Terms of Sale

 

1 Definitions

Goods means the goods which Janine van Moosel is to supply to the Customer in accordance with these Terms and Conditions

Order means an order placed through the Web Site for Goods

Price means the price for the Goods

Terms means the standard terms set out in these Terms and Conditions;

Web Site means www.janinevanmoosel.co.uk

 

2 The Goods

2.1 You (Customer) appoint Janine van Moosel to provide Goods in accordance with the description given on the Web Site. The Customer accepts such appointment upon the Terms contained in this agreement.

2.2 The quantity, quality and description of the Goods shall be as set out in the Web Site.

2.3 The Customer shall be responsible for the accuracy of an Order and for giving Janine van Moosel any information necessary for Janine van Moosel to perform the Contract.

2.4 Upon placing an Order the Customer has offered to purchase Goods from Janine van Moosel.  No act performed by Janine van Moosel will constitute formation of a Contract until an item is shipped to the Customer.

2.5 Janine van Moosel will, however, confirm the placement of an Order by sending the Customer an email to the designated email address given by the Customer upon placement of the Order.

2.6 Janine van Moosel may at any time without prior notice make any changes to the Goods which are required by any applicable statutory or EU requirements or which do not materially affect the quality or performance of the Goods.

 

3. Payment Terms

3.1 The Customer agrees to pay the Price for the Goods at the time of placing the Order.

3.2 VAT is not currently applicable.

3.3 Should the Customer fail to make payment in full on the Due Date under this agreement, interest may be charged on the outstanding amount. Such interest shall accrue on a daily basis at the rate of 8% above the base rate of The Royal Bank Of Scotland from time to time from the Due Date until the date of payment, whether before or after judgment or other Court order.

3.4 If there is any increase in the cost to Janine van Moosel which is due to any factor beyond the control of Janine van Moosel, she may give written notice to the Customer at any time before delivery to increase the Price of the Goods. The Customer shall then be entitled to cancel any relevant order by notifying Janine van Moosel in writing.

3.5 All amounts due under these Terms shall be paid in full without any deduction or withholding other than as required by law. Neither party may justify withholding payment of any such amount in whole or in part to assert any credit, set-off or counterclaim against the other party.

 

4. Delivery and Ownership

4.1 Unless previously agreed in writing, any dates quoted for delivery of the Goods are approximate only. Janine van Moosel shall not be liable for any delay in delivery of the Goods however caused. Time for delivery shall not be of the essence unless previously agreed in writing by Janine van Moosel. On giving reasonable notice to the Customer, the Goods may be delivered to the Customer in advance of the quoted delivery date.

4.2 If Janine van Moosel is to deliver the Goods to an address, Janine van Moosel’s charges for transport, packaging and insurance (including VAT on such charges) will be subject to agreement between the parties at the time the Customer places an Order.

4.3 Only when Janine van Moosel has received payment in full will title to the Goods pass to the Customer. All risk of loss or damage to the Goods shall pass to the Customer on shipping of the Goods.

4.4 Until title in the Goods passes, the Customer shall:

4.4.1 hold the Goods as bailee for Janine van Moosel, take proper care of them and take all reasonable steps to prevent any damage to or deterioration of them;

4.4.2 store or keep the Goods separately from all other goods, so as to show clearly that they belong to Janine van Moosel;

4.4.3 not sell, hire or rent or part with possession of the Goods; and

4.4.4 keep the Goods free from any mortgage, charge, lien or other encumbrance.

4.5 Despite clauses 4.3 and 4.4, Janine van Moosel may:

4.5.1 bring an action against the Customer for the price of the Goods if the Customer fails to pay for them in full by the Due Date, even though property in the Goods has not passed to the Customer; and/or;

4.5.2 by notice in writing to the Customer at any time after delivery pass property in the Goods to the Customer as from the date of such notice.

 

5 Warranties

5.1 Janine van Moosel warrants and represents to the Customer that:

5.1.1 she will perform her obligations under these Terms with all due skill, care and diligence; and

5.1.2 in performing her obligations under these Terms she will comply with all Applicable Laws.

5.2 Neither party shall be liable to the other (whether in contract, tort, including negligence and breach of duty, or otherwise at law) for any:

5.2.1 indirect or consequential loss; or

5.2.2 loss of profits, revenue or goodwill of the other party.

5.3 Neither party excludes their liability for death or personal injury if caused by their own negligence

 

6 Specification

6.1 The quantity, quality, description and/or specification for the Goods shall be that set out in the Order.

6.2 The Customer is responsible for checking and satisfying itself that any specification given is accurate and adequate for the Goods.

6.3 Whilst every reasonable attempt shall be made to ensure that the Goods meet the specification Janine van Moosel shall have no liability for errors in any specification or details supplied by the Customer or otherwise.

6.4 Details and/or specifications on the Web Site, in brochures, and Price lists produced by Janine van Moosel are intended as a guide only and give a general approximation of the Goods.

