RMH Distribution LLP t/a Stylewarehouse.co.uk
Legal notice
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.
RMH Distribution LLP 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 RMH Distribution LLP 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
RMH Distribution LLP. 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 RMH Distribution LLP, 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 30 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
otherwise) ;
- 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
property;
- 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).
- 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.
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