These conditions apply to all sales of goods by DecoStitch Ltd (“the seller”) to any purchaser (“the buyer”) and shall apply in place of and prevail over any terms and conditions contained or referred to in the Buyer’s order or in correspondence or elsewhere or implied by trade custom practice or course of dealing unless specifically agreed to in writing by director of the seller and any purported provisions to the contrary are hereby excluded or extinguished. Placement of an order indicates your acceptance of these terms & conditions of sale. The terms & conditions contained herein may be subject to change at any time without prior notice on the part of the seller.
2 QUOTATIONS & AND ACCEPTANCE
A) A quotation by the seller does not constitute an offer and the seller reserves the right to withdraw or revise the same at any time prior to the seller’s acceptance of the buyers order.
B) All quotations remain valid for a period not exceeding 30 days after which time they may be subject to change.
C) No contract in respect of any products shall exist between the buyer and the seller until the order placed by the buyer has been accepted by the seller, proofs have been provided by the seller to the buyer for approval and aforesaid proofs have subsequently been accepted verbally, or in writing (including but not limited to e-mail) by the buyer.
D) Quotations relating to buyer supplied garments are subject to provision of said garments in good clean/new condition. Garments received in soiled condition may be refused by the seller.
3 PRODUCT AVAILABILITY & SPECIFICATIONS
A) All orders for products are subject to availability and indication of any timescale given at the time of order is an estimate only, may be subject to change without notice and does not constitute a contractual obligation by the seller to supply the goods by a certain date. Should this situation occur the seller will employ best endeavours to keep the buyer informed.
B) Individual product specifications may vary to those in print in the catalogue.
C) Colours are representative only and may vary slightly from those illustrated.
D) All orders for products are subject to availability, and in this regard, in the event of supply difficulties or products no longer being in stock we reserve the right to give the buyer information regarding substitute products of an equal or higher quality and value which may be ordered. In the event that the buyer does not wish to order the recommended substitute products, and monies paid will be refunded.
E) It is the buyers responsibility to ensure before placing orders that garment fittings are correct due to potential size variations from brand to brand. Sample shirts are available for viewing at the sellers premises, and a “try” bag is available on request. This is subject to provision by the buyer of a refundable deposit and is contingent on return of all garments in good condition.
A) The prices [in pounds sterling] payable for the goods shall be those contained in the sellers’ list prices therefore current at the time of despatch. The seller shall have the right at any time to withdraw any discount from its normal prices and/or to revise prices to take into account increases in cost including (without limitation) costs of any goods, materials, carriage, labour or overheads, the increase or imposition of any tax duty or other levy and any variation in exchange rates.
B) The seller reserves the right to amend clerical or typographical errors.
C) Unless otherwise specified VAT and any other tax duties payable by the Buyer shall be added to the price pursuant to HMRC rules & regulations in force
D) Initial artwork charges will not apply to subsequent orders utilising existing artwork. Should the artwork require amendment, additional charges may be invoked.
5 TERMS OF PAYMENT
A) Payment is required at the time of order as follows: For orders up to £200 – payment in full with order. For orders over £200 – payment of 50% of the order value with order then balance on collection.
B) Any extension of credit allowed to the buyer may be changed or withdrawn at any time.
C) If in the opinion of the seller the credit worthiness of the buyer shall have deteriorated prior to the delivery the seller may require full or partial payment of the price prior to delivery or the provision of security for payment by the buyer in a form acceptable to the seller.
D) A handling charge of 15% or minimum £25.00 per item will be made on goods incorrectly ordered and returned for credit, only applicable where those goods are considered re-saleable. Goods not deemed to be re-saleable shall be the sole responsibility of the buyer.
E) Acceptable methods of payment are: Cash Major credit card (excluding American Express) Cheque (subject to a charge of £25 per presentation for unpaid cheques) BACS payment
A) Delivery dates mentioned in any quotation, acknowledgement of order or elsewhere are approximate only and not of any contractual effect and the seller shall not be under any liability to the buyer in respect of any failure to deliver on any particular date or dates.
B) Delivery shall be at the sellers’ premises unless otherwise stipulated or agreed by the seller. The seller reserves the rights to make a standard carriage charge which value may be changed from time to time without prior notice.
