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Terms & Conditions
DEFINITIONS - These terms and conditions include:
- Terms: These sales, delivery and payment terms;
- Working days: All days except Saturdays, Sundays, January 1, 2, Easter Day, Public Holidays, 2nd Day of Pentecost, 1st and 2nd Christmas Day, the days that are proclaimed by the Government and the day when the Queen's birthday is celebrated annually;
- the day: all calendar days;
- Agreement: any agreement of purchase and sale
- Duration of the agreement: the period between the date of issue of the order and the end of the agreed delivery time;
- Intellectual property rights: trademark and / or copyright and / or drawing and model law and / or patent law;
- Private label: All products may or may not be based on one or more of the buyer (s) and / or drawing (s) and / or photos made by the seller solely on the basis of his materials, but which by the seller will be provided with the label (s) of the buyer;
- Label / mark (sign): one of the purchaser originated and / or prescribed by it in and / or to and / or the buyer-purchased product to be processed and / or word and / or image to be processed.
- All claims, not expressly stated otherwise, are valid as a non-binding offer that may also be withdrawn upon acceptance. If this revocation does not take place within 6 business days after acceptance, the concluded an agreement.
- Any agreement / order concluded between seller and buyer shall be binding on both parties unless Seller agrees within 12 days of the conclusion of the agreement / order's written notice that the agreement declines. This right is the seller's right if the buyer is not creditworthy according to information from a credit information agency and / or seller's credit insurer.
- Delivery is deemed to have taken place:
- if the goods are collected by or on behalf of the buyer; by the receiving name of the business;
- on shipment through a professional carrier; by the transfer of the goods to that carrier;
- when shipped by a seller's means of transport; by the delivery to the home or at the warehouse of the buyer.
- From the moment of delivery, the goods are at the risk of the buyer.
- Except for collected goods, the seller shall provide the buyer with the insurance against the amount of the selling price of the goods and shall bear the cost thereof. Insured against normal transport risk, therefore not against molestation or other extraordinary risks. In case of damage, the seller will settle the damage with the insurer.
- If the goods cannot be shipped due to circumstances for which the seller is not liable, they are deemed to have fulfilled his obligation to deliver by the goods available of the buyer, provided that he has notified the buyer in writing within 6 working days of the goods being delivered for shipment. In this case, the payment period expires on the day on which the seller could have delivered.
4. DELIVERY TIME
- As to the time of delivery, a date or time may be agreed on the understanding that the term of an agreement must be at least 7 working days. If the delivery time is only indicated by "prompt", "direct", "out of stock" or similar words, is deemed to be a buyer and seller having a delivery period of 10 working days, starting on the date of the conclusion of the agreement.
- If the time of delivery is not indicated, it is assumed that the buyer and seller have agreed upon a delivery period of 30 working days, starting on the date of the conclusion of the agreement.
- The seller is entitled to a delivery period of 10 working days, ending the day before the delivery date.
- Subject to the stipulations in paragraph 4, the seller shall be entitled to a ten-day term of office of 10 working days, following the date of delivery or the day following delivery date.
- No right to a postponement period exists:
- when the term of the agreement is no longer than 10 working days;
- for calling orders relating to items that must be ready at the agreed time of delivery.
- Goods which are delivered after the delivery period or the cases referred to in paragraph 4 after the delivery date or after the delivery period may be refused by the buyer or within 5 working days after receipt to the seller at his expense will be returned in default of which the buyer is deemed to have accepted the goods.
- The buyer can only claim compensation for damage caused in the event of non-delivery or non-timely delivery if the seller has no right to a postponement period after the postponement of the postponement period,
- after the delivery date or after the opening of the delivery period, has written in writing within 6 working days of dispatch of the summation yet to meet its delivery obligation and the seller fails to comply with it.
- By way of derogation from the foregoing paragraphs, the agreement shall be deemed to have been terminated by law, if or insofar as it has not been carried out within three months after the expiry of the delivery period, unless exceeding the delivery period or delivery date has been made at the seller's request or due to a non-timely delivery by the buyer or suspension of delivery in the cases referred to in Article 7, paragraph 2, cf. In the event of termination of law, no The parties are entitled to compensation. The provisions of this paragraph shall not apply if the buyer has requested compliance or cancellation of the contract and / or compensation in accordance with paragraph 6 prior to the expiration of the said 3 month period.
- Complaints are understood to mean all the complaints of the buyer as to the nature of the delivery.
- Complaints can only be made if they have been submitted in writing and the letter from the buyer, which must contain a description of the complaint (s), within 12 working days after the delivery is in the seller's possession is, without prejudice to the provisions of the following paragraphs.
- If the complaint is not visible or otherwise not detectable defects (hidden defects), the complaint can still be made within 12 working days after the defect has been found by the buyer, but never later than 12 months after the invoice date.
- Complaints may only be made in respect of items still in the state in which they were supplied, except if the complaint concerns hidden defects.
- Lack of quality, quantity, width, color, size, finish, etc., or any non-avoidable, commercially acceptable, or technically unavoidable defects can not cause any complaints.
- In case of a legitimate complaint, the seller has the right to repair the recurring items or to replace the goods by other items in accordance with order, provided that the delivery takes place:
- if the complaint relates to visible defects: before the delivery date or before the end of the delivery period, plus the duration of the delivery period, if there is a right or within 20 working days after the goods have been returned.
- if the complaint relates to defects as referred to in paragraph 3: within 20 working days after the goods have been returned but not later than 45 working days after delivery or no later than 45 working days after the delivery date or after the opening of the delivery period.
- Invoices and receivables have the same date as those on which the relevant items were delivered. Payment will be made, unless written otherwise agreed, online payment (Sage Pay) payment. In case the delivery is collected at the NicheSolutions deposit, payment of the invoice must be made in cash.
