Terms and Conditions
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Telephone: +44 (0)1286 831353; or
email: email@example.com; or
Adra (Cymru) Cyf.
Uned 3 Parc Glynllifon
1. CONTRACT TERMS AND CONDITIONS
In these Terms and Conditions (unless the context specifically requires otherwise) the following words have the following meanings:
"Adra" means Adra (Cymru) Cyf. (Company Number: 6271008) whose registered address is 8 Beddgwenan, Llandwrog, Caernarfon, Gwynedd LL54 5LL;
"Contract" means the agreement between Adra and the Purchaser for the purchase of the Items and incorporating these Terms and Conditions;
"Items" means the items to be supplied or procured by Adra and purchased by the Purchaser on the terms of the Contract, as detailed in the Order or on the Website;
"Intellectual Property" means any and all trade marks, registered or unregistered design rights, UK or foreign patents, copyright, confidential information, trade or business names, database rights, know how, technology and other intellectual property rights (and any applications for the same) whether registerable or not in any country;
"Order" means the purchase order containing details relating to the Items;
"the Purchaser" means the person, firm, company or other organisation purchasing the Items from Adra; and
"Website" means any website operated by Adra from time to time for the sale of Items.
2. BASIS OF THE CONTRACT
2.1 These Terms and Conditions shall be incorporated in all Contracts of Adra to sell the Items and are the sole conditions upon which Adra will deal with the Purchaser. All other terms, conditions or other representations are excluded from the Contract, including any terms and conditions which the Purchaser may purport to apply under any Contract and these Terms and Conditions shall prevail and shall govern the Contract to the entire exclusion of any express or implied terms (to the extent permitted by law).
2.2 By ordering Items using the Website, the Purchaser agrees to be bound by these Terms and Conditions.
2.3 These Terms and Conditions do not affect the Purchaser's statutory rights.
2.4 No statement, description, information, warranty, condition or recommendation contained in any catalogue, price list, advertisement or communication or made verbally by any of the agents, representatives or employees of Adra shall be construed to vary in any way any of the terms and conditions under the Contract.
2.5 All illustrations contained on the Website are for illustrative purposes only and are intended merely to give a general description and/or overview of the Items described therein and shall not form part of the Contract.
2.6 Any written quotation, estimate and/or advertised price for the Items shall be an invitation to treat and no binding contract shall be created by placing an Order on the Website or otherwise.
2.7 All Orders placed by the Purchaser via the Website or otherwise constitutes an offer to purchase the Items. Such an offer shall not be deemed to be accepted by Adra until it has sent the Purchaser a confirmation of despatch. Any acknowledgement of the Order sent by Adra to the Purchaser whether verbally or in writing shall not constitute an acceptance of the Purchaser's offer.
2.8 The Contract will relate only to those Items whose despatch has been confirmed by Adra in their confirmation of despatch. Adra will not be obliged to supply any other Items which may have been part of the Order until the despatch of such Items has been confirmed in a separate confirmation of despatch.
2.9 Reference to any statute or statutory provision includes a reference to that statute or statutory provision as from time to time amended, extended or re-enacted.
2.10 Adra has an absolute right to vary these Terms and Conditions from time to time and at its sole discretion for any reason whatsoever including but without limitation changes in market conditions; changes in technology; changes in payment methods; changes in relevant laws or regulatory requirements and changes in its system capabilities.
3. CUSTOMER STATUS
By placing an order through our site, the Purchase warrants that he/she is:
3.1 legally capable of entering into binding contracts; and
3.2 at least 18 years old.
4. ACCURACY OF CONTENT
While Adra aims to ensure that descriptions, photographic reproductions and Item specifications on the Website are correct, there may be slight variations due to the photographic and reproduction process, the internet software or computer system used and the handcrafted nature of some Items. Adra shall not be liable in any way for any such variation or the consequences thereof.