C) Unless otherwise expressly agreed, the seller may affect delivery in one or more instalments. Where delivery is affected by instalments each instalment shall be treated as a separate contract.
D) The seller reserves the right to cancel or suspend any orders outstanding on their books, or any other unfulfilled obligations which have not been discharged for any cause over which the seller has no control, 12 months after such orders have been placed.
Risk shall pass on delivery/collection from the seller’s premises.
All goods are supplied to the buyer by the seller on the following terms.
A) The goods shall remain the sole and absolute property of the seller as legal and equitable owner until such time as the buyer shall have paid to the seller the agreed price.
B) Until such payment the buyer shall be in possession of the goods solely as bailee for the seller and in fiduciary capacity and shall store the goods in such a way as to enable them to be identified as the property of the seller.
C) The seller reserves the immediate right of possession of any such goods to which it has retained title as aforesaid and thereafter to resell the same and for this purpose the buyer hereby grants an irrevocable right and licence to the seller’s servants and agents to enter upon all or any of its premises with or without vehicles during normal business hours. This right shall continue to subsist notwithstanding the termination of the contract for any reason and is without prejudice to any accrued rights of the seller thereunder or otherwise.
D) Subject to the terms hereof, the buyer is licensed by the seller to process the said goods in such fashion as it may wish and/or incorporate them in or with any other product or products subject to the express condition that the new product or products of any other chattel whatsoever containing any part of the said goods shall become the sole and exclusive property of the seller and shall be separately stored and marked as to be identifiable as being made from or with the goods the property of the seller.
9 SPECIFICATIONS AND INFORMATION
A) Unless expressly agreed in writing by the seller all drawings, samples, graphic proofs, designs, specifications and particulars of weights and dimensions submitted by the seller are approximate only and the seller shall have no liability in respect of deviation therefrom. The seller accepts no responsibility for any errors, omissions or other defects in drawings, designs or specifications not prepared by the seller and the seller shall be indemnified by the buyer against any and all liabilities and expenses incurred by the seller arising therefrom.
B) If any goods to be supplied by the seller are in accordance with specifications or patterns supplied by the buyer, the buyer will indemnify the seller against all damages, penalties costs and expenses to which the seller may become liable or which they may incur through anything done by the seller in execution of the order being alleged to involve an infringement of a patent, registered design, trademark or copyright.
C) The seller will not return original artwork supplied unless at the express request of the buyer.
A) Production of orders are commenced as soon as possible following order confirmation by the buyer and acceptance by the seller, therefore submitted orders are considered final.
B) Whilst the seller will attempt to accommodate order changes or cancellation requests in the event that costs have been incurred by the seller, the buyer will be charged appropriately.
C) Customised garments are not refundable.
A) The seller shall not be liable to the buyer: i) For shortages in quantity delivered unless the buyer notifies the seller on any claim for short delivery within 3 days of receipt of goods. Followed by a complete claim in writing within 5 days of receipt of goods. ii) For damage to or loss of goods or any part thereof in transit (where the goods are carried by the seller’s own transport or by a carrier on behalf of the seller) unless the buyer shall notify the seller of any such claim within 7 days of receipt of goods or at the invoice date whichever is the earlier. iii) For defects in the goods caused by fair wear and tear, abnormal conditions of storage or use or any act, failure on the part of the buyer to follow recommended care guidelines, neglect or default of the buyer or of any third party. iv) For other defects in the goods unless notified to the seller within 1 week of receipt of the goods by the buyer. v) For variations in size or colour for images viewed on paper print, computer screen, portable device or other technology used to view product images/order proofs. vi) For loss of artwork due to technology/equipment/storage device failure. vii) For inadequate results caused by unsuitability of materials supplied by the buyer. viii) For any failure on the part of the buyer to confirm the colour/position/design of embroidery or print at the time of order or advise the seller prior to commencement of processing of any required amendment after submission of the aforesaid order. ix) For spoilage when applying print, screen printing or embroidery to buyer supplied garment/s.
