BACKGROUND:
These Terms and Conditions apply to all sale of goods and provision of services by Nicholls Nectar Ltd a Private Limited Company registered in England under number 14150630, whose registered address is Sittingbourne Logistics Park, Swale Way, Sittingbourne, Kent, ME10 2FF.
1. Definitions and Interpretation
1.1 In these Terms, unless the context otherwise requires, the following expressions have the following meanings:
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“Business Day” |
means, any day other than a Saturday, Sunday or bank holiday; |
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“Calendar Day” |
means any day of the year; |
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“Colony” |
means a group of bees living together in a Hive. |
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“Commercial Unit” |
means a delivery of Goods, the character and/or value of which would be materially impaired if divided; |
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“Contract” |
means the contract for the purchase and sale of Goods, as explained in Clause 2; |
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“Goods” |
means the goods which are to be supplied by Us to you as specified in your Order (and confirmed in Our Order Confirmation); |
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“Hive” |
means a dwelling for bees to reside in. |
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“Month” |
means a calendar month; |
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“Price” |
means the price payable for the Goods and/or Services; |
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“Services” |
means the work undertaken by us in addition to any Goods supplied. |
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“Special Price” |
means a special offer price payable for Goods which We may offer from time to time; |
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“Order” |
means your order for the Goods as set out in the Order Confirmation; |
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“Order Confirmation” |
means Our acceptance and confirmation of your Order as described in Clause 2; |
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“Terms” |
means these Terms and Conditions |
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“We/Us/Our” |
means Nicholls Nectar a Private Limited Company registered in England under number 14150630 ,whose registered address is Sittingbourne Logistics Park, Swale Way, Sittingbourne, Kent, ME10 2FF.. |
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“VAT” |
means Value Added Tax an indirect tax that is imposed on a product whenever value is added at each stage of the supply chain, from production to the point of sale. The amount of VAT that the user pays is on the cost of the product, at the prevailing rate, subject to any exemptions which may reduce or remove VAT. Honey in its raw state is currently a zero rated product. |
1.2 Each reference in these Terms to “writing” and any similar expression includes electronic communications whether sent by e-mail, text message or other means.
2. The Contract
2.1 These Terms govern the sale of Goods and the provision of any Services by Us and will form the basis of the Contract between Us and you. Before making your Order, please ensure that you have read these Terms carefully. If you are unsure about any part of these Terms, please ask Us for clarification.
2.2 Nothing provided by Us including, but not limited to, sales and marketing literature, price lists and other documents constitutes a contractual offer capable of acceptance but is an invitation to treat. Your Order constitutes a contractual offer that We may, at Our discretion, accept.
2.3 A legally binding contract between Us and you will be created upon Our acceptance of your Order, indicated by Our Order Confirmation. Order Confirmations will be provided in writing normally via email.
2.4 We shall ensure that the following information is given or made available to you prior to the formation of the Contract between Us and you, save for where such information is already apparent from the context of the transaction:
3. Description and Specification of Goods
3.1 We have made every reasonable effort to ensure that the Goods and/or Services conform to illustrations, photographs and descriptions provided in Our sales and marketing literature. We cannot, however, guarantee that all descriptions, illustrations and/or photographs will be precisely accurate due to differences in the colour reproduction of electronic displays.
3.2 If you receive any Goods and/or Services that do not conform to the Contract, please refer to Clause 7.
3.3 If We find, or are made aware of, any typographical, clerical or other accidental errors or omissions in any sales and marketing literature, price lists or any other documents We will make every reasonable effort to correct such errors or omissions as soon as is reasonably possible. If, as a result of any such error or omission, you have received the wrong Goods, you may return those Goods to Us as provided in Clause 7. If, as a result of any such error or omission, you have paid too much, We will refund the excess paid for the Goods.
3.4 We reserve the right to make any changes in the specification of the Goods and/or Services that may be required to conform to any applicable safety or other legal or regulatory requirements without notice.
4. Orders
4.1 All Orders for Goods and/or Services made by you will be subject to these Terms and Conditions.
4.2 You may change or cancel your Order at any time before We despatch the Goods and/or commence providing the Services by contacting Us.
4.3 If your Order is changed We will inform you of any change to the Price in writing. If you have already paid for the Goods and/or Services under Clause 5, the payment will be refunded to you within fourteen days. If you request that your Order be cancelled, you must confirm this cancellation in writing.