6.5 The Customer agrees to hold harmless and indemnify Janine van Moosel against all claims, losses, actions, liabilities, costs (including legal costs on a full indemnity basis) and other losses arising out of Janine van Moosel’s use of specifications, details and/or drawings supplied by the Customer.

6.6 The Customer confirms and agrees that it has not relied upon the details and information contained in Janine van Moosel’s Web Site or in Price Lists unless it has sought and obtained written confirmation from Janine van Moosel of their accuracy on the Web Site or in the Price lists.

6.7 Janine van Moosel reserves the right to make changes to the specification of the Goods as required from time to time by law, applicable safety requirements or manufacturing requirements provided that they do not have a material adverse affect on the quality and/or performance of the Goods.

 

7 Termination

7.1 Either party may terminate these Terms immediately by notice in writing if the other party:

7.1.1 commits a material breach of any of the Terms and, if such breach is capable of being remedied, fails to remedy the breach within 30 days of receiving notice from the terminating party specifying the breach and requiring the breach to be remedied;

7.1.2 enters into liquidation whether compulsorily or voluntarily (otherwise than for the purposes of a solvent amalgamation or reconstruction);

7.1.3 becomes insolvent;

7.1.4 ceases or threatens to cease to carry on business;

7.1.5 compounds or makes any voluntary arrangement with its creditors;

7.1.6 is the subject of a notice of appointment of an administrator, or a notice of intention to appoint an administrator or liquidator;

7.1.7 is unable to pay its debts as they fall due;

7.1.8 has an encumbrancer take possession of, or a receiver or administrative receiver appointed over, all or any part of its assets; or

7.1.9 takes or suffers any similar action due to debt,or if the equivalent of any of the events described at clause 6.1.2 to 6.1.9 inclusive under the law of any jurisdiction occurs in relation to the other party.

7.2 The expiry or termination of these Terms for any reason shall not affect any rights and/or obligations:

7.2.1 accrued before the date of termination or expiry; or

7.2.2 expressed or intended to continue in force after and despite expiry or termination.

7.3 On termination of these Terms (for a breach by the Customer) any outstanding or un-invoiced Price shall become immediately payable.

7.4 On termination of these Terms (for a breach by Janine van Moosel ) the Customer may receive a refund of all Prices paid to date.

 

8 Intellectual Property Rights

8.1 No right or licence is granted under these Terms to the Customer or to any third party under any patent, trade mark (whether registered or unregistered), copyright, United Kingdom or Community design right (whether registered or unregistered) or other intellectual property rights of Janine van Moosel of whatever nature and subsisting in any part of the world (“Intellectual Property Rights”).

8.2 Where any designs, or Web Sites, information or other documents have been supplied by the Customer to Janine van Moosel then the Customer warrants that the use of those designs or Web Sites for the provision of the Services shall not infringe the Intellectual Property Rights of any third party. The Customer shall keep Janine van Moosel fully indemnified against all losses and all actions, claims, proceedings, costs and damages arising out of any claims made by a third party that Janine van Moosel has infringed that third party’s rights as a result of breach by the Customer of this clause 8.2.

8.3 All documents, drawings, programmes, artwork, sketches and diagrams generated by Janine van Moosel in providing the Services (the “Works”) (and all Intellectual Property Rights therein) shall be owned by and vest in Janine van Moosel unless otherwise expressly agreed in writing between Janine van Moosel and the Customer. In the event that Janine van Moosel agrees to transfer ownership of the Intellectual Property Rights in any Works to the Customer by virtue of such express agreement, the Customer agrees that Janine van Moosel may reproduce those Works for the purposes of Janine van Moosel’s own publicity without further reference to the Customer provided that a sufficient acknowledgement of the Customer’s ownership of the Intellectual Property Rights is given.

8.4 All information provided by either party to the other party in connection with the provision of the Services and which the Customer informs Janine van Moosel in writing is confidential and/or commercially sensitive shall be treated as and kept confidential by Janine van Moosel, save for information which is in or which enters the public domain otherwise than through breach of this clause 8.4, or information which Janine van Moosel receives from a third party, or information which it is necessary for Janine van Moosel to disclose to comply with any legal obligation or which Janine van Moosel needs to disclose to its legal advisers for the purpose of obtaining legal advice. References to “information” in this clause 8.4 shall include information provided by employees, contractors, agents, representatives or advisers of the Customer, or information which is obtained by Janine van Moosel through observation during visits to any of the Customer’s premises or those of the Customer’s agents, representatives or advisers and whether such information is received orally or in writing or by any other means.

 

9 General

9.1 No variation to these Terms shall be binding unless agreed in writing between the authorised representatives of Janine van Moosel and the Customer. Janine van Moosel ’s employees or agents are not authorised to make any representations concerning the Goods unless confirmed by Janine van Moosel in writing. Nothing in these Terms affects the liability of either party for fraudulent misrepresentation.

