Terms and Conditions of Sale
This document (hereafter referred to as the Agreement) creates a binding contract between the Parties and established the terms and conditions of that contract.
(1) Hunters Wholesalers, a trading name of SSED Ltd, company registration number 04864055 and registered office at Unit 4a Kelpatrick Road, Slough, Berkshire, SL1 6BW, referred to as ‘Hunters’.
(2) The customer or potential customer in any sale or potential sale of products, who may be referred to as the ‘Customer’.
The ‘Website’ means http://www.hunters-wholesalers.co.uk/
1.1. Whereas Hunters supply security systems, security-related goods, and other hardware goods (the ‘Products’) on a wholesale basis, and the Customer is a sole trader, business, partnership or other business entity whether incorporated or not.
1. Terms and conditions
1.2. This Agreement shall apply to each and every purchase of goods from Hunters.
1.3. These Terms and Conditions may be updated from time to time, and Hunters cannot guarantee that the version current at the time of making an order will remain accessible, therefore the Customer should download, print, and retain a copy of this Agreement at the time a purchase is made.
1.4. The Agreement is only available in the English language, if the Customer translates the Agreement into any other language the English version shall always prevail.
1.5. In the interest of clarity
a) Where Hunters advertises goods or otherwise makes goods available for sale, this constitutes an ‘invitation to treat’; and
b) The Customer requesting to purchase goods or submitting an order for goods is an offer to contract; and
c) Hunters providing the goods or accepting an order is acceptance of that offer.
1.6. If a quotation is provided, the quotation will be valid for 30 days (unless expressly stated otherwise) and will be subject to stock availability at the time of any subsequent order. For the avoidance of doubt, a quotation shall not constitute a contractual offer.
2. Trade account
2.1. The Customer may request a trade account, Hunters may, but is not obliged to, agree to open a trade account for the Customer.
2.2. To create a trade account the Customer will need to complete a trade account application form. It is a criminal offence to provide false information to when requesting a trade account and Hunters may inform the appropriate authorities where false or suspected false information is provided by the Customer.
2.3. Upon receipt of a trade account application form, Hunters will consider the application and provide the Customer with a decision in writing. Until Hunters provides a written acceptance of an application the Customer shall not have a trade account.
2.4. Hunters may, in deciding whether to provide a trade account may obtain information to verify the identity and financial standing of the Customer, including a credit report from a credit reference agency, information from the Customer’s bank, a reference from other company’s who the Customer does business with or other publicly available information; and in requesting a trade account the Customer authorises Hunters to obtain such information.
2.5. If an application for a trade account is approved, the Customer can submit and track orders and manage the account via the Website by creating a username and password (‘Access Information’).
2.6. The Customer will have sole responsibility for the secrecy and security of the Access Information and will be responsible and liable for all activity under the trade account including any that result from unauthorised access by failing to keep the access Information secret and secure.
2.7. Hunters will never ask you for the Customer’s Access Information (other than during the Website login procedure) and the Customer should change the Access Information periodically or immediately.
a) if the Customer becomes aware or suspects the Access Information details have been disclosed or the secrecy compromised; or
b) upon an employee who knew or had access to the Access Information leaves the Customer’s employment.
2.8. Hunters will set or agree a maximum number of orders that may be submitted during any calendar month or the cumulative amount (in financial value) of outstanding invoices.
2.9. Hunters may refuse or suspend orders made using a trade account at any time:
a) before an order is dispatched:
b) if the Customer reaches the maximum number of orders permitted in any calendar month;
c) if the Customer reaches the maximum financial value of unpaid invoices at any time;
2.10. Hunters may suspend or cancel any trade account at any time without giving or needing to give a reason.
2.11. The Customer must ensure that all information submitted when applying for a trade account remains accurate and up to date at all times.
3. Order process
3.1. To submit an order a Customer who does not have a trade account may:
a) enter the required Products into the shopping cart on the Website proceed directly to the checkout to submit payment in full for the Products; or
b) make an order by telephone and submit payment in full; or
c) visit Hunters premises and purchase Products.
3.2. To submit an order a Customer who does have a trade account may:
a) login to the Customers account via the Website and submit an order; or
b) submit an order by email; or
c) submit an order by telephone; or
d) visit Hunters premises to order and collect the Products.
3.3. Whether using a trade account, or using the immediate checkout process, the Customer shall
a) add the Products to be purchased to the shopping cart;
b) select the preferred method of delivery;
c) provide payment details (except for trade account holders);
d) agree to these Terms and Conditions;
e) review the order to identify and correct any input errors;
f) conform the order and submit payment (except for trade account holders).
3.4. Hunters will send an initial acknowledgement of the order which will be followed by
a) an order confirmation (at which point the order will become a binding contract); or
b) an email confirming that the order cannot be met; in some circumstances Hunters may suggest an alternative product or refund any money paid.
3.5. Hunters may accept an order via telephone or at the Hunters warehouse in which case these Terms and Conditions will be agreed in person.