5.1 Any time or date given for delivery of the Items whether specified in the Order or otherwise given by Adra shall be taken as an estimate made by Adra in good faith but shall not be binding upon Adra as a term of the Contract or otherwise.
5.2 Time of delivery is not of the essence for the purposes of the Contract and Adra will not be liable for any loss or damage sustained by the Purchaser in consequence of any failure to deliver within such time or by such date or in consequence of the delay howsoever caused.
5.3 Adra will not be liable for delays in the delivery caused by their distributors or any other third party.
5.4 Risk in the Items shall pass to the Purchaser at the time of despatch to the Purchaser and the Purchaser shall insure the Items against loss and damage by fire and all other insurable risks from that time until the price thereof has been paid in full and cleared funds. The Purchaser shall hold on trust for Adra any insurance monies received as a result of such loss or damage.
5.5 Where Items are delivered by instalments under the Contract each installment shall be deemed to be sold under a separate Contract and any failure on the part of Adra for the delivery of a particular installment or any defects in workmanship or materials affecting any particular installment shall not entitle the Purchaser to repudiate the Contract with regard to any installments remaining deliverable or to refuse or withhold payment for any Items delivered.
5.6 The Purchaser agrees that section 32(3) of the Sale of Items Goods 1979 shall not apply to Items sent by Adra.
6. NOTICE OF NON-DELIVERY, SHORTAGE OR DAMAGED GOODS
6.1 The Purchaser shall notify Adra of any shortage of or damage to Items delivered within 24 hours of delivery or collection and such notification shall be confirmed in writing by the Purchaser within 7 days of delivery.
6.2 No responsibility whatsoever for such shortages or damages will be accepted by Adra in the event of failure by the Purchaser to notify Adra of the same within the said period.
6.3 If the personalisation of an Item is incorrect due to Adra's error, or if an Item is faulty on delivery, Adra will offer a full refund or replace the Item at its sole cost.
7. PASSING OF TITLE
7.1 Ownership of the Items shall remain solely with Adra until such time as the Purchaser has paid to Adra the agreed price in full and cleared funds for all the Items under the Contract and any other contract between the parties.
7.2 The Purchaser acknowledges that the Purchaser is in possession of the Items solely as a bailee of Adra until such time as the full price thereof is paid in full and cleared funds to Adra under Clause 7.1 above.
8.1 All prices quoted are inclusive of VAT and unless specifically stated are based upon costs current at the date of quotation.
8.2 The Purchaser is responsible for the payment of all costs relating to the delivery, packaging and other applicable taxes and levies in relation to the Items.
8.3 The price of Items may be subject to variation to take account of variations in labour, materials or other costs since the date of Adra's quotation or (if no quotation is issued) the Purchaser's Order. Adra accordingly reserves the right to adjust the invoice price payable by the amount of an increase or decrease in such costs after the price is quoted and the invoice so adjusted shall be payable as if it were the original Contract price.
9.1 All prices on the Website are quoted in pounds sterling (£). The price of any Item will be as quoted on the Website from time to time, except in cases of manifest error.
9.2 The Website contains a large number of Items and it is always possible that, despite Adra's best efforts, some Items listed on the Website may be incorrectly priced. Adra will normally verify the price as part of its despatch procedures so that, where an Item's correct price is less than the price stated on the Website, the Purchaser will be charged the lower of these two prices. If an Item's correct price is higher than the price quoted on the Website, Adra will, at its sole discretion, either contact the Purchaser for instructions before despatching the incorrectly priced Item or reject the Order in respect of the Item and notify the Purchaser accordingly.
9.3 Adra accepts payment via Visa, MasterCard, Maestro/Solo, Visa Debit/Electron, American Express or PayPal.
9.4 If the Purchaser is shopping from outside the UK, the Purchaser`s credit card company will convert the transaction to the Purchaser`s own local currency. Payment of any additional charges levied as a result of such currency conversions shall be the Purchaser's sole responsibility. Any customs or import duties levied once the Item reaches the Purchaser`s destination country will be the Purchaser's responsibility as Adra has no control over these charges and cannot predict them.
