Standard Terms and Conditions For Sale of Goods

(BUSINESS TO BUSINESS)
OF
UK Juicers Limited

DEFINITIONS
In this document the following words shall have the following meanings:

"Buyer" means the organisation or person who buys Goods from the Seller;
"Goods" means the articles to be supplied to the Buyer by the Seller;
"Intellectual Property Rights" means all patents, registered and unregistered designs, copyright, trade marks, know-how and all other forms of intellectual property wherever in the world enforceable;
"List Price" means the list of prices of the Goods maintained by the Seller as amended from time to time;
"Seller" means UK Juicers Limited of Unit 5 Harrier Court, Airfield Business Park, Elvington, YORK. UK. YO42 4EA.

GENERAL
1. These Terms and 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 referred to, offered or relied on by the Buyer whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer, unless the Buyer specifically states in writing, separately from such terms, that it wishes such terms to apply and this has been acknowledged by the Seller in writing.
2. Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
PRICE AND PAYMENT
1. The price shall be that in the Seller’s current List Price, or such other price as the parties may agree in writing. The price is exclusive of VAT or any other applicable costs. Carriage shall be paid for by the Buyer unless otherwise stipulated by the Seller.
2. Payment of the price and VAT and any other applicable costs shall be due within 30 days of the date of the invoice supplied by the Seller when such credit terms are offered to the Buyer. Where a credit account is not offered to the buyer goods will not be dispatched until the Seller receives payment in full.
3. The Seller shall be entitled to charge interest on overdue invoices from the date when payment becomes due from day to day until the date of payment at a rate of 5% per annum above the base rate of the Bank of England.
4. 1. If payment of the price or any part thereof is not made by the due date, the Seller shall be entitled to:
  2. require payment in advance of delivery in relation to any Goods not previously delivered;
  3. refuse to make delivery of any undelivered Goods whether ordered under the contract or not and without incurring any liability whatever to the Buyer for non-delivery or any delay in delivery;
  4. terminate the contract.
DESCRIPTION
Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. For the avoidance of doubt, the Buyer hereby affirms that it does not in any way rely on any description when entering into the contract.
SAMPLE
Where a sample of the Goods is shown to and inspected by the Buyer, the parties hereto accept that such a sample is so shown and inspected for the sole purpose of enabling the Buyer to judge for itself the quality of the bulk, and not so as to constitute a sale by sample.
DELIVERY
1. Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer within the timescale specified by the Seller. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
2. The date of delivery specified by the Seller is an estimate only. Time for delivery shall not be of the essence of the contract.
3. If the Seller is unable to deliver the Goods for reasons beyond its control, then the Seller shall be entitled to place the Goods in storage until such times as delivery may be effected and the Buyer shall be liable for any expense associated with such storage.
4. The Buyer shall be entitled to replacement Goods where the Goods have been damaged during transportation. The Buyer must notify the Seller of the damage within 24 hours of delivery.
RISK
Risk in the Goods shall pass to the Buyer at the moment the Goods are dispatched from the Seller`s premises. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first.
TITLE
Title in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods.
WARRANTY
1. Where the Goods have been manufactured by the Seller and are found to be defective, the Seller shall repair, or in its sole discretion, replace defective Goods free of charge within 12 months from the date of delivery, subject to the following conditions:
2. Any Goods to be repaired or replaced shall be returned to the Seller at the Buyer’s expense, if so requested by the Seller.
3. Where the Goods have been manufactured and supplied to the Seller by a third party, any warranty granted to the Seller in respect of the Goods shall be passed on to the Buyer.
4. Where an agreement is in place between The Seller and a Manufacturer for administration of a Warranty Program for particular Goods on behalf of the Manufacturer, the terms of that Manufacturer’s Warranty shall apply.
5. The Seller shall be entitled in its absolute discretion to refund the price of the defective Goods in the event that such price has already been paid.
6. The remedies contained in this Clause are without prejudice to the other Terms and Conditions herein, including, but without limitation to, Clauses 10 and 11 below.
LIABILITY
1. No liability of any nature shall be incurred or accepted by the Seller in respect of any representation made by the Seller, or on its behalf, to the Buyer, or to any party acting on its behalf, prior to the making of this contract where such representations were made or given in relation to:
2. No liability of any nature shall be accepted by the Seller to the Buyer in respect of any express term of this contract where such term relates in any way to:
3. All implied terms, conditions or warranties as to the correspondence of the Goods to any description or the satisfactory quality of the Goods or the fitness of the Goods for any purpose whatsoever (whether made known to the Seller or not) are hereby excluded from the contract.
LIMITATION OF LIABILITY
1. Where any court or arbitrator determines that any part of Clause 10 above is, for whatever reason, unenforceable, the Seller shall be liable for all loss or damage suffered by the Buyer but in an amount not exceeding the contract price.
2. Nothing contained in these Terms and Conditions shall be construed so as to limit or exclude the liability of the Seller for death or personal injury as a result of the Seller’s negligence or that of its employees or agents.
INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, so far as not already vested, become the absolute property of the Seller, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest in the Seller by the execution of appropriate instruments or the making of agreements with third parties.
FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.
RELATIONSHIP OF PARTIES
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
ASSIGNMENT AND SUB-CONTRACTING
The contract between the Buyer and Seller for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted, in either case by the Buyer, without the prior written consent of the Seller.
WAIVER
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
SEVERABILITY
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.

