us notifying to you
our acceptance of your order.
11.2 If you wish to cancel before the Goods are despatched, you are asked to
contact us by email or phone as soon as reasonably possible.
11.3 If you wish to cancel after the Goods are despatched, please return the
Goods to us indicating whether you require an exchange or refund. Please refer
to our Returns policy.
11.4 Please note that this right of cancellation does not apply where Goods
are specifically made to your specification or personalised at your request.
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