Terms & Conditions of Sale

Terms & Conditions of Sale

Please read the terms and conditions set out below carefully before opening an account and purchasing Goods. By opening an account, purchasing Goods from us or otherwise using this Website you agree to be bound by these terms and conditions (“Terms and Conditions”).

1. DEFINITIONS

 In these Terms and Conditions the following words shall have the following meanings:

“the Customer”, “you”, “your” and “yours” are references to you the person purchasing any Goods from us;

“Force Majure Event” means an event or circumstance beyond a party’s reasonable control;

 “Goods” means any product or item ordered by you from us;

“Terms and Conditions” means the terms and conditions of sale set out in this document;

 “we”, “us” and “our” are references to Preseli Limited (company registration number 02465701) of Unit 4 Ashmount Industrial Centre, Castle Park, Flint, Flintshire CH6 5XA ;

“Website” is a reference to the website, www.preseli.biz which is run and operated by us and on which these Terms and Conditions are displayed.

2. ORDERING

2.1 These Terms and Conditions apply to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

2.2 If you would like to obtain a quote from us please either email sales@preseli.biz  or telephone us on 01352 730006 and we will provide you with a quote. A quote shall not constitute an offer by us. A quote shall be valid for a period of 30 days from its date of issue.

2.3 You may place an order either by email to sales@preseli.biz or by fax to 01352 730008. When ordering any Goods from us you do so in accordance with these Terms and Conditions. You are deemed to have accepted the prices of the Goods quoted to you and other terms such as delivery which may have been quoted to you at the time of placing your order. For Goods which require printing please supply the appropriate artwork at the time of placing your order.

2.4 An order placed by you in accordance with clause 2.3 constitutes an offer by you to purchase the Goods in accordance with these Terms and Conditions.

2.5 Your order will only be deemed to be accepted when we notify you that your order has been accepted. This will usually be done by email and the confirmation will detail our selling price and your order. (This includes the estimated delivery date which can be subject to change. We will inform you of any delays.)

2.6 Any contract for the supply of Goods is between you and Preseli Limited.

2.7 You must check that the order meets your requirements and that the quantity and specifications of the Goods meet your requirements. Any discrepancies must be notified to us within 24 hours of receipt of the order confirmation email.

3. PRICES

3.1 All prices listed on the Website are correct at the time of publication however we reserve the right to alter these in the future. Prices are exclusive of value added tax and delivery charges and these will be added to your order if applicable. Prices in printed catalogues may be out of date and should be checked with us.

3.2 The total price for Goods ordered, including delivery charges, will be confirmed to you when you place your order. 

3.3. Standard carriage is charged on all orders unless specifically agreed. Prices quoted are for standard carriage which is a next day service to most mainland UK addresses, excluding postcodes to which our carriers either do not operate a next day service or impose a surcharge to deliver next day. These areas vary but often include the Scottish Highlands and other remote areas. Carriage to such areas and to non-mainland addresses will be subject to surcharge, as will Timed, Saturday and Same Day deliveries.

3.4. Samples are usually provided free of charge including Royal Mail 1st class delivery to one UK address. We reserve the right to review this policy and to charge for samples and/or delivery at our discretion.

3.5. In the event of cancellation of an accepted order, you will be charged for all costs incurred up to the date of receipt of the cancellation by us. You may not cancel your order for personalised Goods once we have started printing the artwork on the Goods.

4. PERSONALISED GOODS

4.1 When ordering personalised Goods you must ensure that you supply your artwork at the time of placing your order Images may be uploaded to us in the following formats - Adobe Illustrator (AI); Adobe Illustrator (EPS) (PDF); Hi-Res (JPEG)-minimum 250dpi at 100% printed size; Photoshop document (PSD) (please convert text to outlines).  

4.2. You must be the legal owner or have the consent of the legal owner of the copyright and all intellectual property rights in the image that you wish to have printed as part of the order. No order should contain pornographic or obscene content nor should it be designed to incite violence or racial hatred, be defamatory, in bad taste, damage a person’s reputation or name or be otherwise objectionable or contravene any law or regulation. Any names, logos and trademarks used by you for the order must be owned or used by you under licence. You must get permission from any other person whose details you propose to use, before you provide us with any of their information.

4.3 You hereby grant to us a perpetual non-exclusive licence to use such content and/or materials which you post or transmit to or from us and/or include on any personalised Goods for the purposes of satisfying your order and our business purposes.

4.4 Whilst we will undertake to proof artwork correctly including correct spelling and grammar it is ultimately the Customer’s responsibility to check the artwork proof and make us aware of any errors. Once the artwork is approved and returned back to us we do not accept responsibility for any errors.