UK Juicers Business to Business Terms and Conditions Explained

The legally binding terms and conditions above allow some flexibility in the way UK Juicers operates in relation to the various types of business we sell to. ‘Legalese’ is a difficult language sometimes and although this document aims to inform and explain it does not replace or waive any aspect of the terms and conditions that you implicitly accept when you begin to trade with us.

The failure of either party to enforce at any time or for any period any one or more of the Terms and Conditions to which this document refers shall not be a waiver of them, nor of the right of UK Juicers Ltd at any time subsequently to enforce all the Terms and Conditions of Business to Business contracts between you the Buyer and us the Seller.

How to Order

Products can be ordered by fax on +44 (0)1904 757071,
by email to: enquiries@ukjuicers.com, (Office hours 9am-5.30pm Monday-Friday)
or by post to:
UK Juicers Limited
Unit 5 Harrier Court, Airfield Business Park
Elvington, YORK
YO41 4EA United Kingdom

Please make sure to give a complete order itemization, your full business name, contact number and delivery address. Our preferred method for receiving orders, for dealing with quotations both on shipping and goods and for all other non-urgent communication is by email. We do not accept business-to-business orders over the telephone.

Payment

Where no credit account with us exists, we will issue a pro-forma invoice (if required) and dispatch the goods only upon receipt of payment in cleared funds. Our preferred payment methods are cheque or bank transfer. Cheques should be made payable to 'UK Juicers Limited' and sent payable with the total order value including shipping and handling to the address above.

Where a credit account with us exists, payment falls due strictly within thirty days from the date of invoice. We do not accept payments on account by credit card. If you exceed your credit limit or payments fall later than the thirty days payment terms, the credit facility will be withdrawn and your account must be settled in full within seven days of such credit being withdrawn.

Title of the goods shall pass to you only upon receipt of payment of the full invoice value. Until this time you are responsible for the safe keeping of the goods in a saleable condition. Saleable means new and unopened in original packaging.

Delivery

UK Juicers can deliver goods to destinations within the UK and worldwide.

We usually process all UK orders within one working day of receipt. This means you should normally receive your order within 3 working days of ordering. However, as a safety margin we do ask that you allow up to 5 working days for delivery in the UK. In the event that delivery may exceed 5 working days we will notify you before processing the order. If your entire order cannot be fulfilled from our stock we may dispatch what is available and the remainder will be dispatched when it becomes available, unless we have accepted alternative instructions from you.

Customers will usually receive delivery to mainland Europe within 3 to 7 working days of the order being accepted and the rest of the world within 10 days. However, delivery on all overseas orders may be advised individually and depending on destination. Please contact us if you require further details. Any verbal quote of delivery time is given as an estimate only and is not deemed to be part of a contract of sale and we are not liable for the consequences of any delay in delivery.

It is important to ensure someone will be present at the delivery address to receive the order, as goods will not be left without a signature on behalf of the recipient without written consent. If no one is present to receive the order, the goods will be returned to us, which will result in extra shipping charges to you. If you wish to redirect the package to an alternative address or correct any mistakes in the original shipping details provided this will also result in extra charges to you.

Delivery Charges

Please read this section carefully. Please pay particular attention to heavy or multiple packages and ‘out of area’ deliveries, as the charges from our shipping agent(s) for these deliveries can be high and you may wish to make other arrangements.

