SEALWISE LIMITED
TERMS AND CONDITIONS OF ONLINE SALES OF PRODUCTS
1. ABOUT US
1.1 1.2 Company details. Sealwise Limited (company number 07751844) (we
and us) is a company registered in England and Wales and our
registered office and main trading address is at Unit 5 Mendip Business
Park Mendip Road, Rooksbridge, Axbridge, Somerset, BS26 2UG. Our
VAT number is 124555523. We operate the website
https://www.sealwise.co.uk/shop.
Contacting us. To contact us telephone our customer service team at
01934 750084 or email info@sealwise.co.uk. How to give us formal
notice of any matter under the Contract is set out in clause 15.2.
2. OUR CONTRACT WITH YOU
2.1 2.2 Our contract. These terms and conditions (Terms) apply to the order
by you and supply of Products by us to you (Contract). No other terms
are implied by trade, custom, practice or course of dealing.
We sell online only to other businesses. Our products are intended
to be sold online only to other businesses and not to consumers. By
placing an order for any of our Products through our website, you
warrant to us that the Product is being purchased by you in the course of
a business.
2.3 Entire agreement. The Contract is the entire agreement between us in
relation to its subject matter. You acknowledge that you have not relied
on any statement, promise or representation or assurance or warranty
that is not set out in the Contract.
3. PLACING AN ORDER AND ITS ACCEPTANCE
3.1 3.2 3.3 Placing your order. Please follow the onscreen prompts to place an
order. Each order is an offer by you to buy the Product specified in the
order (Product) subject to these Terms.
Correcting input errors. Our order process allows you to check and
amend any errors before submitting your order to us. Please check the
order carefully before confirming it. You are responsible for ensuring that
your order is complete and accurate.
Acknowledging receipt of your order. After you place an order, you
will receive an email from us acknowledging that we have received it, but
please note that this does not mean that your order has been accepted.
Our acceptance of your order will take place as described in clause 0.
Accepting your order. Our acceptance of your order takes place when
we send the email to you to accept it or to confirm that the Products have
been dispatched (Order Confirmation). The Contract between you and
us will only be formed when we send you the Order Confirmation.
3.4 If we cannot accept your order. If we are unable to supply you with
the Products for any reason, for example because the Product requested
is unavailable or because of a pricing error or us having insufficient
information to process the order, we will inform you of this by email and
we will not process your order. If you have already paid for the Products,
we will refund you the full amount including any delivery costs charged
as soon as possible.
4. OUR PRODUCTS
4.1 4.2 Any images of the Products on our site are for illustration purposes only.
Although we have made every effort to display the colours accurately,
the colour of your Products may vary slightly from those images.
Although we have made every effort to be as accurate as possible, all
sizes, weights, capacities, dimensions and measurements indicated on
our site have a 2% tolerance.
4.3 The packaging of your Products may vary from that shown on images on
our site.
5. RETURN AND REFUND
5.1 5.2 Subject to clauses 5.2, you may cancel the Contract for unopened and
unused Products and receive a refund if you notify us as set out in clause
Error! Reference source not found. and return the Products to us
within 14 days of receipt.
To notify us that you would like to return a Product, you can contact our
Customer Services team by email us at info@sealwise.co.uk or during
our opening hours by telephone on 01934 750084 or by post at the
address set out in clause 1.1. If you are emailing us or writing to us
please include details of your order to help us to identify it. You will be
responsible for the costs of returning a Product to us. The Product must
be returned in its original packaging and condition. If it is not returned in
the original packaging and condition then we can in our discretion either
make no refund or deduct 25% of the price of the Product from any
refund.
5.3 If you have returned a Product to us because it is faulty or mis-
described, we will refund the price of the Product in full. If you have
notified us beforehand and we have agreed to do so and approved the
cost, we will pay the costs of returning the Product.
6. 6.1 DELIVERY, TRANSFER OF RISK AND TITLE
We will advise you an estimated delivery date at or around the time we
issue our Order Confirmation. If the estimated delivery cannot be
achieved, we will advise a revised delivery date as soon as possible.
Occasionally our delivery to you may be affected by an Event Outside
Our Control. See clause 14 for our responsibilities when this happens.
The time of delivery is not of the essence or guaranteed.
6.2 6.3 6.4 7. 7.1 7.2 8. 8.1 8.2 8.3 8.4 8.5 Delivery is complete once the Products have been made available at the
address for delivery set out in your order and the Products will be at your
risk from that time.
You own the Products once we have received payment in full, including
of all applicable delivery charges.
If we fail to deliver the Products, our liability is limited to the cost of
obtaining replacement Products of a similar description and quality in the
cheapest market available, less the price of the Products. However, we
will not be liable to the extent that any failure to deliver was caused by
an Event Outside Our Control, or because you failed to provide adequate
delivery instructions or any other instructions that are relevant to the
supply of Products.
NO ONLINE ORDERS INTERNATIONAL DELIVERY
Unfortunately, we do not accept online orders for delivery to addresses
outside the UK.
