Application of Terms and Conditions
1.1The Seller shall sell and the Buyer shall purchase the Goods in accordance with any quotation or offer of the Seller which is accepted by the Buyer, or any order of the Buyer which is accepted by the Seller; and
1.2These Terms and Conditions shall govern the Contract to the exclusion of any other terms and conditions subject to which any such quotation is accepted or purported to be accepted by the Seller, or any such order is made or purported to be made, by the Buyer.
2.1In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:
Business Day means any day other than a Saturday, Sunday or bank holiday;
Buyermeans the person who accepts a quotation or offer of the Seller for the sale of the Goods or whose order for the Goods is accepted by the Seller;
Calendar Day means any day of the year;
Contract means the contract for the purchase and sale of the Goods under these Terms and Conditions;
Contract Price means the price stated in the Contract payable for the Goods;
Delivery Date means the date on which the Goods are to be delivered as stipulated in the Buyers order and accepted by the Seller;
Goods means the goods which the Seller is to supply in accordance with these Terms and Conditions;
Month means a calendar month; and
Seller means Balloons Galore a partnership registered in England of 15 Stanier Road, Broughton Astley, Leicester LE9 6TW
2.2Unless the context otherwise requires, each reference in these Terms and Conditions to:
2.2.1 writing, and any cognate expression, includes a reference to any communication effected by electronic or facsimile transmission or similar means;
2.2.2 a statute or a provision of a statute is a reference to that statute or provision as amended or re-enacted at the relevant time;
2.2.3 these Terms and Conditions is a reference to these Terms and Conditions and any Schedules as amended or supplemented at the relevant time;
2.2.4 a Schedule is a schedule to these Terms and Conditions; and
2.2.5 a Clause or paragraph is a reference to a Clause of these Terms and Conditions (other than the Schedules) or a paragraph of the relevant Schedule.
2.2.6 a Party or the Parties refer to the parties to these Terms and Conditions.
2.3The headings used in these Terms and Conditions are for convenience only and shall have no effect upon the interpretation of these Terms and Conditions.
2.4Words imparting the singular number shall include the plural and vice versa.
2.5References to any gender shall include the other gender.
3.Basis of Sale
3.1The Sellers employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Seller in writing. In entering into the Contract the Buyer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed.
3.2No variation to these Terms and Conditions shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Seller.
3.3Sales literature, price lists and other documents issued by the Seller in relation to the Goods are subject to alteration without notice and do not constitute offers to sell the Goods which are capable of acceptance. No contract for the sale of the Goods shall be binding on the Seller unless the Seller has issued a quotation which is expressed to be an offer to sell the goods or has accepted an order placed by the Buyer by whichever is the earlier of:
3.3.1 the Sellers written acceptance;
3.3.2 delivery of the Goods; or
3.3.3 the Seller's invoice.
3.4Any typographical, clerical or other accidental errors or omissions in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller.
4.Orders and Specifications
4.1No order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until confirmed in writing by the Sellers authorised representative.
4.2The specification for the Goods shall be that set out in the Sellers sales documentation unless varied expressly in the Buyers order (if such variation(s) is/are accepted by the Seller). The Goods will only be supplied in the minimum units thereof stated in the Sellers price list or in multiples of those units. Orders received for quantities other than these will be adjusted accordingly
4.3Illustrations, photographs or descriptions whether in catalogues, brochures, price lists or other documents issued by the Seller are intended as a guide only and shall not be binding on the Seller.
4.4The Seller reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable safety or other statutory or regulatory requirements or, where the Goods are to be supplied to the Buyers specification, which do not materially affect their quality or performance.
5.1The price of the Goods shall be the price listed in the Sellers online shop current at the date of acceptance of the Buyers order or such other price as may be agreed in writing by the Seller and the Buyer.
5.2The price is inclusive of value added tax where applicable.
6.1Subject to any special terms agreed in writing between the Buyer and the Seller, the Seller shall invoice the Buyer for the price of the Goods on or at any time after delivery of the Goods. All payments shall be made to the Seller in Pounds Sterling
7.1The Delivery Date is approximate only and time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the Delivery Date upon giving reasonable notice to the Buyer.
7.2If the Buyer fails to take delivery of the Goods or any part of them on the Delivery Date and/or fails to provide any instructions, documents, licences, consents or authorisations required to enable the Goods to be delivered on that date, the Seller shall be entitled upon giving written notice to the Buyer to store or arrange for the storage of the Goods and then notwithstanding the provisions of sub-Clause 8.1 risk in the Goods shall pass to the Buyer, delivery shall be deemed to have taken place and the Buyer shall pay to the Seller all costs and expenses including storage and insurance charges arising from such failure.
7.3 If an Order is returned to Balloons Galore undelivered due to incorrect or incomplete delivery details provided by the Buyer, Balloons Galore will re-charge to the Buyer any returns charge incurred by Balloons Galore to the relevant delivery provider (depending on the method of despatch selected by the Buyer), plus a returns handling charge.