Our standard delivery rates to addresses in the UK are based on weight and number of items ordered. For single packages that do not exceed an actual or volumetric weight of 10Kg (For example a single Champion Juicer) the standard charge is £6.52 excluding VAT per delivery address. For single packages with an actual or volumetric weight between 10Kg and 20kg, the standard charge is £8.65 excluding VAT per delivery address. Orders above £1000 excluding VAT in value are delivered with free shipping to a single mainland UK address unless they are high volumetric weight items; please check with us if in doubt. Multiple packages and single packages that exceed the volumetric weights specified above, or packages sent to remote parts of the UK and therefore not covered by our standard rates, but which remain under £1000 excluding VAT in value are charged at the same rate as is paid by UK Juicers to the shipping agent used for delivery. There is an ‘out of area charge’ for remote UK postcode deliveries is currently an additional £14 excluding VAT. Please confirm delivery charges with us at the time of order. These prices are subject to change according to the charges made to us by our shipping agent(s).

European, other non-UK and Express delivery charges are also calculated according to our cost. Please contact us for price variations at time of order.

If we are required to dispatch part orders of out of stock items as soon as they become available we reserve the right to charge for delivery, even if the original order in which the said items were included qualified for free shipping.

Distributors who buy in bulk at preferential pricing will not normally be offered free UK delivery on orders above £1000 Excluding VAT.

Faulty Goods and Warranty Issues

The way we will handle these issues varies according to the type of business involved in the contract with us. Some businesses may be end users. For example; businesses buying commercial equipment from us for use in their business venture. Some businesses buying from us may be high street retailers with a customer base entitled to the normal consumer rights of a high street shopper. Some businesses buying from us may be internet resellers or mail order businesses where the consumer is afforded the extra protection of the Distance Selling Regulations. Please read all the information below regarding returning products to us.

A full credit or new replacement for faulty goods will only be given by UK Juicers within the first thirty days from the validated date of purchase by the end user. After the first thirty days the suspected faulty product must be returned to the appropriate manufacturer’s agent for repair or possible replacement. The cost of any refund or replacement offered to the end user after this thirty day period will be the responsibility of the business that sold the product to the end user, unless it is by prior arrangement with UK Juicers. Faulty goods returned after the thirty day period but within the manufacturer’s warranty period will be repaired or replaced and returned.

Within the first thirty days UK Juicers will collect and return suspected faulty products free of charge from any UK address. If the returned product is found to be free of genuine manufacturing faults or defects these shipping charges will be the responsibility of the buyer (the business that bought from us). Outside the thirty day period it is the responsibility of the buyer to return the product or arrange for its return to UK Juicers. We do not pay for the return of goods from outside the UK.

UK Juicers cannot be held responsible for the manufacturer’s warranties of a product if the manufacturer of that product ceases to manufacture the product, ceases trading, goes into liquidation or is declared bankrupt or if we should cease supplying the product.

Note to Resellers on Faulty Goods and Warranties

UK Juicers expects all resellers who trade with us to respect the rights afforded to consumers in the European Union according to whatever law applies. In the UK this generally means respect for the protection offered to consumers under the Sale of Goods Act 1979; Supply of Goods and Services Act 1982; Sale and Supply of Goods Act 1994; The Sale and Supply of Goods to Consumers Regulations 2002 and in the case of mail order and internet resellers, the Distance Selling Regulations. In the interest of our good reputation and the protection of consumer rights we reserve the right to refer consumers back to the reseller concerned if we believe that these rights are not being fully respected and we also reserve the right to refuse further supply to such resellers. As a business we believe that it is in everyone’s best interest to afford the consumer the best possible experience in terms of customer service and we reserve the right to take into account the consumer experience afforded to end users by resellers that we supply when these consumers are referred to us for product support.

It is important to try to establish at the initial point of return whether any suspected fault is genuine or if it is likely to have been caused by user error. UK Juicers is happy to help with any technical questions and product knowledge enquiries from resellers and a quick call to us on +44 (0)1904 757070 can often resolve product problems over the phone and help avoid unnecessary costs. We will not take on the responsibility for your customer service, so please ensure that all steps have been taken to offer good service and to uphold the consumer’s statutory rights before sending your customers to us for product support.

Returns and Credits

Your contract with UK Juicers Ltd is complete when you or a third party acting on your behalf accept delivery of the Goods ordered if we have arranged for the delivery, or when the Goods have been collected if they are collected on your behalf, or on behalf of a third party by your appointed shipping agent. We may offer credit for Goods that are returned to us unopened and in their original packaging under certain circumstances and at our discretion. We reserve the right to charge a re-stocking fee of 20% of the purchase price in such cases. If the goods have been opened for inspection or if for any other reason they can no longer be offered for sale as brand new, we will not offer credit for these items. Please DO NOT return unwanted items to us without first contacting us.