Trade and Business Terms & Conditions

The definitions and rules of interpretation in this Condition apply in these terms and conditions (Conditions).

Commencement Date: as specified within the Supplier’s Quotation or as otherwise agreed between the parties following acceptance by the Customer of the Supplier’s Quotation.

Permitted Use: the reasonable commercial use of Linen Stock in the hotel or catering trade carried out by the Customer on the Customer’s premises or such other use as agreed in writing by the Supplier.

Services: the services to be provided by the Supplier under the Contract as set out in the quotation accepted by the Customer, together with any other services which the Supplier provides, or agrees to provide, to the Customer.

Supplier’s Quotation: the quotation for the supply of Services provided to the Customer by the Supplier and accepted by the Customer in accordance with Condition 2.2.

VAT: value added tax chargeable under English law for the time being and any similar additional tax.

 

1.1 “The Company” shall mean Accuretta Systems Limited whose registered office address is at …………….. Registered in the United Kingdom under Company number 13254141.

1.2 “The customer” shall mean any person or persons, firm, company, or corporation who buys or agrees to buy goods from the company.

1.3 We must receive payment of the whole of the price for the goods that you order before your order can be accepted and processed. Payment of the price for the goods represents an offer on your part to purchase the goods, which will be accepted by us only when the goods are dispatched. Only at this point is a legally binding contract created between us.

 

2. Conditions Applicable

2.1 Terms and Conditions shall apply to all contracts for the sale of goods entered into by the Company. All conditions of the Customer or other terms and conditions or warranties whatsoever are excluded from the contract or any variation thereof unless expressly accepted by the Company in writing, and these terms and conditions shall be deemed to be incorporated in any quotation received from the Company and the Customer’s own conditions shall not be regarded as a counter offer.

2.2 The exercise by the Company of any right pursuant to these Terms and Conditions shall be without prejudice to any other right available to it whether hereunder or under general law.

 

4. Accuracy of content

The company has taken care in the preparation of the content of this website, in particular to ensure that prices quoted are correct at the time of publishing and that all goods have been described accurately. However, orders will only be processed if there are no material errors in the description of the goods or their prices as advertised on this website. Any weights, dimensions and capacities given about the goods are approximate only.

 

5. Ordering errors

You are able to correct errors on your order up to the point on which you re “submit or re send” during the ordering process.

 

6. Availability

All orders are subject to acceptance and availability. If the goods you have ordered are not available from stock, we will contact you by e-mail or phone (if you have given us details). You will have the option either to wait until the item is available from stock or to cancel your order.

 

7.Acknowledgement of your order

To enable us to process your order, you will need to provide us with your e-mail address. We will notify you by e-mail as soon as possible to confirm receipt of your order and to confirm details. For the avoidance of doubt, this correspondence does not constitute a contract between us.

 

6. Price & Payment Terms

6.1 The prices payable for goods that you order are as set out on our website.

6.2 Where it is not possible to accept your order to buy goods of the specification and description at the price indicated, we will advise you by email, and offer to sell you the goods of the specification and description at the price stated in the email and will state in the email the period for which the offer or the price remains valid.

6.3 We will take payment upon receipt of your order from your credit or debit card. We accept no liability if a delivery is delayed because you did not give us the correct payment details. If it is not possible to obtain full payment for the goods from you, then we can refuse to process your order and/or suspend any further deliveries to you. This does not affect any other rights we may have.

 

7 Delivery, Delivery Charges and Title

7.1 We shall deliver the goods in accordance with your order. A valid signature will be required on collection or delivery. In the unlikely event that you have not received all the goods within 10 working days of the date of dispatch (or where you have requested a delayed dispatch within 21 days of the requested dispatch date), you must notify us immediately.

7.2 Delivery charges vary according to the type of goods ordered; our delivery charges are set out at www.

7.3 You may be required to pay extra for delivery, and it might not be possible for us to deliver to some locations. Please note that we are only able to deliver to addresses within the ………, but excluding the ………..

7.4 We will deliver the goods to the address you specify for delivery in your order. It is important that this address is accurate. Please be precise about where you would like the goods left if you are out when we deliver. We cannot accept any liability for any loss or damage to the goods once they have been delivered in accordance with your delivery instructions (unless this is caused by our negligence). We will aim to deliver the goods by the date quoted for delivery, but delivery times are not guaranteed and therefore time is not of the essence. In any event, we will aim to deliver your goods within 30 days from the day after the day we received your order. If delivery is delayed beyond this time, we will contact you and either agree a mutually acceptable alternative date or offer you a full refund.