4. The Products
4.1. Hunters warrant that, upon delivery or collection the Products shall be –
a) as described;
b) if sold by sample, correspond with that sample;
c) fit for purpose, to the extent that the use and purpose shall be the purpose stated within the manufacturer’s documents and when used in accordance with the manufacturer’s instructions and within any limitations or restrictions;
d) without damage;
e) function correctly, to the extent that the function is within any limits or restrictions stated within the manufacturer’s documentation.
4.2. Hunters may provide the Customer with information relating to any Product; however this information shall not be, or deemed to be advice or a recommendation, it is sole responsibility of the Customer to ensure that any Products are suitable for their needs and fit for any specific purpose.
5. Recalled Products
5.1. If the manufacturer or an authoritative body recalls any Products, parts, or components the Hunters shall provide the Customer with a recall notice.
5.2. A recall notice shall include:
a) the type of Products affected;
b) a model, serial or batch number or any other relevant identifier of the affected Products;
c) the reason for the recall;
d) whether the Products are to be returned to Hunters or the manufacturer or to be destroyed;
e) any other information or instructions;
5.3. Upon receiving a recall notice the Customer shall immediately:
a) where necessary, identify and trace any third Party who the recalled Products were given or sold to and inform them of the recall;
b) remove the recalled Products from use and place in a secure container or area marked with a sticker identifying the recalled Products as not for use;
c) where recalled Products are to be returned to the manufacturer, arrange for the Products to be returned;
d) where the Products are to be returned to Hunters, the Customer shall, within 28 days of the recall notice, package the recalled Products ready for collection and inform Hunters the Products are ready for collection;
e) where the Products are to be destroyed, dispose of the Products in the most suitable or appropriate way.
5.4. Within a reasonable period after receiving the Products, Hunters or the manufacturer shall:
a) repair the Products;
b) provide replacement Products; or
c) issue a credit note equal to the invoiced value of the recalled Products which may be set off against future invoices; or
d) agree to issue a refund for the invoiced value of the recalled Products.
6. Price and payment
6.1. Prices for Products are as stated:
a) on the Website; or
b) in printed publications that Hunters may releases from time to time;
c) on the Products in Hunters premises.
6.2. Hunters carry a large number of Products and stock; therefore it is always possible that some of the prices may be stated incorrectly or in error. Prices will be verified as part of the order process so that if a product is incorrectly priced on the Website or printed price lists, the correct price will be shown in the Shopping Cart before the contract for the supply of the Product comes into effect.
6.3. The prices exclude value added taxes, where applicable.
6.4. In addition to the price of the Products, charges may be applied for
a) a delivery charge, in accordance with the Delivery Policy.
b) a handling charge in accordance with the Returns Policy.
c) charges and interest for late payment of any incoice in accordance with the Late Payment of Commercial Debts (Interest) Act 1998
d) any costs incurred, including administration and third party costs, as a result recovery any unpaid sums that are due.
e) all customs, export and import taxes and duties arising by virtue of the dispatch and delivery of Products to a country outside the boundaries of the United Kingdom.
6.5. Where the Customer does not have a trade account payment must be made by credit or debit card upon the submission of an order. Hunters may withhold or delay dispatch of the Products or cancel the order if the full cost is not received in full in cleared funds.
6.6. Where a trade account is agreed, then upon or following the dispatch of ordered Products, Hunters will send the Customer an invoice with payment terms of 30 days from the date of the invoice.
7.1. Hunters will arrange for the Products to be delivered to the delivery address stated in the order in accordance with the provisions of the Delivery Policy.
8. Risk and ownership
8.1. The Products will be at the Customer’s risk from the time of delivery (or collection).
8.2. Ownership of the Products will only pass to the Customer upon the later of:
a) delivery (or collection) of the Products; and
b) receipt by Hunters of full payment of all sums due in respect of the Products.
8.3. Until ownership of the Products has passed to the Customer, the Customer shall possess and hold the Products as fiduciary agent and Bailee; and must store the Products separately from other goods and ensure that the Products are clearly identifiable as belonging to Hunters.
8.4. Hunters will be entitled to recover payment or the Products even where ownership has not passed to the Customer.
9.1. The Returns Policy provides details of the circumstances in which the Customer may return Products and how the Products can be returned.
10.1. Hunters warrants that Products will, at the time of delivery:
a) conform in all material respects to any applicable or published specification; and
b) be free from damage or defects in materials and workmanship; and
c) be fit for purpose, to the extent that the purpose shall be the normal standard purpose of the Products when used within any limitations or restrictions for normal use stated by the manufacturer.
10.2. In submitting an order, the Customer warrants:
a) to be acting in the capacity of a business and not as a consumer; and
b) to have full authority, power, and capacity to agree to these Terms and Conditions; and
c) the information provided in the order is accurate and complete; and
d) to be able to accept delivery of the Products except where collection of the Products has been agreed.
