Cuddledry Ltd Terms and Conditions for Sale of Goods to Business
These terms and conditions regulate the business relationship between you and us. If you offer or accept our offer for any goods, our contract is in the terms set out below.
We are:
Cuddledry Limited, Registered Company No. 5931018
Our address is: Radlet Farm, Radlet, Nether Stowey, Bridgwater, Somerset, TA5 1JA
You are: The customer whose name and address is set out on the Order Form.
The terms and conditions
1 Definitions
In this agreement:
"Carrier" - means any person or business contracted by us to carry Goods from us to you, whether all or part of the distance.
"Goods" - means any goods we offer for sale.
"Written Material" - means any informational material published by us in any medium with a view to providing information to our customers or prospective customers.
"Contract" - any contract between you and us for the sale and purchase of the Goods, incorporating these Conditions.
"Order Form" - the Cuddledry Ltd Order Form detailing the Goods to be ordered
2 Our contract with you
2.1 We shall accept your order by completed Order Form. Our message will also confirm details of your purchase and tell you when we shall despatch your order. That is when our contract is made.
2.2 The price of the Goods shall be the price ruling at the date of order.
2.3 All descriptions, weights and sizes of Goods are those of the original manufacturers and you may not rely on their accuracy. Accordingly, any such description shall not form part of this Agreement.
2.4 If we do not have the Goods you order in stock, we will offer you alternatives or back order for you. If this happens you may:
2.4.1 accept the alternatives we offer;
2.4.2 wait for the Goods you ordered to come in stock
2.4.3 cancel your order;
2.4.4 leave the order valid, but tell us to omit the out-of-stock item.
2.5 If we owe you money (for this or any other reason), we will credit your account as soon as reasonably practicable but in any event no later than 30 days from the date of your order.
2.6 Goods are at your risk from the moment they are picked up by the Carrier from our warehouse.
3 Price and Payment
3.1 You must pay us the full price of your order before we will send any part of it.
3.2 No payments shall be deemed to have been received until we have received cleared funds.
3.3 The price for the Goods shall be exclusive of any value added tax and all costs or charges in relation to loading, unloading, carriage and insurance.
3.4 Banking charges by the receiving bank on payments to us will be borne by us. All other charges relating to payment in a currency other than pounds Sterling will be borne by you.
3.5 Any details given by us in relation to exchange rates are approximate only and may vary from time to time.
3.6 You will pay all sums due to us under these terms by the means specified without any set-off, deduction or counterclaim.
4 Information you give us
4.1 You agree that you have provided, and will continue to provide accurate, up to date, and complete information about yourself. We need this information to provide you with the Goods.
4.2 We will use our reasonable endeavours to respond to any point of dissatisfaction by you, provided you contact us within three months of purchase.
5 Delivery
5.1 Deliveries will be made by the Carrier to the address stipulated in your order. You must ensure that someone is present to accept delivery.
5.2 If we are not able to deliver your goods within 30 days of receipt of payment for your order, we shall notify you by e-mail to arrange another date for delivery.
5.3 We may deliver the goods in instalments if the goods are not available at the same time for delivery.
6 Taxes, duties and import restrictions
6.1 We have no knowledge of, and no responsibility for, the laws in your country of residence.
6.2 You are responsible for purchasing Goods which you are lawfully able to import and for the payment of import duties and taxes of any kind levied in your country of residence.
7 Goods returned
7.1 If Goods are damaged or a mistake was made by us, then you must inform us within seven days of receipt of the Goods and the goods must be returned to us within 21 days
7.1.1 with both goods and all packaging in their original condition;
7.1.2 securely wrapped;
7.1.3 including our delivery slip;
7.1.4 at your risk and cost.
7.2 The charge for posting items back to us will be refunded along with the cost of the Goods in question.
8 Disclaimers
8.1 We may make improvements or changes to our Written Material or to any of the Goods, at any time and without advance notice.
8.2 You are advised that Written Material may include technical inaccuracies or typographical errors.
8.3 We give no warranty and make no representation, express or implied, as to:
8.3.1 the adequacy or appropriateness of the Goods and Services for your purpose.
8.3.2 compliance with any law;
8.3.3 non-infringement of any right.
8.4 We are not liable in any circumstances for special, indirect or consequential loss or any damages whatsoever resulting from loss of use, loss of data or loss of revenues or profits, whether in an action of contract, negligence or otherwise, arising out of or in connection with your use of Our Web Site or the purchase of Goods.
8.5 Except for a claim for personal injury, in any claim against us our liability is limited to the value of the goods you have purchased in the contract which is the subject of the dispute.
9 Use of Trademark
The Cuddledry Logo is a registered Trademark. Any reference to the Goods in any literature used or authorised by the Buyer including without limit any mail order catalogues, advertising literature, or any other documentation must include the brand name "Cuddledry®" or the Cuddledry Logo.
Under no circumstances must the Buyer remove, suppress, alter and or hide any trademark used or owned by Cuddledry Ltd on the Goods.
10 Indemnity
You agree to indemnify us against any claim or demand, including reasonable lawyers' fees, made by any third party due to or arising in any way out of your use of the Goods, or the infringement by you, of any intellectual property or other right of any person.
11 Contractual Limitation
Where we provide goods without specific charge, then it (or they) is deemed to be provided free of charge, and not to be associated with any other service for which a charge is made. Accordingly, there is no contractual nor other obligation upon us in respect of any such goods or services.
12 Rights of third parties
Nothing in this agreement shall confer on any third party any benefit under the provisions of the Contracts (Rights of Third Parties) Act 1999.
13 Severability
If any of these terms is at any time held by any jurisdiction to be void, invalid or unenforceable, then it shall be treated as changed or reduced, only to the extent minimally necessary to bring it within the laws of that jurisdiction and to prevent it from being void and it shall be binding in that changed or reduced form. Subject to that, each provision shall be interpreted as severable and shall not in any way affect any other of these terms.
14 No Waiver
No waiver by us, in exercising any right, power or provision hereunder shall operate as a waiver of any other right or of that same right at a future time; nor shall any delay in exercise of any power or right be interpreted as a waiver.
15 Dispute Resolution
In the event of a dispute arising out of or in connection with these terms or any contract between you and us, then you agree to attempt to settle the dispute by engaging in good faith with us in a process of mediation before commencing arbitration or litigation.
16 Force majeure
We reserve the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by you (without liability to you) if we are prevented from or delayed in the carrying on of our business due to circumstances beyond the reasonable control of us including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, lock-outs, strikes or other labour disputes (whether or not relating to either party's workforce), or restaints or delays attecting carriers or inability or delay in obtaining supplies or adequate or suitable materials Provided that, if the event in question continues for a continuous period in excess of 60 days, you shall be entitled to give notice in writing to us to terminate the Contract.
17 Governing Law
This Agreement shall be governed by and construed in accordance with the law of England. This agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is hereby expressly excluded.