5. PAYMENT 

5.1. Payment shall be made no later than 30 days from date of the invoice and time of payment shall be of the essence.

5.2. We reserve the right to charge a late payment fee calculated in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 (as amended) and interest on the outstanding sum calculated on a daily basis equal to 8% above the Bank of England’s base rate (or, should we alternatively decide, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 (as amended)) from the date the payment was originally due until the date of receipt of payment in cleared funds, whether before or after judgment.

5.3 If we are not paid an invoice we may charge an administration fee of £40 plus VAT for each letter that we send chasing payment. We may also instruct a debt collection agency or solicitors or other professional parties to collect our payment (including any interest and/or late payment charges) on our behalf.

5.4. If we find it necessary to use a debt collection agency, solicitors or other professional parties to recover any fees in connection with these Terms and Conditions, or in dealing with any breach of these Terms and Conditions by you, you will be required to pay for the costs incurred by us and shall indemnify us in respect of the full amount of the same regardless of any court decision as to the liability for costs.

5.5 We reserve the right at any time to demand full or partial payment before proceeding further with any order.

5.6 You shall pay all amounts due under these Terms and Conditions in full without any set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law). We may at any time, without limiting any other rights or remedies we may have, set off any amount owing to us by you against any amount payable by us to you.

5.7 Customers without a credit account will be subject to a pro forma invoice. The pro forma will be sent along with the order confirmation and is subject to immediate payment. The order will not be processed until payment is received. Customers may apply for a credit account by completing a credit account application form available on request.

5.8 We are under no obligation to offer a credit account. Any offer shall be subject to receipt of acceptable trade references and shall be entirely at our discretion.

5.9 Should you apply for a credit account you consent to us contacting any person or entity that you provide details of as a potential referee, and confirm that such person or entity has consented to act in such capacity.

5.10 We may withdraw a credit account or change the credit limit associated with a credit account entirely at our discretion upon giving you 30 days’ notice of such a change.

5.11 We may withdraw a credit account or change the credit limit associated with a credit account entirely at our discretion and without notice should any payment not be made in accordance with clause 5.1 or should the Customer become subject to any of the events listed in clause 13.1.

6. DELIVERY AND RISK

6.1. Lead times quoted are from date of approval of artwork proof. Any times quoted for delivery are estimates only and we shall not be liable for failure to deliver within the time quoted. Time of delivery shall not be of the essence. We shall not be liable for any delay in delivery of the Goods that is caused by a Force Majure Event or your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

6.2 If we fail to deliver the Goods, our liability shall be limited to the costs and expenses incurred by you in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. We shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majure Event or your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

6.3 Delivery of the Goods to the stipulated place of delivery or to a carrier nominated by you (if applicable), whichever is sooner, shall constitute delivery to the Customer.

6.4 Delivery is completed on the completion of unloading of the Goods at the stipulated place of delivery or collection from us by the carrier nominated by you (if applicable).

6.5. Discrepancies and damage apparent at the time of delivery must be noted on carriers receipt note and notified to us in writing immediately. Other discrepancies or damage in transit must be notified to us in writing within seven (7) days after receipt of invoice.

6.6. We shall be entitled to make partial deliveries by instalments and to invoice for such deliveries as made. These conditions shall apply to each such delivery.

6.7. We will endeavour to deliver exact quantities but reserve the right to over or under deliver by up to 5% of the quantity ordered.

6.8 All risk in the Goods shall pass to you on completion of delivery.

6.9 If you fail to accept delivery of the Goods at the time they are ready for delivery, or we are unable to deliver the Goods at the nominated time due to your failure to provide appropriate instructions, documentation, licences, consents or authorisations, then the Goods shall be deemed to have been delivered to you and all risk and responsibility in relation to such Goods shall pass to you. Any storage, insurance and other costs which we incur as a result of the inability to deliver the Goods shall be your responsibility and you shall indemnify us in full for such cost. Goods that we attempt to deliver that are refused by the end user may be subject to a further delivery charge.

6.10 No refunds of the delivery charge are made for late deliveries.

6.11 Where delivery is outside the UK, you may be liable to pay additional tax or duty once the Goods reach your country. This may vary from country to country. Please contact your local customs office for more information. Please note that Goods may be subject to inspection by your local customs office where delivery is outside the UK.

7. TRANSFER OF TITLE

7.1. Title in the Goods shall remain with us until we receive payment in full for the Goods and any other goods that we have supplied to you, in which case title to the Goods shall pass at the time of payment of such sums. 

7.2. Until such time as the title in the Goods passes to the Customer, the Customer shall:
a) store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as our property;
b) not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
c) maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
d) notify us immediately if it becomes subject to any of the events listed in clause 13.1; and
e) give us such information relating to the Goods as we may require from time to time.