8.Risk and Retention of Title
8.1Risk of damage to or loss of the Goods shall pass to the Buyer at:
8.1.1 in the case of Goods to be delivered at the Sellers premises, the time when the Seller notifies the Buyer that the Goods are available for collection; or
8.1.2 in the case of Goods to be delivered otherwise than at the Seller's premises, the time of delivery or, if the Buyer wrongfully fails to take delivery of the Goods, the time when the Seller has tendered delivery of the Goods.
8.2Not withstanding delivery and the passing of risk in the Goods, or any other provision of these Terms and Conditions, legal and beneficial title of the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of the price of the Goods.
8.3[Sub-Clause 8.2 not withstanding, legal and beneficial title of the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of the price of the Goods and any other goods supplied by the Seller and the Buyer has repaid all moneys owed to the Seller, regardless of how such indebtedness arose.]
8.4Until payment has been made to the Seller in accordance with these Conditions and title in the Goods has passed to the Buyer, the Buyer shall be in possession of the Goods as bailee for the Seller and the Buyer shall store the Goods separately and in an appropriate environment, shall ensure that they are identifiable as being supplied by the Seller and shall insure the Goods against all reasonable risks.
8.5The 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 money owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.
8.6The Seller reserves the right to repossess any Goods in which the Seller retains title without notice. In the event of repossession the Buyer shall deliver up to the Seller all Goods in which title has not passed, the cost of which shall be born by the Buyer.
8.7The Buyers right to possession of the Goods in which the Seller maintains legal and beneficial title shall terminate if:
8.7.1 The Buyer commits or permits any material breach of his obligations under these Conditions;
8.7.2 the Buyer is or becomes the subject of a bankruptcy order or takes advantage of any other statutory provision for the relief of insolvent debtors.
9.1The Seller may assign the Contract or any part of it to any person, firm or company without the prior written consent of the Buyer.
9.2The Buyer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Seller.
10. Returns & Cancellation/Refunds Policy, for non personalised items
If your items arrive damaged or incorrect please contact us within 7 days. We shall replace or refund the damaged goods and refund the standard parcel cost of returning your goods. Please do not return the damaged goods without contacting us first as postage will not be refunded without prior notification. We advise that you check your order on receipt as we cannot investigate discrepencies after this time.
If you wish to change your order please return them within 14 days of receipt. Please return with a copy of your original invoice and we will refund you for the items you have returned, providing they are returned in their original condition and any sealed packages unopened. When returning please obtain a free proof of posting from the Post Office to enable you to make a claim if the goods should go missing in the post.
When returning goods it is your resposibility to make sure they are packed correctly to avoid being damaged.
10.1 Returns & Cancellations/Refunds Policy, for personalised items
As printed balloons are personalised to your specific requirements, refunds or exchanges can only be given for faulty merchandise, or if there is an error with your order. Cancellation is not possible after submitting your order.
11.Confidentiality, Publications and Endorsements
11.1 The Buyer will regard as confidential the contract and all information obtained by the Buyer relating to the business and/or products of the Seller and will not use or disclose to any third party such information without the Seller's prior written consent provided that this undertaking shall not apply to information which is in the public domain other than by reason of the Buyer's default.
11.2 The Buyer will not use or authorise or permit any other person to use any name, trademark, house mark, emblem or symbol which the Seller is licensed to use or which is owned by the Seller upon any premises note paper visiting cards advertisement or other printed matter or in any other manner whatsoever unless such use shall have been previously authorised in writing by the Seller and (where appropriate) its licensor.
11.3 The Buyer will use [all] OR [its] reasonable endeavours to ensure compliance with this Clause 15 by its employees, servants and agents.
11.4 The provisions of this Clause 15 shall survive the termination of the Contract.
11.5 All notices under this Agreement shall be addressed to the most recent address, e-mail address, or facsimile number notified to the other Party.
Neither Party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that Party. Such causes include, but are not limited to: power failure, Internet Service Provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the Party in question.
The Parties agree that no failure by either Party to enforce the performance of any provision in these Terms and Conditions or under the Contract shall constitute a waiver of the right to subsequently enforce that provision or any other provision. Such failure shall not be deemed to be a waiver of any preceding or subsequent breach and shall not constitute a continuing waiver.
14.Third Party Rights
A person who is not a party to the Contract shall have no rights under the Contract pursuant to the Contracts (Rights of Third Parties) Act 1999.
The provisions of these Terms and Conditions are in addition to and do not affect the Buyers statutory rights as a consumer.
16.Law and Jurisdiction
16.1 These Terms and Conditions and the Contract (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
16.2 Any dispute, controversy, proceedings or claim between the Parties relating to these Terms and Conditions or to the Contract (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.