B) i) Where liability is accepted by the seller under paragraph (A), the seller’s only obligation shall be at its option to make good any shortage or non-delivery and/or as appropriate to replace or repair any goods found to be damaged or defective and/or refund the cost of such goods to the buyer. Where this relates to buyer supplied garments, the seller only accepts liability for the quoted price for applying decoration to the garment/s. ii) The seller’s aggregate liability to the buyer whether for negligence, breach of contract, misrepresentation or otherwise shall in no circumstances exceed the cost of the defective, damaged or undelivered goods which give rise to such liability as determined by net price invoiced to the buyer in respect of any occurrence or series of occurrences.
C) In the case of non-decorated garments, faulty or rejected material will be credited only after return to and receipt of such material at sellers’ premises. Proof of despatch will not be acceptable as proof of delivery. Returns will however not be accepted if the garments have been used, worn or washed.
D) Subject to the foregoing all conditions, warranties and representatives expressed or implied by statute, common law or otherwise in relation to the goods are hereby excluded and the seller shall be under no liability to the buyer for any loss, damage or injury direct or indirect resulting from defective material, faulty workmanship or otherwise howsoever arising and whether or not caused by the negligence of the seller, its employees or agents.
E) The seller’s prices are determined on the basis of the limits of liability set out in this condition. The buyer may by written notice to the seller request the seller to agree a higher limit of liability provided insurance cover can be obtained therefor. The seller shall affect insurance up to such limit and the buyer shall pay upon demand the amount of any and all premiums. The buyer shall disclose such information as the insurers shall require. In no case shall the buyer be entitled to recover from the seller more than the amount received from the insurers.
The buyer shall meet the cost of any special packaging requested by the buyer or any packaging rendered necessary by delivery by any means other than the seller’s normal means of delivery.
13 COMPLAINTS PROCEDURE
Should you wish to make a complaint, please do so by any of the following methods: By completing our web form found in the contacts section on www.decostitch.co.uk By writing to us at Unit 48, Rural Enterprise Centre, Battlefield Enterprise Park, Shrewsbury, SY1 3FE By telephone on 01743-453124 We will endeavour to respond within 5 days of receipt of your complaint.
14 LICENCES AND CONSENTS
If any licence or consent of any government or other authority shall be required for the acquisition carriage or use of the goods by the buyer, the buyer shall obtain the same at its own expense and if necessary produce evidence of the same to the seller on demand. Failure so to do shall not entitle the buyer to withhold or delay payment of the price. Any additional expenses or charges incurred by the seller resulting from such failure shall not be for the buyers account
15 FORCE MAJEURE
The seller shall not be liable to the buyer for any loss or damage which may be suffered by the buyer as a direct or indirect result of the supply of goods by the seller being prevented, hindered, delayed or rendered uneconomic by reason of circumstances or events beyond the seller’s reasonable control including but not limited to Act of God, war, flood, storm, difficulty of increased expense in obtaining workmen, materials of transport or other circumstances affecting the supply of goods or of raw materials therefor by the seller’s normal means or the delivery of the goods by the seller’s normal route or means of delivery.
16 INSOLVENCY AND DEFAULT
If the buyer enters into a deed of arrangements or commits an act of bankruptcy or compounds with his creditors or if a receiving order is made against him or if(being a company) an order is made or resolution is passed for the winding up of the buyer (otherwise than for the purpose of amalgamation or reconstruction previously approved in writing by the seller) or if a receiver is appointed of any of the buyer’s assets or undertaking or if circumstances arise which entitle the court or a creditor to appoint a receiver or manager or which entitle the court to make a winding-up-order or if the buyer takes or suffers any similar or analogous action in consequence of debt or commits any breach of this or any other contract between the seller and the buyer the seller may without prejudice to any of its other rights stop any goods in transit and/or suspend further deliveries and/or determine the rights of the buyer under condition 7 and/or by notice in writing to the buyer determine the contract.
Failure by the seller to exercise or enforce any rights here under shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof at any time or times thereafter.
Any notice here under shall be deemed to have been duly given if sent by prepaid first class post, email or fax to the party concerned at its last known address. Notices sent by first class post shall be deemed to have been given seven days after dispatch and notices sent by email or fax shall be deemed to have been given on the date of despatch.
19 GOVERNING LAW
The contract shall be governed by and construed in accordance with the laws of England and the parties hereby submit to the jurisdiction of the English courts.