Terms & Conditions Style Warehouse UK
Urban Classics London Ltd t/a Stylewarehouse.co.uk
Upon visiting this website you agree to accept the terms and conditions listed below.
Conditions of use
This is a wholesale website supplying goods and services to trade customers only. We reserve the right to refuse access to the site or supply of goods to users who we believe not to be legitimate trade customers.
Urban Classics London Ltd is not a retailer and does not supply goods directly to the public. Our prices are based on a minimum order of six (6) items per style except where stated otherwise.
The entire contents of www.stylewarehouse.co.uk are copyright with all rights reserved and remain our property.
In the event of a dispute arising from the use or contents of www.stylewarehouse.co.uk, we Urban Classics London Ltd and you the user, agree to exclusively accept the jurisdiction of the courts of England and Wales.
You agree that information or material accessed or downloaded through our web pages for personal or private use is done so entirely at your own risk and that you accept responsibility for any damage to hardware or software or data loss even if we are aware of the possibilities of such damage.
Information supplied on our web pages is for guidance only and does not in any part form a contract and may be subject to change without notice. Reasonable effort is made to ensure we provide accurate and current information on our web pages. We are not liable for any incidental, consequential, cumulative, direct or indirect loses or damages from the use or misuse or inability to use, including omissions and misrepresentations and any errors on our web pages.
You may download or print selections of this web site if only used for your personal information and not for reproduction. Except where stated the text, graphics and information of the web site are the copyright of Urban Classics London Ltd . Copying and storage of this web site for permanent use or incorporation and reproduction whether for new media or paper use is strictly prohibited without prior written consent.
Terms of Online Trading
1. DEFINITIONS AND INTERPRETATION
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;
We means Urban Classics London Ltd , and “us” and “our” shall be construed accordingly;
You means the customer, and “your” shall be construed accordingly.
2. BASIS OF SALE
- 2.1 These Conditions shall apply to all Contracts for the sale of Goods by us to you 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 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.
4. PRICE OF 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 purchases only, and may not be the same as in our printed literature 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.
General Terms of Trading
- 1.0 Price
- 1.1 The price quoted excludes VAT (unless otherwise stated). VAT will be charged at the rate applying at the time of delivery.
- 1.2 Our quotations lapse after 10 days (unless otherwise stated).
- 1.3 Unless otherwise stated, the price quoted is an illustrative estimate only and the price charged will be our price current at the time of delivery.
- 1.4 Rates of tax and duties on the goods will be those applying at the time of delivery.
- 1.5 At any time before delivery we may adjust the price to reflect any increase In our costs of supplying the goods.
- 2.0 Delivery
- 2.1 All delivery times quoted are estimates only.
- 2.2 If we fail to deliver within a reasonable time, you may (by informing us in writing) cancel the contract, however:
- 2.2.1 you may not cancel if we receive your notice after the goods have been dispatched; and
- 2.2.2 if you cancel the contract, you can have no further claim against us under that contract.
- 2.3 If you accept delivery of the goods after the estimated delivery time, it will be on the basis that you have no claim against us for delay (including indirect or consequential loss, or increase in the price of the goods).
- 2.4 We may deliver the goods in instalments. Each instalment is treated as a separate contract.
- 2.5 We may decline to deliver if:
- 2.5.1 we believe that it would be unsafe, unlawful or unreasonably difficult to do so; or
- 2.5.2 the premises (or the access to them) are unsuitable for our courier.
- 3.0 Risk
- 3.1 The goods are at your risk from the time of delivery.
- 3.2 Delivery takes place either:
- 3.2.1 at our premises (if you are collecting them or arranging carriage); or
- 3.2.2 at your premises or address specified by you (if we are arranging carriage).
- 3.3 You must inspect the goods on delivery. If any goods are damaged or not delivered, you must write to tell us within five days of delivery or the expected delivery time. You must give us (and any carrier) a fair chance to inspect the damaged goods.
- 4.0 Payment terms
- 4.1 You are to pay us in cash or in cleared funds prior to delivery, unless you have an approved credit account.