7.5 If you ask us to deliver the goods to any other address other than the Billing or Delivery Address supplied on the order then we are not liable for any damage or loss of product as this is against the couriers terms and conditions, this means that you are solely liable for all costs incurred due to damage or loss

7.6 If you ask us to deliver the goods without a signature example of which are but not exhaustive, “please leave in porch, or please leave in garage” then we are not liable for any damage or loss of product as this is against the couriers terms and conditions, this means that you are solely liable for all costs incurred due to damage or loss

7.7 When we deliver the goods the goods must be signed by a resident of the Billing or Delivery address supplied on the order you placed, we do not accept any liability for goods signed for by anybody else.

7.8 Goods must be signed for by persons over the age of 18 we do not accept any liability for goods signed for any person under the age of 18

7.9 You will become the owner of the goods you have ordered when they have been delivered to you. Once goods have been delivered to you they will be held at your own risk and we will not be liable for their loss or destruction

 

12. General

If any part of these conditions is invalid, illegal or unenforceable (including any provision in which we exclude our liability to you) the validity, legality or enforceability of any other part of these conditions will not be affected.

 

13. VAT

13 Where the company is registered for VAT purposes the company will charge VAT at the current rate laid down by law of the country. Goods not subject to VAT are exempt.

14 Age Requirements for Specific Goods

Were the law requires a minimum age limit for the purchase of specific goods, you confirm that you are over the required age limit and the person that will accept delivery is over the required age limit.

 

16. Notices

Unless otherwise expressly stated in these terms and conditions, all notices from you to us must be in writing and sent to our contact address at Vyna House, North Lane, Astley, M29 7AB and all notices from us to you will be displayed on our website from time to time.

 

17. Changes to legal notices

We reserve the right to change these terms and conditions from time to time and you should look through them as often as possible.

 

18. Law, jurisdiction and language

This website, any content contained therein, and any contract brought into being as a result of usage of this website are governed by and construed in accordance with English law. Parties to any such contract agree to submit to the exclusive jurisdiction of the courts of England and Wales. All contracts are concluded in English and shall be governed by and interpreted in accordance with English law and any actions should be conducted through the Court of Southport, Lancashire, England

 

19. Invalidity

If any part of these terms and conditions is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these conditions will not be affected.

 

20. Privacy

You acknowledge and agree to be bound by the terms of our privacy policy.

 

21. Third party rights

Nothing in this Agreement is intended to, nor shall it confer any rights on a third party.

 

Amendments: We reserve the right to amend these terms and conditions at any time by posting the amended terms on our website. Your continued use of our website and purchase of our products following such changes constitute your acceptance of the new terms

STANDARD TERMS AND CONDITIONS: SALE OF GOODS

Certain legislation in Australia may provide consumer guarantees or impose obligations on the Supplier which cannot be excluded, restricted or modified, or only to a limited extent. The terms and conditions contained in this document are subject to such legislation, including but not limited to Australian Consumer Law.

1. INTERPRETATION
   
   In this document and in any Contract to which these terms and conditions apply, unless inconsistent with the context:
   
   (a)the Actmeans the Competition and Consumer Act

(b) Claim means any claim, demand, action or proceeding;

(d) Contract means the contract between the Supplier and the Purchaser for or in relation to the sale and purchase of Services and incorporates the Purchase Order and these Terms and
Conditions;

(e) Event of Force Majeure includes but is not limited to any acts of God, war, riots, strikes, lock outs, trade disputes, fires, breakdowns, mechanical failures, interruptions of transport,
government action or any other action outside the reasonable control of the Supplier.

(f) Goods means any item of whatsoever nature which is sold or to be sold by the Supplier to the Purchaser;

(g) GST – Not Applicable

(h) Prescribed Terms means any terms, conditions, guarantees and warranties which the Act and any other law expressly provides may not in respect of the Contract be excluded, restricted or modified, or may be excluded, restricted or modified only to a limited extent;

(j) Purchase Order means the written or electronic order from the Purchaser to the Supplier for Goods to be purchased by the Purchaser from the Supplier under these terms and conditions containing amongst other things, a description of the Goods;

(k) Purchaser means the person, corporation or statutory body who buys the Goods from the Supplier;

(l) Quotation means the form of quotation submitted by the Supplier to the Purchaser in which these terms and conditions have deemed to be incorporated.