4.4 We may cancel your Order at any time before We despatch the Goods and/or commence providing the Services in the following circumstances:
4.5 If We cancel your Order under sub-Clause 4.4 and you have already paid for the Goods and/or Services under Clause 5, the payment will be refunded to you within fourteen days. If We cancel your Order, the cancellation will be confirmed by Us in writing.
5. Price and Payment
5.1 The Price of the Goods and/or Services will be that shown on Our website in force at the time of your Order. If the Price shown in your Order differs from Our current Price We will inform you upon receipt of your Order.
5.2 If We quote a Special Price which is different to the Price shown on Our website, the Special Price will be valid for seven days or, if the Special Price is part of an advertised special offer, for the period shown in the advertisement. Orders placed during this period will be accepted at the Special Price even if We do not accept the Order until after the period has expired.
5.3 Our Prices may change at any time but these changes will not affect any Orders that We have already accepted.
5.4 We have made every reasonable effort to ensure that Our Prices, as shown on Our website are correct. Prices will be checked when We process your Order. If the actual Price of the Goods and/or Services is lower than that stated in your Order, you will be charged the lower Price. If the actual Price of the Goods and/or Services is higher than that stated in your Order, We will ask you how you wish to proceed.
5.5 All Prices include VAT where applicable In most cases honey is a xero rated product but it does depend on the use. Further. if the rate of VAT changes between the date of your Order and the date of your payment, We will adjust the rate of VAT that you must pay. Changes in VAT will not affect any Prices where We have already received payment in full from you.
5.6 Our Prices exclude the cost of delivery. Delivery costs will be added on to the final sum due and will be shown on Our website as a part of the checkout process.
5.7 All payments for Goods and/or Services must be made in advance before We can despatch the Goods and/or perform the Services.
5.8 All payments must be made via credit or debit card using the payment function on Our website. Corporate customers may be invited to pay by BACS at our sole discretion.
5.9 If You do not make payment to Us by the due date as shown on Our Order Confirmation We may charge You interest on the overdue sum at the rate of 8% per annum above the base lending rate of Bank of England from time to time. Interest will accrue on a daily basis from the due date for payment until the actual date of payment of the overdue sum, whether before or after judgment. You must pay any interest due when paying an overdue sum. In addition to this – regardless of whether you are a Domestic or Business Customer the provisions of the Late Payment of Commercial Debts (Interest) Act 1998 are hereby given contractual effect to be incorporated into this contract.
5.10 You will also be liable to paying Late Payment Compensation per Order Confirmation under the same rates as the Act and You will indemnify us in respect of any costs incurred at our commercial rates in connection with the recovery of any sums due including both costs and disbursements
5.11 The provisions of sub-Clause 5.9 will not apply if you have promptly contacted Us to dispute an invoice in good faith. No interest will accrue while such a dispute is on-going.
6. Delivery
6.1 Please note that delivery is currently only possible within the United Kingdom.
6.2 All deliveries will be made by either Royal Mail or by a courier of Our choosing.
6.3 When We provide you with an Order Confirmation, We will provide an estimated delivery date. Please note that estimated delivery dates may vary according to the availability of Goods, your location, Our carrier’s availability and circumstances beyond Our control.
6.4 If you indicate in your Order that you wish to collect the Goods from Us yourself you may do so after receiving Our Order Confirmation, during Our business hours of 9 am to 5 pm.
6.5 Delivery will be deemed to have taken place when the Goods have been delivered to the delivery address indicated in your Order and you (or someone identified by you) have taken physical possession of the Goods or, if you are collecting the Goods from Us yourself, when you have collected the Goods.
6.6 If for any reason our delivery partner is unable to deliver the Goods to your chosen delivery address, they will return the Goods to Our premises. In the event that you request us to attempt a re-delivery of the Goods then additional delivery charges will apply.
6.7 If Goods are returned to Our premises as a result of a failed delivery and you fail to request a re-delivery within seven working days of the date the Goods are returned, your Order will be cancelled. No refund will be offered in these circumstances.
6.8 The responsibility (sometimes referred to as the “risk”) for the Goods remains with Us until delivery is complete as defined in sub-Clause 6.5 at which point it will pass to you.