- 4.2 If you have an approved credit account, payment is due no later than 30 days after the date of our invoice unless otherwise agreed in writing.
- 4.3 If you fail to pay us in full on the due date we may:
- 4.3.1 suspend or cancel future deliveries;
- 4.3.2 cancel any discount offered to you;
- 4.3.3 charge you interest at a rate of 2% per month
- A. calculated (on a daily basis) from the date of our invoice until payment;
- B. compounded on the first day of each month; and
- C. before and after any judgment (unless a court orders
- 4.3.4 claim fixed sum compensation from you under s.5A of the Late Payment of Commercial Debts Act 1998 to cover our credit control overhead costs; and
- 4.3.5 recover (under clause 4.7) the cost of taking legal action to make you pay.
- 4.4 If you have an approved credit account, we may withdraw it or reduce your credit limit or bring forward your due date for payment. We may do any of those at any time without notice.
- 4.5 You do not have the right to set off any money you may claim from us against anything you may owe us.
- 4.6 While you owe money to us, we have a lien on any of your property in our possession.
- 4.7 You are to indemnify us in full and hold us harmless from all expenses and liabilities we may incur (directly or indirectly including financing costs and including legal costs on a full indemnity basis) following any breach by you of any of your obligations under these terms.
- 5.0 Title
- 5.1 Until you pay all debts you may owe us:
- 5.1.1 all goods supplied by us remain our property;
- 5.1.2 you must store them so that they are clearly identifiable as our
- 5.1.3 you must insure them (against the risks for which a prudent owner would insure them) and hold the policy on trust for us;
- 5.1.4 you may use those goods and sell them in the ordinary course of your business, but not if:
- A. we revoke that right (by informing you in writing); or
- B. you become insolvent
- 5.2 You must inform us (in writing) immediately if you become insolvent.
- 5.3 If your right to use and sell the goods ends you must allow us to remove the goods.
- 5.4 We have your permission to enter any premises where the goods may be stored:
- 5.4.1 at any time, to inspect them; and
- 5.4.2 after your right to use and sell them has ended, to remove them,
using reasonable force if necessary.
- 5.5 Despite our retention of title to the goods, we have the right to take legal proceedings to recover the price of goods supplied should you not pay us by the due date.
- 5.6 You are not our agent. You have no authority to make any contract on our behalf or in our name.
- 6.0 Warranties
- We warrant that the goods:
6.1.1 comply with their description on our order confirmation form; and
- 6.1.2 are free from material defect at the time of delivery (as long as you comply with clause 6.3).
- We warrant that the goods:
- 6.2 We give no other warranty (and exclude any warranty, term or condition that would otherwise be implied) as to the quality of the goods or their fitness for any purpose.
- 6.3 If you believe that we have delivered goods that are defective in materials or workmanship, you must:
- 6.3.1 inform us (in writing). with full details, as soon as possible; and
- 6.3.2 allow us to investigate (we may need access to your premises and product samples).
- 6.4 If the goods are found to be defective in material or workmanship (following our investigations), and you have complied with those conditions (in clause 6.3) in full, we will (at our option) repair the goods, replace the goods or refund the price.
- 6.5 We are not liable for any other loss or damage arising from the contract or the supply of goods or their use, even if we are negligent, including (as examples only);
- 6.5.1 direct financial loss, loss of profits or loss of use; and
- 6.5.2 indirect or consequential loss
- 6.6 Our total liability to you (from one single cause) for damage to property caused by our negligence is limited to one million pounds.
- 6.7 For all other liabilities not referred to elsewhere in these terms our liabiiity is limited in damages to the price of the goods.
- 6.8 Nothing in these terms restricts or limits our liability for death or personal injury resulting from negligence.
- 7.0 Return of goods
- 7.1 We will accept the return of goods from you only:
- 7.1.1 by prior arrangement (confirmed in writing);
- 7.1.2 on payment of an agreed handling charge (unless the goods were defective when delivered); and
- 7.1.3 where the goods are as fit for sale on their return as they were on delivery.