- The seller has, in respect of the buyer, who has not paid in due time, without prejudice to his other rights under the terms and / or the law the right:
- to claim an immediate payment on offer to the buyer (remittance) and / or collateral for payment for all current purchase agreements;
- to suspend the deliveries (as well as the creation or processing of the above-mentioned items), without prejudice to his right to claim payment for the payment at the same time or later. Once the buyer has fulfilled his obligations, the seller is available as a delivery period, which is necessary for the preparation or processing, taking into account the possibilities existing in his company;
- to dissolve the related purchase agreement in whole or in part, by a written declaration issued by the seller;
- to dissolve one or more of the current purchase agreements in respect of which the buyer is not in default, in whole or in part, by a written declaration issued by the seller. To the exercise of the rights mentioned under a, b and c can only be made after the seller has given the buyer a period of 3 days to meet his payment obligations and the buyer remains in default while the right referred to below will be exercised "rst if the buyer has not ful"lled a seller's claim within a period of 8 days for a security for the payment of what the buyer under the said agreement (s) will be due. Except in case of use of the right of dissolution, the seller may at any time change his choice from the rights mentioned in this article.
- If, according to information from a credit information agency and / or sellers, the buyer is in default and / or non-creditworthy and / or insolvent, the seller has no notice of default will be required in respect of all current purchase agreements in so far as the rights defined in paragraph 2 are not executed.
- If no payment has been received by the due date, the buyer owes the legal interest ex Article 6: 119 A of the remaining due. If the seller has to take collection measures after expiration date, the buyer is owed extrajudicial costs - in accordance with "Report For Work II".
7. PROPERTY CONTENT
- The seller reserves the property for all goods delivered or to be delivered by virtue of purchase agreements until such time as payment by the buyer has been cancelled:
- the claims and the consideration for those matters;
- the claims relating to the sale or performance of the contract by the seller in execution of the said agreements;
- the claims for failure to comply with said agreements;
- Goods are deemed not to have been paid if the buyer has not shown payment.
- The buyer is required to show the goods at the seller's first request and to return them in case of late payment and in the cases referred to in Article 7 (2) (c) and (d). For the sake of this Article withdrawn, the buyer is credited for the market value of the goods for the supplier on the day of the withdrawal.
- Buyer is not authorized to alienate or object to the matters under title reservation. However, purchasers are allowed to do so within the framework of the normal exercise of his business to third parties to sell and transfer. This permission shall expire on the right at the time when the buyer fails in any way with respect to the claims for which the reservation of title applies, provisional surrender of payment is obtained or declared bankrupt. Buyer may not under any circumstances make the matters under title reservation secure for third party claims.
8. FORCE MAJEURE
- Force majeure is understood to mean any circumstance by which the seller resp. the buyer could reasonably not take into account and as a result, the normal execution of the agreement is not reasonable may be required by the other party.
- The seller resp. The buyer will immediately warn the other party if a case of force majeure occurs with him.
- In case of force majeure, the other party cannot claim any damages.
- In case of force majeure, parties must be regulated and the implementation of the agreement in question.
- If a case of force majeure leads to an overrun of the agreed date or time, including a possible postponement period of at least 20 working days, the other party, by way of derogation from paragraph 4, has the right to dissolve the agreement in question by means of a written statement.
9. INTELECTUAL PROPERTY AND PRIVATE LABEL
- Seller warrants that, with the products sold by him, he does not infringe any intellectual property right and indemnifies buyer against any claim by a third party based on breach of an intellectual property rights.
- The warranty and indemnity described in paragraph 1 shall not apply to products that are or may be manufactured in full or in part in accordance with specifications / drawings / pictures
of the buyer, as well as violations of an intellectual property rights in respect of the label / brand (sign) and / or the buyer-derived samples for private label products.
- Buyer warrants that he / she is entitled to use the label / mark (sign) as well as the samples and / or drawings from him, of which the private label products are intended to be used and to indemnify the seller against each claim of a third party based on violation of an intellectual property right in respect of the label / mark (sign) as well as the samples and / or drawings derived from it.
- If, in the case of private label cases, there is a justified complaint in which the recurring items are not recovered or can be replaced in accordance with Article 6 paragraph 6 of these conditions, the seller has the right to sell these products to third parties under the sole responsibility of the complete removal of the sign of the buyer or, if removal of the label / mark (sign) is not possible without the reclaimed to damage products, the right to sell those products 1 to 3 years after the complaint has been identified by the buyer's label / mark (sign).
- When seller buyer's label / brand (s) has sold loose products based on buyer-derived samples and / or drawings, buyer warrants that he does not infringe any intellectual property rights with these samples, etc., and indemnifies seller against any claim of a third party based on violation of intellectual property rights.
- If there is a legitimate complaint in respect of this label / mark (sign) goods, where these items are not recovered or reassessed in accordance with Article 6 paragraph 6 of these Terms, the seller is entitled to sell these items to third parties
- Damage resulting from the sale of goods by seller shall be liable only up to the net invoice value of the invoice with which these goods have been delivered, except for intentional or gross negligence.
- For damage, including but not limited to loss of pro"ts and / or stagnation damage, which is an indirect consequence of the seller's goods, seller, unless intentionally or grossly liable, is liable for maximum of £2,500.00
- Sales prices or otherwise quoted prices are not understood as owed or will be due to sales tax or other similar charges in respect of the transaction in question; all costs, caused by these taxes will be borne by the buyer.
12. APPLICABLE LAW AND FORUM
- All agreements are governed by UK law.
- In the case of all disputes arising from this agreement, the court of residence of the seller shall be entitled, unless otherwise required by law, another court is legally competent.