6.9 You own the Goods once We have received payment in full for them.
6.10 If the Goods form a Commercial Unit, you may only reject or cancel all of the Goods, not a portion of them.
7. Faulty, Damaged or Incorrect Goods
7.1 By law, We must provide Goods that are of satisfactory quality, fit for purpose, as described at the time of purchase, in accordance with any pre-contract information We have provided, and that match any samples that you have seen or examined (unless We have made you aware of any differences). If any Goods you have purchased do not comply and, for example, have faults or are damaged when you receive them, or if you receive incorrect Goods, please contact Us as soon as reasonably possible. In any event for Us to accept any claim You have 14 days from the delivery date to inform Us of the fault, damage or error, and to arrange for a refund or replacement.
7.2 Under The Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 (the “Regulations”) You have further statutory rights if You are a Consumer and where the Order Value exceeds £42. The rest of this section will not apply if You are not a Consumer or if Your Order value does not exceed £42 then you do not have the right to reject the Goods under these Regulations.
7.3 Further, in connection with the delivery of any Goods which are foodstuffs the following sections will also only apply where the items remain unopened and the seals are intact as otherwise, they are not returnable or refundable under s28(3)(a) of the Regulations for health and hygiene reasons.
7.4 Beginning on the day that you receive the Goods (and ownership of them) you have a 14 Calendar Day right to reject the Goods and to receive a full refund if they do not conform as stated above. If you do not wish to reject the Goods, or if the 14 Calendar Day period has expired, you may request that the Goods are replaced. Within the first six months after you have received the Goods, you are entitled to a replacement unless We can prove that the defect was not present at the time you bought the Goods. After the first six months, you must prove to Us that the defect was present at the time of purchase to qualify for a replacement. We will bear any associated costs and will carry out the replacement within a reasonable time and without significant inconvenience to you.
If you request a replacement during the first 14 Calendar Day period, that period will be suspended while We deal with the replacement and will resume on the day that you receive the replacement Goods. If less than 7 Calendar Days remain out of the original period, it will be extended to 7 Calendar Days.
If, after a replacement, the Goods still do not conform (or if We cannot replace them, as described above, or have failed to act within a reasonable time and/or without causing you significant inconvenience), you may have the right either to keep the Goods at a reduced price, or to reject them in exchange for a refund.
Within a period of six years after you receive the Goods (and ownership of them), if the Goods do not last a reasonable length of time (depending upon their nature), you may be entitled to a partial refund. After six months have passed since you received the Goods, the burden of proof will be on you to prove that the defect or non-conformity existed at the time of delivery.
As honey is a naturally occurring substance, which may crystalise at lower temperatures. If the Goods have crystallised it may be restored, without degradation by placing the jar in warm water to heat the honey.
7.5 Please note that you will not be eligible to claim under this Clause 7 if We informed you of any faults, damage or other problems with the Goods before your purchase of them; if you have purchased the Goods for an unsuitable purpose that is neither obvious nor made known to Us and the problem has resulted from your use of the Goods for that purpose; or if the problem is the result of normal wear and tear, misuse or intentional or careless damage. Please also note that you may not return Goods to Us under this Clause 7 merely because you have changed your mind. Please refer to Clause 8 for details of what to do if you change your mind.
7.6 To return Goods to Us for any reason under this Clause 7, you may do so in person during Our business hours of 9 am to 5 pm or you may return them to Us by post or another suitable delivery choice. The cost of returning any items to Us is your responsibility.
7.7 Refunds (whether full or partial, including reductions in price) under this Clause 7 will be issued within fourteen Calendar Days of the day on which We agree that you are entitled to the refund.
7.8 Any and all refunds issued under this Clause 7 will exclude all delivery costs paid by you when the Goods were originally purchased.
7.9 For full details of your rights and remedies as a consumer, please contact your local Citizens Advice Bureau or Trading Standards Office.
8. Returning Goods If You Change Your Mind
8.1 At present we do not offer the right to return any Goods purchased.
9. Sponsorship
9.1 In addition to the sale of Goods We also offer You the opportunity to sponsor one of Our bee Hives. For clarity, please be aware that this is not a Colony but the Hive that they live in.
9.2 Full details of each sponsorship package and how You can become a Sponsor can be found on Our website. The details of which are supplemental to these Terms.