9.5 The Purchaser's credit/debit card will be authorised as soon as is reasonably practicable after the Purchaser’s Order is placed and processed but the Purchaser will not be charged for the value of the Items until they are despatched.
9.6 Prices and availability of Items are subject to change without notice but changes will not affect orders in respect of which Adra has sent a confirmation of despatch. A postage and packing charge will be added to the Order where relevant and as quoted on the Website.
9.7 A confirmation email will be sent when an Order is placed.
9.8 If the Purchaser fails to make any payments when due Adra may at its option and without prejudice to any other rights or remedies which it may have under the contract:
9.8.1 suspend any further deliveries until payment is made; and/or
9.8.2 repudiate the Contract;
and Adra shall be entitled to charge interest (both before and after judgment) on the outstanding balance of all overdue accounts from the date of the invoice until the time of payment calculated on a daily basis at a rate of 4% above the base rate from time to time of Natwest Bank Plc.
9.9 Time for payment is of the essence for the purposes of the Contract.
9.10 The Purchaser shall not be entitled to withhold payment of any amount payable under the Contract (or any other contract between the parties) because of a disputed claim of the Purchaser in respect of faulty Items or any other breach of contract, nor shall the Purchaser be entitled to set-off against any amount payable under the Contract (or any other contract between the parties) to Adra any monies which are or are purported to be payable by Adra.
10. SUPPLY OF GOODS AND CANCELLATION OF ORDERS
10.1 The Purchaser may cancel an Order for any reason providing the Items have not been despatched. If the Items have been despatched, the procedure set out in Clause 11 below will apply.
10.2 For personalised items the Purchaser may amend or cancel an Order within 36 hours after the acknowledgement of such Order has been sent. Adra reserves the right to charge 100% of the cost of any personalised Item should cancellation occur after 36 hours. To cancel an order, please contact Adra via the Contact Us page or phone Adra on 01286 831353 between 10:00 am-5:00 pm, Monday to Friday.
11.1 If the Purchaser is contracting as a Consumer (as defined in the Consumer Protection (Distance Selling) Regulations 2000), the Purchaser may cancel the Contract and return the Items within fourteen working days, beginning on the day after delivery of the Products. In this case, the Purchaser will receive a full refund of the price paid for the Items in accordance with our refunds policy. The provisions of the Consumer Protection (Distance Selling) Regulations 2000 do not apply to personalised goods and Adra will not offer refunds on such Items (unless such Items are faulty).
11.2 Cancelled Orders must be returned to Adra immediately, in the same condition in which they were received by the Purchaser and at the Purchaser's own cost and risk. The Purchaser has a legal obligation to take reasonable care of the Items whilst they are in his/her possession.
11.3 All returned Items must be un-used and sent back in their original packaging.
11.4 When the Purchaser returns an Item to Adra:
11.4.1 because the Purchaser has cancelled the Contract in accordance with Clause 11.1 above, Adra will process the refund due to the Purchaser as soon as is reasonably possible and in any event within 30 days of the Purchaser giving notice of the cancellation. In these circumstances, Adra will refund the price of the Item in full. However, the Purchaser will be responsible for the cost of returning the Item to Adra.
11.4.2 If the reason for the returning of the Item is that the Purchaser believes the Item to be defective, Adra will carry out such tests as are reasonably necessary to test the functionality of the Item. If, having conducted such tests, Adra comes to the reasonable conclusion that the Item is of a satisfactory quality within the meaning of the Sale of Goods Act 1979 as amended, Adra shall be under no obligation to offer any refund and may at its sole discretion elect to either:
188.8.131.52 offer a partial or full refund as Adra deems fit;
184.108.40.206 send the original Item back to the Purchaser at the Purchaser's expense; or
220.127.116.11 carry out such reasonable alternative action as Adra deems fit.