7.3 If you sell or otherwise dispose of or make any insurance claim in respect of the Goods prior to making payment in full to us, you do so as principal and not as agent for us and you shall not give any warranties or incur any liability on our behalf. The proceeds of any such sale or other disposition (or claim thereto) as well as the proceeds of any insurance claim made by the Customer in respect of the Goods belong to us to the extent of all sums due to us in respect of the Goods.

7.4. Failure by you to make all payments when due shall give us the right without prejudice to any other remedy we may have, to repossess the Goods without prior notice and to enter any premises for the purpose of such repossession and you hereby grant us a non-revocable licence to enter your premises for the purposes of recovering the Goods.

7.5 If before title to the Goods passes to the Customer the Customer becomes subject to any of the events listed in clause 13.1, then, without limiting any other right or remedy we may have, we may at any time:
a) require the Customer to deliver up all Goods in its possession; and
b) if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in order to recover them.

7.6. Nothing in these Terms and Conditions shall give the Customer any right to return Goods sold hereunder. We may sue you for the price when due notwithstanding that title in the Goods may not have passed to you.

8. LINKED SITES

There may be a number of links on our Website to third party Websites which we believe may be of interest to you. We do not represent the quality of the goods or services provided by such third parties nor do we have any control over the content or availability of such sites. We cannot accept any responsibility for the content of third party Websites or the services or goods that they may provide to you.

9. OUR WEBSITE

9.1 The material available on the Website may vary from time to time without notice to you. This is in order to ensure that the Website is as up to date as possible.

9.2 We aim to have the site available at all times, however, you will appreciate that we cannot guarantee this or that it will be error free and we cannot accept liability for any issues that this may cause. We aim to keep the Website as up to date as possible; all product descriptions displayed on the Website are correct at the time the information is entered however the information appearing at the time may not always reflect the position exactly at the time you place your order. 

9.3 You must not interfere with the working of our Website nor must you circumvent security on the site, tamper with, or hack into, or otherwise attempt to disrupt our computer system, server, website, router or any other internet connected device or service. You must not use the Website to gain unauthorised access to any other computer system or website.

9.4 Our Website is intended for your use only (which must be reasonable and not offensive, abusive or in breach of any law or order). You are not permitted to access, use or copy any material or information on this Website for any commercial or unlawful purpose.

10. USE OF THE WEBSITE

10.1 You are entitled to view any parts of the Website which are not password protected and to use for your own purposes the information set out in the Website provided it is used for information purposes or for reproduction for your personal use only.

10.2 You may not use any of the information for reproduction on any other website or for commercial gain.

10.3 If you wish to create a link to the Website you must notify Preseli Limited and obtain our approval for the link before it is created.

10.4 You must not copy, store, nor transmit in any form or by any means to any third party any part of the Website without our written permission.

11. COPYRIGHT AND TRADEMARKS

11.1 We own the copyright in the material displayed on the Website. Ownership in, and all rights created in relation to the Website and any trade marks or marks used on the site vest in us absolutely unless otherwise indicated. Unauthorised use of the material including our trade marks or marks  including reproduction, storage, modification, distribution or republication without our prior written consent or, where applicable, the respective copyright owner(s) is prohibited.

11.2 The names and logos of Preseli Limited and all related product and service names, designs and slogans are the trade names, service marks or trade marks of Preseli Limited and may not be used without our prior consent.

11.3 All works in the nature of databases attract database rights.

12. GUARANTEE, LIMITATION OF LIABILITY AND CUSTOMER INDEMNITY

12.1. We guarantee that upon delivery the Goods will be free from defects caused by faulty materials or poor workmanship. Under this guarantee we will at our option either repair, replace or give credit to the Customer for any Goods found to be defective provided that:
a) we are notified in writing within 7 days of becoming aware of any defect;
b) the defective Goods are returned to us without delay; and
c) examination of the Goods by us reveals to our satisfaction that such defect exists and has not been caused by misuse, neglect, accident, improper storage or handling or by repair or alteration not effected by us.

12.2 Nothing in these Terms and Conditions shall limit or exclude our liability for:
a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
b) fraud or fraudulent misrepresentation; or
c) any matter in respect of which it would be unlawful for us to exclude or restrict liability.

12.3. Save as expressly set out above, we disclaim any and all liability to you for the supply of the Goods to the fullest extent permissible under applicable law. If we are found liable for any loss or damage to you such liability is limited to the amount you have paid for the relevant Goods. We cannot accept any liability for any loss of profit, or any any direct or indirect or consequential loss arising under or in connection with these Terms and Conditions, whether arising in contract, tort (including negligence), breach of statutory duty, or otherwise.