9.3 Sponsorship packages are all for a minimum 12-month terms, and payment of the initial 12-month period must be made when taking out the package unless we agree otherwise with You in writing.
9.4 After the initial 12-month sponsorship period has expired, your sponsorship will be automatically renewed on a rolling basis unless You have provided Us with a minimum of three months written notice. There will be no refunds provided in any circumstances.
10. Our Liability
10.1 We will be responsible for any foreseeable loss or damage that you may suffer because of Our negligence including that of Our employees. Loss or damage is foreseeable if it is an obvious consequence of Our breach or negligence or if it is contemplated by you and Us when the Contract is created. We will not be responsible for any loss or damage that is not foreseeable.
10.2 We supply Goods for both domestic and commercial purposes. We will not be liable to you for any loss of profit, loss of business, interruption to business or for any loss of business opportunity.
10.3 Nothing in these Terms and Conditions seeks to exclude or limit Our liability for death or personal injury caused by Our negligence (including that of Our employees, agents or sub-contractors); or for fraud or fraudulent misrepresentation.
10.4 Nothing in these Terms and Conditions seeks to exclude or limit Your legal rights as a consumer. For more details of Your legal rights, please refer to Your local Citizens Advice Bureau or Trading Standards Office.
11. Events Outside of Our Control (Force Majeure)
11.1 We will not be liable for any failure or delay in performing Our obligations where that failure or delay results from any cause that is beyond Our reasonable control. Such causes include, but are not limited to: power failure, internet service provider failure, strikes, lock-outs or other industrial action by third parties, riots and other civil unrest, fire, explosion, flood, storms, earthquakes, subsidence, acts of terrorism (threatened or actual), acts of war (declared, undeclared, threatened, actual or preparations for war), pandemic, epidemic or other natural disaster, or any other event that is beyond Our reasonable control.
11.2 If any event described under this Clause 11 occurs that is likely to adversely affect Our performance of any of Our obligations under these Terms and Conditions:
12. Communication and Contact Details
12.1 If you wish to contact Us, you may do so by telephone at 01795 421777 or by email at samantha@nichollsnectar.co.uk.
12.2 In certain circumstances you must contact Us in writing (when cancelling an Order, for example). When contacting Us in writing you may use the following methods:
13. Complaints and Feedback
13.1 We always welcome feedback from Our customers and, whilst We always use all reasonable endeavours to ensure that your experience as a customer of Ours is a positive one, We nevertheless want to hear from you if you have any cause for complaint.
13.2 All complaints are handled in accordance with Our complaints handling policy and procedure, available from Our website.
13.3 If you wish to complain about any aspect of your dealings with Us, please contact Us in one of the following ways:
14. How We Use Your Personal Information (Data Protection)
We will only use your personal information as set out in Our Privacy Notice available from Our website.
15. Other Important Terms
15.1 We may transfer (assign) Our obligations and rights under these Terms and Conditions (and under the Contract, as applicable) to a third party (this may happen, for example, if We sell Our business). If this occurs you will be informed by Us in writing. Your rights under these Terms and Conditions will not be affected and Our obligations under these Terms will be transferred to the third party who will remain bound by them.
15.2 You may not transfer (assign) your obligations and rights under these Terms and Conditions (and under the Contract, as applicable) without Our express written permission. Please note, however, that you can transfer the benefit of the extended return period (guarantee) in Clause 7 without our consent.
15.3 The Contract is between you and Us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions (except the benefit of the extended return period (guarantee) in Clause 7).
15.4 If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.
15.5 No failure or delay by Us in exercising any of Our rights under these Terms and Conditions means that We have waived that right, and no waiver by Us of a breach of any provision of these Terms and Conditions means that We will waive any subsequent breach of the same or any other provision.
16. Governing Law and Jurisdiction
16.1 These Terms and Conditions, the Contract, and the relationship between you and Us (whether contractual or otherwise) shall be governed by and construed in accordance with the law of England & Wales.
16.2 As a consumer, you will benefit from any mandatory provisions of the law in your country of residence. Nothing in Sub-Clause 16.1 above takes away or reduces your rights as a consumer to rely on those provisions.
16.3 Any dispute, controversy, proceedings or claim between you and Us relating to these Terms and Conditions, the Contract, or the relationship between you and Us (whether contractual or otherwise) shall be subject to the jurisdiction of the courts of England and Wales.
