Terms & Conditions
For Business Account Holders Only
These terms and conditions shall apply to the sale and supply of goods by Officepoint (Guernsey) Limited (referred to as “the Seller”) to any person purchasing such goods (referred to as “the Buyer”).
2.1 These terms and conditions together with the order constitute the contract (“the Contract”) under which goods are supplied by the Seller to the Buyer and apply to an initial order or any subsequent order. The quantity and description of the goods are set out in the order (“the Goods”).
2.2 Any variation to these terms and conditions must be agreed in writing by the Seller and shall otherwise be of no effect.
2.3 Where the Seller is unable to perform the Contract because the Goods ordered are not available, the Seller shall inform the Buyer as soon as reasonably practicable. The Seller may perform the Contract by providing substitute goods of equivalent quality and price, or the Buyer may be reimbursed with any sum paid.
Each order placed and accepted by the Seller shall be deemed to be a separate contract.
4. Cancellation of Contract/Return of Goods Supplied
4.1 Subject to clause 4.3, notice of cancellation or return must be made to the Seller in accordance with clause 9 within 14 days of receiving the Goods. The Seller will only accept Goods returned in original and unopened packaging, subject to
4.2 In the event that the Buyer cancels the Contract or Returns the Goods, the
Seller reserves the right in its absolute discretion to levy a 20% handling charge. The Seller will reimburse the Buyer within 30 days from the date on which the notice of cancellation/return was received any sum paid by the Buyer or on behalf of the Buyer to the Seller less such handling charge (if applicable).
4.3 If the Goods supplied to the Buyer are made to their specifications or
clearly personalized or which by reason of their nature cannot be returned or expire rapidly, the Buyer will not have the right to cancel the Contract by giving notice of cancellation as referred to in clause 4.1, unless the parties have agreed otherwise in writing.
4.4 Furniture Goods, Electronic Office Supplies or Computer Consumables
supplied to the Buyer, by reason of their nature, cannot be returned and the Buyer will remain liable for such goods.
The Seller reserves the right, by giving notice to the Buyer at any time prior to delivery, to increase the Price of the Goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, material or any other costs of manufacture), any change in the delivery dates, quantities or specifications for the goods which are requested by the Buyer, or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Seller adequate information or instructions.
6.1 Unless otherwise agreed in writing, payment is to be made net within 30 days from the date of the invoice. For these purposes, time shall be of the essence.
6.2 The Buyer must notify all queries relating to an invoice within 72 hours of receiving the same.
6.3 If the Buyer fails to make any payment on the due date, then without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to cancel the Contract and suspend any further deliveries to the Buyer. Any Goods not returned (subject to clause 4) the Buyer shall remain liable for such Goods.
6.4 The Seller reserves the right to suspend or withhold credit facilities to any Buyer where applicable without prior notice.
7.1 For Buyers who do not have credit facilities with the Seller, Goods will not be dispatched until the Seller is in receipt of cash or cleared funds in full for the Price of the Goods.
7.2 Whilst the Seller shall use its reasonable endeavours to deliver the goods on a specified date, time is not of the essence for these purposes.
7.3 Upon delivery, the Buyer is to notify the Seller within 2 working days if the Goods delivered are incorrect or incomplete. If the Buyer fails to notify the Seller as aforesaid, the Buyer will be deemed to have accepted delivery of such Goods.
7.4 Upon notification of defective Goods as set out in clause 7.3, the Seller shall be entitled to replace the Goods (or the part in question) free of charge or, at the Seller’s discretion refund to the Buyer the price of the Goods (or proportionate part of the price), but the Seller shall have no further liability to the Buyer.
7.5 In the event that upon delivery the Buyer is unable or unwilling to accept custody of the Goods, the Seller reserves the right to charge for storage until such time as the Buyer receives the Goods.
7.6 If the Goods are to be collected by the Buyer from the Seller, the Seller reserves the right to charge for storage if the Goods are not collected within seven days after notice to the Buyer that the Goods are available for collection.
7.7 Where an order has been paid for by credit card, those orders will only be delivered to the address of the card holder.
7.8 In the event that a Buyer returns any Goods without informing the Seller, the Buyer shall remain liable for such Goods.
7.9 The Buyer reserves the right to charge a £10 delivery charge on any order for Goods where the total value of that order is less than £25.
8. Risk and Property
8.1 In the case of Goods to be delivered by the Seller to the Buyer, risk of damage to or loss of the Goods shall pass to the Buyer at the time of delivery.