11.5 When returning Items, it is the Purchaser’s responsibility to arrange and pay for the return of the Items to Adra. The Purchaser should ensure that all parcels are sealed and well protected and that the Purchaser has completed and enclosed the return form.
11.6 Adra strongly recommends that the Purchaser obtains proof of posting of any returned Items as Adra cannot accept responsibility for returned Items that are lost or damaged in transit.
11.7 Postage and packing costs incurred by the Purchaser in connection with returned Items are not refundable unless the goods are faulty or incorrect.
11.8 For reasons of hygiene Adra is unable to refund or exchange pierced earrings.
12. SALES VIA WEBSITE
12.1 No permission to copy, reproduce, modify or download the Website or any part of such site is given and in particular nothing on such sites may be reproduced for use in any publication, or distributed for any purpose without the prior written consent of Adra.
12.2 Any information found on the Website is intended for guidance only and the items and prices described in it are subject to change without notice. No representation or warranty is given as to the completeness or accuracy of any information on the Website or that such information is current.
12.3 Where the Website is linked to any site operated by any third party, Adra accepts no responsibility or liability in respect of any produce, service, material or information on such site. The presence of such sites shall not be deemed to be a commendation or endorsement of such site by Adra.
12.4 Adra will not be liable for damage to, or viruses that may affect, any computer equipment, software, data or other property as a result of access to, use of, or browsing of the Website or the downloading of any material data, text or image.
12.5 Adra will not be liable for any damage, loss, costs, or expenses suffered by the Purchaser as a result of any downtime (being the period during which the Website is unavailable for use by the Purchase for any reason whatsoever) of the Website.
13. INTELLECTUAL PROPERTY
13.1 All Intellectual Property rights contained in materials or information on the Website are reserved to the ownership of Adra or the registered proprietor of such Intellectual Property.
13.2 The supply of Items under the Contract shall not confer any rights upon the Purchaser to use any of Adra's Intellectual Property without the prior written consent of Adra and at all times such Intellectual Property shall remain the property of Adra. The supply of Items under the Contract shall not imply any right to the Purchaser to use any Intellectual Property which Adra may have or any indemnity against infringement of the Intellectual Property rights of third parties by Adra.
14.1 In no circumstances will Adra or its employees, agents or sub contractors be liable for any loss or damage of any kind whatsoever (other than death or personal injury resulting from Adra’s negligence) whether direct or indirect (including, but not limited to loss of profits, loss of business, depletion of goodwill or otherwise) caused directly or indirectly by any negligence or other tortious act or omission or breach of statutory duty on the part of Adra or on the part of any of its employees, agents or sub contractors in connection with or arising out of the Contract or in connection with any statement given or made (or advice not given or made) by or on behalf of Adra (other than a representation made fraudulently). This clause is entered into by Adra as trustee for its employees, agents and sub contractors.
14.2 Adra hereby excludes to the fullest extent permissible in law, all conditions, warranties and stipulations, express or implied, statutory, customary or otherwise which, but for such exclusion, would or might subsist in favour of the Purchaser.
14.3 The Purchaser shall indemnify and keep Adra indemnified against any loss, costs, expenses, claims, demands (or in any other manner whatsoever) suffered by Adra in connection with any act or default on the part of the Purchaser in relation to the Contract.
14.4 Adra makes no representation or warranty that the use of the Items does not infringe the rights of any third party and Adra accepts no liability in this respect.
15. DEFAULT OR INSOLVENCY OF PURCHASER
In the event that:
15.1 the Purchaser is in breach of any of its obligations under the Contract; or
15.2 any distress or execution is levied on the Purchaser's property or assets; or
15.3 if the Purchaser (being an individual or partnership) makes or offers to make any voluntary arrangement or composition with its creditors or become bankrupt or if any bankruptcy petition be presented against him; or
15.4 if the Purchaser (being a company) has an administrative receiver or administrator appointed or makes a voluntary arrangement with its creditors or commences to be wound up; or
15.5 otherwise if the Purchaser fails to pay its debts as and when they fall due Adra at its sole discretion and without prejudice to any other right or claim may immediately terminate, wholly or in part, the Contract.