If you would like to place an order for Products for delivery outside the
UK, please contact our customer service team by email or telephone for
advice.
PRICE OF PRODUCTS AND DELIVERY CHARGES
The prices of the Products will be as quoted on our site at the time you
submit your order. We always try hard to ensure that the prices of our
Product are correct at the time when the relevant information was
entered onto the system. However, please see clause Error! Reference
source not found. for what happens if we discover an error in the price
of Products you ordered.
Prices for our Products may change from time to time, but changes will
not affect any order you have already placed.
The price of Products excludes VAT (where applicable) at the applicable
current rate chargeable in the UK for the time being. However, if the rate
of VAT changes between the date of your order and the date of delivery,
we will adjust the VAT you pay, unless you have already paid for the
Products in full before the change in VAT takes effect.
If the price of a Product does not include delivery charges, our delivery
charges will be as advised to you during the check-out process, before
you confirm your order.
We sell a large number of Products through our site. It is always possible
that, despite our efforts, a Product on our site may be incorrectly priced.
If we discover an error in the price of a Product you have ordered we will
contact you in writing to inform you of this error and we will give you the
option of continuing to purchase the Product at the correct price or
cancelling your order. We will not process your order until we have your
instructions. If we are unable to contact you using the contact details
you provided during the order process, we will treat the order as
cancelled and notify you in writing. If we mistakenly accept and process
your order where a pricing error is obvious and unmistakeable and could
reasonably have been recognised by you as a mispricing, we may cancel
supply of the Products and refund you any sums you have paid.
9. HOW TO PAY
9.1 9.2 If you have applied and registered for and we in our absolute discretion
have allowed you a credit account with us our terms of payment are 30
days from the end of the month in which the invoice is issued. We may
cancel a credit account at any time immediately on notice. A credit
account may be cancelled if you fail to make a payment to us when due
or if you are subject to an insolvency event or if for any reason we are
concerned that you may not make a payment to us when due. We are
not obliged to give a reason for cancellation of a credit account.
Subject to cause 9.1, you can only pay for Products using a debit card or
credit card. We accept the cards as shown from time to time on our
website. Payment for the Products is in advance.
10. WCB SHEET PRODUCTS GUARANTEE
10.1 10.2 Subject to clause 10.2 and provided that you have registered with us to
receive the benefit of this warranty, we warrant that the WCB sheet
Product we sell shall remain waterproof for the lifetime of the product it
is used to manufacture. If you have purchased a Product from us with
the intention of reselling the Product, you should advise your customer of
the need to register with us to receive the benefit of this warranty.
The warranty in clause 10.1:
(a) applies only in respect of the WCB sheet product itself and does not
constitute any other or further warranty or guarantee in respect of
the product it is used to manufacture;
(b) is subject to the WCB sheet product being used only for applications
for which it is sold being principally the manufacture of cabinets or
similar furniture or fittings;
(c) shall not apply if the surface of the WCB sheet has been damaged
as a result of defective workmanship or otherwise;
(d) shall not apply if the WCB sheet has been altered or treated other
than as provided in our product literature or description or as
otherwise approved by us in writing; or
(e) shall not apply if the WCB sheet has been subjected for any
prolonged period to temperatures in excess of 60 degrees
centigrade.
11. OUR WARRANTY FOR THE PRODUCTS
11.1 The Products are intended for use only in the UK. We do not warrant that
the Products comply with the laws, regulations or standards outside the
UK.
11.2 11.3 We provide a warranty that on delivery, the Products shall:
(a) subject to clause 11.4, conform in all material respects with their
description; and
(b) be of satisfactory quality (within the meaning of the Sale of
Products Act 1979); and
(c) be fit for any purpose held out by us.
Subject to clause 11.4, if:
(a) you give us notice in writing within a reasonable time of discovery
that some or all of the Products do not comply with the warranty
set out in clause 11.2;
(b) we are given a reasonable opportunity of examining the Products;
and
(c) we ask you to do so, you return the Products to us,
we will, at our option, repair or replace the defective Products, or refund
the price of the defective Products in full.
11.4 We will not be liable for breach of the warranty set out in clause 11.2 if:
(a) you make any further use of the Products after giving notice to us
under clause 11.3;
(b) (c) you alter or repair the Products without our written consent; or
the defect arises as a result of fair wear and tear, wilful damage,
negligence, or abnormal storage or working conditions (other than
such conditions with regard to exposure to water for which the
Product is held out by us to be used).
11.5 We will only be liable to you for the Products’ failure to comply with the
warranty set out in clause 11.2 to the extent set out in this clause 11.
11.6 Except as expressly stated in these Terms, we do not give any
representations, warranties or undertakings in relation to the Products.
Any representation, condition or warranty which might be implied or
incorporated into these Terms by statute, common law or otherwise is
excluded to the fullest extent permitted by law. In particular, we will not
be responsible for ensuring that the Products are suitable for your
purposes if that is not a purpose for which we have expressly or
impliedly held out the Product as being suitable.