12.4 We shall not be held liable for any failure or delay in delivering Goods where such failure arises as a result of any act or omission which is outside our reasonable control such as an act of God or those of third parties which shall include, but is not limited to, any labour strikes, bad weather conditions, fires, governmental actions, war or terrorist acts.

12.5 We do not accept liability for any indirect loss, consequential loss, loss of data, loss of income or profit, loss or damage to property and/or loss from claims of third parties arising out of the use of the Goods purchased from us.

12.6 We shall not be held liable for any misrepresentations other than fraudulent misrepresentations.

12.7 We have taken all reasonable steps to prevent internet fraud and ensure any data collected from you is stored as securely and safely as possible. However, we cannot be held liable in the extremely unlikely event of a breach in our secure computer servers or those of third parties.

12.8 You agree to promptly and fully indemnify us and keep us indemnified and hold us harmless against any and all expenses, damages, liability, claims and losses of any kind (including legal fees and costs) incurred by us in connection with any claims actual or threatened, of any kind (including, without limitation, any claim of trademark or copyright infringement, libel, defamation, breach of confidentiality, breach of any statutory or regulatory duty) arising from any personalised Goods that we produce to your order and the indemnity may, without limitation, be claimed as a debt or liquidated demand.

13. TERMINATION

13.1 Without limiting our other rights or remedies, we may terminate the contract with immediate effect by giving written notice to the Customer if:
a) the Customer commits a material breach of these Terms and Conditions and (if such a breach is remediable)
b) the Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
c) the Customer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of its business; or
d) the Customer’s financial position deteriorates to such an extent that in our opinion the Customer's capability to adequately fulfil its obligations under these Terms and Conditions has been placed in jeopardy.

13.2 Without limiting our other rights or remedies, we may suspend provision of the Goods under the contract or any other contract between the Customer and us if the Customer becomes subject to any of the events listed in clause 13.1, or we reasonably believe that the Customer is about to become subject to any of them, or if the Customer fails to pay any amount due under these Terms and Conditions on the due date for payment.

13.3 Without limiting our other rights or remedies, we may terminate the Contract with immediate effect by giving written notice to the Customer if the Customer fails to pay any amount due under these Terms and Conditions on the due date for payment.

13.4 On termination of the contract for any reason the Customer shall immediately pay to us all of the Supplier's outstanding unpaid invoices and interest.

13.5 Termination of the contract shall not affect any of the parties' rights and remedies that have accrued as at termination, including the right to claim damages in respect of any breach of these Terms and Conditions that existed at or before the date of termination.

13.6 Any provision of these Terms and Conditions that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

14. FORCE MAJURE

Neither party shall be in breach of these Terms and Conditions nor liable for delay in performing, or failure to perform, any of its obligations under these Terms and Conditions if such delay or failure result from a Force Majeure Event. If the period of delay or non-performance continues for 4 weeks, the party not affected may terminate the contract by giving 7 days written notice to the affected party.

15. GENERAL

15.1 We may subcontract any part or parts of the supply of the Goods that we provide to you from time to time and we may assign or novate any part or parts of our rights and obligations under these Terms and Conditions without your consent or any requirement to notify you. You may not assign or transfer your obligations under these Terms and Conditions without our express written consent.

15.2 The Terms and Conditions, any order confirmation and payment instructions constitute the entire agreement between you and us. No other terms, statements, representations or promises whether expressed or implied shall form part of our contract. In the event of any conflict between these Terms and Conditions and any other term or provision, these Terms and Conditions shall prevail.

15.3 We may alter or vary these Terms and Conditions at any time without notice to you and any revised Terms and Conditions will be published on our Website.

15.4 If any term or condition shall be deemed invalid, illegal or unenforceable, we both agree that such term or condition shall be deemed to be deleted and the remainder of these Terms and Conditions shall continue in force without such term or condition.

15.5 These Terms and Conditions shall be governed by and construed in accordance with the laws of England and Wales. The parties hereto submit to the exclusive jurisdiction of the courts of England and Wales.

15.6 No delay or failure on our part to enforce our rights or remedies under the Agreement shall constitute a waiver on our part of such rights or remedies unless such waiver is confirmed in writing.

15.7 It is not intended that the undertakings and obligations of the parties set out in this Agreement shall be for the benefit of and capable of being enforced by any other person by virtue of the Contracts (Rights of Third Parties) Act 1999.

16. NOTICE

Any notice required or permitted to be given by either party to the other under these Terms and Conditions shall be sent by first class post or facsimile transmission to that other party at its registered office or principal place of business or such address as may at the relevant time have been notified pursuant to this provision to the party giving that notice.

October 2017

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