11. Contract cancellation
11.1. Either Party may cancel the contract to supply Products if the other Party:
a) is in material breach of these terms and conditions that cannot, or is not remedied within 14 days of a notice served by the non-breaching Party detailing the breach and the remedy sought;
b) is in material breach of any law, regulation, regulatory guidance issued by a regulatory body;
c) ceases to trade, or threatens to or is threatened to cease trading;
d) becomes insolvent or is threatened with insolvency;
e) a person (including the holder of a charge or other security interest) is appointed to manage or take control of the whole or part of the business or assets, or notice of an intention to appoint such a person is given or documents relating to such an appointment are filed with any court;
11.2. Hunters may cancel the contract to supply Products if the Customer:
a) does not pay for the Products or pays for the Products bur subsequently reverses the transaction;
b) has a trade account which is at the maximum permitted number or value of outstanding invoices;
c) has a trade account and has an invoice which has not been paid on or before the due date;
d) where Hunters has reason to believe that the Customer may not have the resources available to pay for the Products when the invoice will become due for payment.
11.3. Cancellation shall be effected by way of written notice.
12. Consequences of cancellation
12.1. Upon the cancellation of a contract the Parties will cease to have any obligation under the Agreement, however nothing in this Agreement shall affect all benefits and obligations accrued up to the date of cancellation.
12.2. Hunters shall not be obliged to deliver Products which have not been fully paid at the date of cancellation however where any ordered Products are delivered an obligation on Customer shall be created to pay for those Products.
12.3. All provisions of these Terms and conditions that are expressly or by implication or nature to survive termination will continue to have effect.
13. imitation of liabilities
13.1. Neither Party will be liable for any losses, damages, claims, or costs including but not limited to consequential or indirect damages, loss of income, revenue, business, profits, contracts, anticipated savings; waste of office, employee, or subcontractor time; goodwill or reputational damage;
13.2. Neither Party shall have any liability for a breach of contract or delay in the performance of the contract arising out of force majeure event; which shall include power failure, adverse weather, industrial disputes affecting any third party, governmental regulations, fires, floods, disasters, civil riots, terrorist attacks, war, epidemic, pandemic, or any event which is beyond the Party’s reasonable control.
13.3. To the maximum extent permitted by applicable law all conditions, warranties or other terms concerning the Products or the contract which might otherwise be implied into a contract that are capable of being excluded, are excluded.
13.4. Hunters shall not be liable to the Customer in any way whatsoever, irrespective of the legal basis of a claim, for
a) any fault or defect in the Products arising from wear and tear, wilful damage, accident, negligence, or use by the Customer or a third party, other than in accordance with the manufacturer's instructions or recommendations,
b) any alteration, adjustment, repair, or attempted repair carried out by the Customer or any third party on the Customer’s behalf.
13.5. Hunters total liability in connection with any Products is strictly limited to the higher of the Purchase price or the replacement cost of the relevant Product.
13.6. Nothing in these Terms and Conditions will limit or exclude liability for:
a) death or personal injury caused by negligence.
b) fraud or fraudulent misrepresentation.
14. General terms
14.1. These Terms and conditions do not
a) constitute or contain any licence or sub-license for any intellectual property rights (including software) comprised or stored in the Products; nor
b) govern the provision of any services provided by Hunters or any third party in relation to the Products, or assembly or installation of the Products.
14.2. Hunters will treat all any personal information collected or given in connection with an order or purchase in accordance with the terms of Hunter’s Privacy Notice available on the Website or otherwise upon request.
14.3. The Terms and Conditions may only be amended, changed, or varied by written consent, notwithstanding that Hunters may revise these Terms and Conditions from time-to-time to comply with regulatory changes, developments in technology, or the need to remain commercially competitive; but such revisions will not affect the terms and conditions of any contracts which have been entered into before the amendment takes effect.
14.4. If any provision of these Terms and Conditions is held invalid or unenforceable by a court of competent jurisdiction, the remaining provisions will remain in full force and effect, and such invalid or unenforceable provisions or portion thereof will be deemed omitted.
14.5. A delay or forbearance in enforcing or claiming a breach of contract will not be waiver of any such rights at a later time or for a future breach. whether by conduct or otherwise.
14.6. This Agreement cannot be assigned, transferred, or novated except
a) with the written consent of the non-transferring Party which will not be reasonable withheld or delayed;
b) where either Party sells its interest in the business as a whole, in which case the obligations and benefits shall be transferred, assigned, or novated to the new owner.
14.6. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement, except for a right of recourse of an insurer if such a right exists.
14.7. These Terms and Conditions contain the entire agreement and understanding in relation to the purchase and supply of Products and supersede all previous agreements and understandings between the Parties. Each Party acknowledges that representations not expressly contained in these Terms and Conditions have not been made by or on behalf of the other Party in relation to the purchase and supply of Products, excluding fraud or fraudulent misrepresentation.
14.8. These Terms and Conditions are constructed in accordance with the laws of England and Wales.
14.9. The Parties submit to the courts of England and Wales who will have exclusive jurisdiction to adjudicate any dispute arising under or in relation to these Terms and Conditions.