11.7 These Terms also apply to any repaired or replacement Products supplied
by us to you.
12. OUR LIABILITY: YOUR ATTENTION IS PARTICULARLY DRAWN TO
THIS CLAUSE
12.1 References to liability in this clause 12 include every kind of liability
arising under or in connection with the Contract including but not limited
to liability in contract, tort (including negligence), misrepresentation,
restitution or otherwise.
12.2 12.3 Nothing in these Terms limits or excludes our liability for:
(a) (c) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
breach of the terms implied by section 12 of the Sale of Products
Act 1979 (title and quiet possession); or
(d) any other liability that cannot be limited or excluded by law.
Subject to clause 12.2, we will under no circumstances be liable to you
for:
12.4 (a) any loss of profits, sales, business, or revenue; or
(b) loss of business opportunity; or
(c) loss of anticipated savings; or
(d) loss of goodwill; or
(e) any indirect or consequential loss.
Subject to clause 12.2, our total liability to you for all losses arising
under or in connection with the Contract will in no circumstances exceed
300% of the price of the Products or £5,000, whichever is the lower
amount.
13. TERMINATION
13.1 13.2 Without affecting any of our other rights, we may suspend the supply or
delivery of the Products to you, or terminate the Contract with
immediate effect by giving written notice to you if:
(a) you commit a material breach of any term of the Contract and (if
such a breach is remediable) fail to remedy that breach within 30
days of you being notified in writing to do so;
(b) you fail to pay any amount due under the Contract on the due date
for payment;
(c) you suspend, threaten to suspend, cease or threaten to cease to
carry on all or a substantial part of your business; or
(d) your financial position deteriorates to such an extent that in our
reasonable opinion your capability to adequately fulfil your
obligations under the Contract has been placed in jeopardy.
Termination of the Contract shall not affect your or our rights and
remedies that have accrued as at termination.
13.3 Any provision of the Contract 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. EVENTS OUTSIDE OUR CONTROL
14.1 We will not be liable or responsible for any failure to perform, or delay in
performance of, any of our obligations under the Contract that is caused
by any act or event beyond our reasonable control (Event Outside Our
14.2 Control).
If an Event Outside Our Control takes place that affects the performance
of our obligations under the Contract:
(a) we will contact you as soon as reasonably possible to notify you;
and
(b) our obligations under the Contract will be suspended and the time
for performance of our obligations will be extended for the duration
of the Event Outside Our Control. Where the Event Outside Our
Control affects our delivery of Products to you, we will arrange a
new delivery date with you after the Event Outside Our Control is
over.
14.3 You may cancel the Contract affected by an Event Outside Our Control
which has continued for more than 30 days. To cancel please contact us.
If you opt to cancel, you will return (at our cost) any relevant Products
you have already received and we will refund the price you have paid,
including any delivery charges.
15. COMMUNICATIONS BETWEEN US
15.1 15.2 15.3 When we refer to “in writing” in these Terms, this includes email.
Any notice given by one of us to the other under or in connection with
the Contract must be in writing and be delivered by hand, sent by pre-
paid first class post or other next working day delivery service, or email.
A notice is deemed to have been received:
(a) if delivered by hand, at the time the notice is left at the proper
address;
(b) if sent by pre-paid first class post or other next working day
delivery service, at 9.00 am on the third working day after posting;
or
(c) if sent by email, at 9.00 am the next working day after
transmission.
15.4 15.5 In proving the service of any notice, it will be sufficient to prove, in the
case of a letter, that such letter was properly addressed, stamped and
placed in the post and, in the case of an email, that such email was sent
to the specified email address of the addressee.
The provisions of this clause shall not apply to the service of any
proceedings or other documents in any legal action.
16. GENERAL
16.1 Assignment and transfer.
(a) We may assign or transfer our rights and obligations under the
Contract to another entity.
16.2 16.3 16.4 16.5 16.6 (b) You may only assign or transfer your rights or your obligations
under the Contract to another person if we agree in writing.
Variation. Any variation of the Contract only has effect if it is in writing
and signed by you and us (or our respective authorised representatives).
Waiver. If we do not insist that you perform any of your obligations
under the Contract, or if we do not exercise our rights or remedies
against you, or if we delay in doing so, that will not mean that we have
waived our rights or remedies against you or that you do not have to
comply with those obligations. If we do waive any rights or remedies, we
will only do so in writing, and that will not mean that we will
automatically waive any right or remedy related to any later default by
you.
Severance. Each paragraph of these Terms operates separately. If any
court or relevant authority decides that any of them is unlawful or
unenforceable, the remaining paragraphs will remain in full force and
effect.
Third party rights. The Contract is between you and us. No other
person has any rights to enforce any of its terms.
Governing law and jurisdiction. The Contract is governed by English
law and you and we each irrevocably agree to submit all disputes arising
out of or in connection with the Contract to the exclusive jurisdiction of
the English courts.