8.2 In the case of Goods to be collected from the Seller’s premises, risk of damage of loss of the Goods shall pass to the Buyer upon collection.
8.3 Notwithstanding delivery or collection and the passing of risk in the Goods or any other provision of these conditions, the property in the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full the Price of the Goods and all other Goods agreed to be sold by the Seller to the Buyer for which payment is then due.
8.4 Until such time as the property in the Goods passes to the Buyer (and provided the Goods are still in existence and have not been resold) the Seller shall be entitled to at any time require the Buyer to deliver up the Goods to the Seller, and if the Buyer fails to do so forthwith to enter the premises of the Buyer or any third party where the Goods are stored and repossess the Goods.
8.5 The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Seller, but if the Buyer does so all monies owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.
8.6 Until such time as the property in the Goods passes to the Buyer the Buyer shall hold the Goods as the Seller’s fiduciary agent and bailee and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured as the Seller’s property.
9.1 Any notice required or permitted to be given by either party to the other under these conditions may be given by telephone, fax, first class post or email. In the case of fax or email the notice shall be deemed to have been delivered upon transmission by the sender. In the case of notice by post, delivery shall be deemed to occur two working days after the day of posting.
9.2 Notice will be deemed by the Seller to have been properly given if the Buyer:-
9.2.1 leaves it at the Seller’s address last known to him and addressed to the Seller or other person by name;
9.2.2 sends it by post to the address last known to him and addressed to the Seller or other person by name;
9.2.3 sends it by facsimile to the business facsimile number last known to him;
9.2.4 sends it by electronic mail to the business electronic mail address last known to him.
10. Warranties & Liabilities
10.1 The Buyer acknowledges and agrees that the Seller has not given any warranty or condition as to the quality or fitness for any purpose of the Goods and that all conditions or warranties, express or implied (whether by statute or otherwise) are expressly excluded.
10.2 The Buyer will be responsible for checking the Goods for quantity and for damage upon delivery or collection. The Seller shall not be liable for any damage or short delivery unless notified of it within 2 clear days of delivery or collection in accordance with clause 7.3.
10.3 The Seller shall not be liable under any circumstances for the use to which the Goods are put. The Buyer should take all steps to satisfy itself as to the suitability of the Goods. The Buyer warrants and agrees that in placing an order under these terms and conditions, it has not relied upon any representations whether written or oral made by or on behalf of the Seller.
10.4 All terms, conditions or warranties implied by a statutory or common law relating to the Goods are excluded from the Contract to the fullest extend permitted by law.
10.5 If the Seller fails to deliver the Goods for any reason other than any cause beyond the Seller’s reasonable control or the Buyer’s fault, and the Seller is accordingly liable to the Buyer, the Seller’s liability shall be limited to the Price for the Goods specified in that particular order.
10.6 The Seller shall not in any event be liable to the Buyer for any indirect or consequential loss or damage.
11. Force Majeure
The Seller shall not be liable for failing to perform any Contract made under these terms and conditions whether in whole or in part if the failure is caused by any inability to secure labour, material or supplies, act of God, riot or civil commotion, acts of terrorism, strike, fire flood, drought, act of government or any cause, whether or not similar in kind to all or any of the foregoing, outside the Seller’s control and shall have the right by notice to the Buyer to rescind the Contract or to elect to vary the Contract as may in the Seller’s opinion by necessary.
12. Copyright and Other Industrial Rights
The Seller shall be indemnified by the Buyer against any claim by a third party against the Seller arising out of any goods supplied to or work done for the Buyer including any infringement, copyrights, patents, trade marks or registered designs.
13. Governing Law
This Contract shall be governed by and interpreted in accordance with Guernsey Law and the Guernsey courts shall have jurisdiction to resolve any disputes between the parties.
14.1 No failure or delay by the Seller in exercising any right, power or privilege under these terms and conditions shall impair the same or operate as a waiver of the same nor shall any single or partial exercise of any right, power or privilege preclude any further exercise if the same of the exercise of any other right, power or privilege.
14.2 In any provision of these terms and conditions is prohibited by law or judged by a court to be unlawful, void or unenforceable the provision shall, to the extent required, be severed from these terms and conditions and rendered ineffective as far as possible without modifying the remaining provision of these terms and conditions and shall not in any way affect any other circumstances of or the validity or enforcement of the Contract.