9.2 Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance or offer, invoice or other document or information issued by Janine van Moosel shall be subject to correction by Janine van Moosel without any liability on the part of Janine van Moosel .

9.3 Time is not of the essence in relation to the performance of the obligations of Janine van Moosel under these Terms. Notices between the Customer and Janine van Moosel relating to these Terms shall be in writing. Notices shall either be delivered personally or sent by first class post or fax to their registered office. Notices if delivered by hand shall be treated as received when delivered, if sent by first class post 48 hours after posting, if sent by air-mail post 72 hours after posting and if sent by fax when sent.

9.4 These Terms are the entire agreement between the Customer and Janine van Moosel and replace all previous agreements between them relating to the same subject matter.

9.5 Neither the Customer nor Janine van Moosel shall be liable if it breaches these Terms as a result of circumstances which are beyond its reasonable control, provided that as soon as is reasonably practicable it gives notice to the other party.

9.6 Nothing in this agreement creates a partnership or employment relationship between the Customer and Janine van Moosel or makes one party the agent of the other.

9.7 These Terms or any rights or obligations under them may not be assigned by either party without the prior written consent of the other (such consent not to be unreasonably withheld or delayed).

9.8 Nothing in these Terms is intended to create any right for any third party to enforce any provision of these Terms under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

9.9 Customer and Janine van Moosel shall attempt to substitute for any invalid, illegal or unenforceable provision a valid, legal and enforceable provision which achieves to the greatest extent possible the economic, legal and commercial objectives of the invalid, illegal or unenforceable provision.

9.10 The laws of Scotland, England, Wales and Northern Ireland shall govern these Terms. The Customer and Janine van Moosel agree to submit to the exclusive jurisdiction of the courts of Scotland and the United Kingdom.

 

10 Data Protection and Privacy Policy

10.1 To the extent that Janine van Moosel keeps and hold any personal information about the Customer it will be held by Janine van Moosel for the purposes of processing any completing Orders and to provide the Customer with information about offers being made by Janine van Moosel .

10.2 Janine van Moosel will not divulge Customer information to any third party except where it is necessary for the purposes of processing and fulfilling Orders, or as we are required to do so by law.

10.3 If the Customer does not wish to be informed of any offers being made by Janine van Moosel please email info@janinevanmoosel.co.uk

10.4 Janine van Moosel does use cookies in order to assist in the processing of Orders via the Web Site. They will not be used for any other purpose.

 

11 Intellectual Property

11.1 All intellectual property rights relating to the Web Site are and shall remain the property of Janine van Moosel .

11.2 Title to the Web Site (both legal and equitable) is and shall at all times remain with Janine van Moosel and the Customer shall keep the Web Site free of all charges, liens and encumbrances and protect it from any and all judicial process.

11.3 Title to the content of the Web Site (both legal and equitable) is and shall at all times remain with the Customer and Janine van Moosel shall keep the same free of all charges, liens and encumbrances and protect it from any and all judicial process.

11.4 Janine van Moosel grants to the Customer a non-exclusive non-transferable licence to use the Web Site and unless expressly permitted in writing by Janine van Moosel , the Customer is not permitted to sub-licence any rights which may from time to time be granted in writing by Janine van Moosel to any third party. The Customer agrees that it will not itself, or through a third party:

11.4.1 Copy the Web Site, except as is necessary for use of the Web Site. In the event that the Client makes any copies of the Web Site, the Client shall reproduce all proprietary notices on such copies;

11.4.2 Reverse engineer, decompile, disassemble or otherwise attempt to derive source code from the Web Site except as permitted by law;

11.4.3 Write or develop any derivative or other software programs based, in whole or in part upon the Web Site.

11.5 The Customer may link to this website if the Customer or any third party wishes without our permission. The Customer or third party may also use any information contained in this Website as long as Janine van Moosel ’s ownership is acknowledged.

11.6 However if the Customer does link to the Web Site the person so linking ownership agrees that they will indemnify Janine van Moosel in full if any action is taken against Janine van Moosel by any party, or even by the person linking, by virtue of the link created. If a link is created to this Web Site, any use is subject to these Conditions.

 

12 Complaints

12.1 If the Customer has any query or wishes to serve any notice pursuant to these Conditions or make any complaint then should communication should be made to info@janinevanmoosel.co.uk

 

13 Returns

13.1 You have the right to return Goods purchased via the Web Site if you are a consumer and as long as you meet certain requirements.

13.2 If you do wish to return the Goods then you must notify us of your intention to do so by emailing info@janinevanmoosel.co.uk. The email and the return of the Goods must be within 14 days of receipt of the Goods by you.

13.3 Janine van Moosel shall be entitled to deduct its postage and handling costs from any refund afforded to you as a result of such a return.