- 8.0 Export terms
- 8.1 Clause 8 of these terms applies (except to the extent that it is inconsistent with any written agreement between us) where we supply the goods over an international border or overseas.
- 8.2 The 'Incoterms' of the International Chamber of Commerce which are in force at the time when the contract is made apply to exports, but these terms prevail to the extent that there is any inconsistency.
- 8.3 Unless otherwise agreed, the goods are supplied ex works our place of manufacture.
- 8.4 Where the goods are to be sent by us to you by a route including sea transport we are under no obligation to give a notice under section 32(3) of the Sale of Goods Act 1979.
- 8.5 You are responsible for arranging testing and inspection of the goods at our premises before shipment (unless otherwise agreed). We are not liable for any defect in the goods which would be apparent on inspection unless a claim is made before shipment. We are not liable for any damage during transit.
- 8.6 We are not liable for death or personal injury arising from the use of the goods delivered in the territory of another State (within the meaning of s.26 (3) (b) Unfair Contract Terms Act 1977).
- 9.0 Cancellation
- 9.1 You may not cancel the order unless we agree in writing (and clauses 2.2.2 and 9.2 then apply).
- 9.2 If the order is cancelled (for any reason) you are then to pay us for all stock (finished or unfinished) that we may then hold (or to which we are committed) for the order.
- 9.3 We may suspend or cancel the order, by written notice if:
- 9.3.1 you fail to pay us any money when due (under the order or otherwise);
- 9.3.2 you become insolvent;
- 9.3.3 you fail to honour your obligations under these terms.
- 10 Waiver and variations
- 10.1 Any waiver or variation of these terms is binding in honour only unless:
- 10.1.1 made (or recorded) in writing;
- 10.1.2 signed on behalf of each party; and
- 10.1.3 expressly stating an intention to vary these terms.
- 10.2 All orders that you place with us will be on these terms (or any that we may issue to replace them). By placing an order with us, you are expressly waiving any printed terms you may have to the extent that they are inconsistent with our terms.
- 11 Force majeure
- 11.1 If we are unable to perform our obligations to you (or able to perform them only at unreasonable cost) because of circumstances beyond our control, we may cancel or suspend any of our obligations to you, without liability.
- 11.2 Examples of those circumstances include act of God, accident, explosion, war, terrorism, fire, flood, transport delays, strikes and other industrial disputes and difficulty in obtaining supplies.
- 12 General
- 12.1 English law is applicable to any contract made under these terms. The English and Welsh courts have non-exclusive jurisdiction.
- 12.2 If you are more than one person, each of you has joint and several obligations under these terms.
- 12.3 If any of these terms are unenforceable as drafted:
- 12.3.1 it will not affect the enforceability of any other of these terms; and
- 12.3.2 if it would be enforceable if amended, it will be treated as so amended.
- 12.4 We may treat you as insolvent if:
- 12.4.1 you are unabie to pay your debts as they fall due; or
- 12.4.2 you (or any item of your property) become the subject of:
- A. any formal insolvency procedure (examples of which include receivership, liquidation, administration, voluntary arrangements (including a moratorium) or bankruptcy);
- B. any appiication or proposal for any formal insolvency procedure; or
- C. any application, procedure or proposal overseas with similar effect or purpose.
- 12.5 All brochures, catalogues and other promotional materials are to be treated as illustrative only. Their contents form no part of any contract between us and you should not rely on them in entering into any contract with us.
- 12.6 Any notice by either of us which is to be served under these terms may be served by leaving it at or by delivering it to (by first class post or by fax) the other's registered office or principal place of business. Ail such notices must be signed.
- 12.7 No contract will create any right enforceable (by virtue of the Contracts (Rights of Third Parties) Act 1999) by any person not identifled as the buyer or seller.
- 12.8 The only statements upon which you may rely in making the contract with us, are those made in writing by someone who is our authorised representative and either:
- 12.8.1 contained in our estimate (or any covering letter) and not withdrawn before the contract is made; or
- 12.8.2 which expressly state that you may rely on them when entering into the contract.
- 12.9 Nothing in these terms affects or limits our liability for fraudulent misrepresentation.