16. AVAILABILITY OF THE WEBSITE
16.1 Although Adra aims to offer you the best service possible, Adra cannot guarantee that the Website will be fault free. If a fault occurs in the Website the Purchaser should report it to the Customer Services (see above for contact details) or by email at firstname.lastname@example.org and Adra will attempt to correct the fault as soon as Adra reasonably can.
16.2 The Purchaser's access to the Website may be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. Adra will attempt to restore the Website as soon as it reasonably can.
17. INTERNATIONAL USE
If the Purchaser accesses the Website from locations outside the United Kingdom, the Purchaser will be responsible for compliance with local laws.
18. FORCE MAJEURE
18.1 Adra shall be entitled to delay or cancel delivery or to reduce the amount of the Items delivered if it is prevented from, hindered or delayed in supplying, obtaining or delivering the Items through any circumstances beyond its reasonable control, including but not limited to, strikes, lock-outs, accidents, war, fire, reduction in or unavailability of power at manufacturing plant, breakdown of plant or machinery or shortage or unavailability of labour and raw materials from normal source of supply and Adra shall not be responsible to the Purchaser for any resulting loss or damage suffered by the Purchaser.
18.2 If the performance of the Contract by Adra shall be prevented by any circumstances of force majeure, Adra shall have the right to be discharged from further performance of and liability under the Contract. If Adra exercises such right, the Purchaser shall pay the Contract price less a reasonable allowance for such part of the Contract that has not been performed by Adra.
All variations or modifications to the Contract will only be binding if recorded in writing and signed by Adra and the Purchaser.
The waiver by Adra of any right or the failure by Adra to exercise any right or to insist on the strict performance of any provision of the Contract shall not operate as a waiver of, or preclude any further exercise or enforcement of any other right or provision of the Contract.
Each provision of the Contract is severable and distinct from the others. The parties intend that every such provision shall be and remain valid and enforceable to the fullest extent permitted by law. If in any particular case any of these Terms and Conditions shall be held to be invalid or shall not apply to the Contract, the other terms and conditions herein shall continue in full force and effect.
22. THIRD PARTY RIGHTS
A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract but this does not affect any right or remedy of a third party which exists or is available apart from that Act.
23.1 Any demand, notice or other communication given or made under or in connection with the Contract will be in writing.
23.2 Any such demand, notice or other communication will, if given or made in accordance with this clause 23 be deemed to have been duly given or made as follows:
23.2.1 if sent by prepaid first class post, on the second Business Day after the day of posting; or
23.2.2 if delivered by hand, upon delivery at the address provided for in the Contract; or
23.2.3 if delivered by facsimile, at the time of receipt in the recipient’s facsimile machine, provided however that, if its is delivered by hand on a day which is not a Business Day or after 4pm on a Business Day, it will instead be deemed to have been given or made at 9am on the next Business Day.
23.3 Any such demand, notice or other communication will, in the case of service by post or delivery by hand be addressed (subject as provided in this clause 23) to the recipient at the recipient's address stated in the Contract or at such other address as may from time to time be notified in writing by the recipient to the other parties as being the recipient's address for service.
23.4 Any such demand, notice or other communication will, in the case of service by facsimile, be sent to the recipient using a facsimile number at an address which (in accordance with such provisions) could have been used for service by post.
24. ENTIRE AGREEMENT
The Contract contains the entire agreement between the parties and supersedes all previous agreements and understandings between the parties. The Purchaser acknowledges that in entering into the Contract, it does not do so on the basis of and does not rely on, any representation, warranty or other provision except as expressly provided in the Contract.
25. GOVERNING LAW AND JURISDICTION
These Terms and Conditions and any Contract shall in all respects be governed or construed in accordance with laws of England and Wales and the parties hereby submit to the exclusive jurisdiction of the English and Welsh courts.