(m) Sales Confirmation means the documents, letter or email issued by the Supplier that formally accepts the order for Goods from the Purchaser or the document issued by the Purchaser confirming written acceptance for the supply of Goods;

(o) Security Interest – Not Applicable  

(p) Supplier means Seasons Luxury Bedding and Bath

(q) Headings and underlining are for convenience only and do not affect the interpretation of this document;
(r) A word or expression in the singular includes the plural, and the other way around;
(s) Words importing a gender include any gender;
(t) A reference to a person or words denoting a person includes any company, statutory corporation, partnership, joint venture, association, board, government or semi government agency or authority and that person’s successors and legal personal representative.

 

2. GENERAL
   
   (a) Subject to any Prescribed Terms, these terms and conditions together with the relevant Purchase Order and/or Sales Confirmation embody the sole terms and conditions of the Contract between the Supplier and the Purchaser and supersedes all other conditions and agreements between the parties, unless expressly amended in writing by the Supplier.

(b) These terms and conditions shall without further notice apply to all future transactions between the Supplier and the Purchaser in relation to the sale and purchase of Goods, whether or not this document is delivered or executed in the course of the transaction and the Purchaser acknowledges that they have read and understood these terms and conditions.

(c) All Purchase Orders supplied by the Purchaser are subject to acceptance by the Supplier and no Contract between the Supplier and the Purchaser comes into existence until the Supplier
issues a Sales Confirmation in relation to the order.

(d) Subject to clause 11 hereof, no variation or cancellation of these terms and conditions shall be effective unless it is evidenced in writing and signed on behalf of the Supplier.

 

3. QUOTATION

The Customer’s acceptance of a quotation for Services by the Supplier, constitutes an offer by the Customer to purchase the Services on these Conditions. No offer placed by the Customer shall be accepted by the Supplier other than:

(a) by a written acknowledgement issued and executed by the Supplier; or
(b) (if earlier) by the Supplier starting to provide the Services,

when a contract for the supply and purchase of the Services on these Conditions will be established. The Customer’s standard terms and conditions (if any) attached to, enclosed with or referred to in any purchase order or other document shall not govern the Contract.

3.1 The Customer acknowledges that no contract was entered into in reliance on any representations other than those incorporated in the Company’s quotation and these Conditions, and particularly no catalogue or price list shall form part of the contract documents.

3.2 A quotation by the Company shall not constitute an offer and there shall be no binding contract until the Company has confirmed acceptance of the order placed by the Customer.

3.3 Unless otherwise specifically stated, all prices quoted by the Company are exclusive of Value Added Tax, which shall be due at the rate in force at the date of the Company’s invoice to the Customer.

3.4 Quotations assume the accuracy of information provided by the Customer and are not valid in the event of any information supplied to the Company being incomplete, inaccurate, or misleading. Any modifications to specifications required after the Company has provided a quote may entail an extra charge being raised at a reasonable rate having regard to the nature of the modification.

 

Further,
(a) The price of the Goods will be in accordance with the Quotation provided by the Supplier.
(b) A Quotation provided by the Supplier is fixed and remains valid for a period of thirty (3) days from the date of the final quotation unless:
(i) otherwise set out in the Quotation; or
(ii) agreed to in writing between the Purchaser and the Supplier.
(c) The Purchaser acknowledges that the Quotation is not to be construed as an obligation to sell to the Purchaser and no contractual relationship shall arise from a Quotation until such time a Sales Confirmation in relation to the order has been issued by the Supplier.

 

 

4. PURCHASER ORDERS
   
   (a) Every order by the Purchaser must be submitted in writing.

(b) A Purchase Order will not be accepted by the Supplier unless the Purchase Order clearly identifies the Goods ordered and/or the Supplier’s Quotation. Any costs incurred by the Supplier in reliance on incorrect or inadequate information may result in additional charges being incurred by the Purchaser.
(c) The Supplier may in its absolute discretion refuse to provide the Goods where:

(i) Goods are unavailable for any reason whatsoever;
(ii) credit limits cannot be agreed upon or have been exceeded; or
(iii) payment for Goods previously provided to the Purchaser or any related corporation of the Purchaser or to any other party who is, in the reasonable opinion of the Supplier,
associated with the Purchaser under the same or another supply contract, has not been received by the Supplier.

 

5. PAYMENT
   
   (a) Unless otherwise agreed to by the parties in writing, payment by the Purchaser shall be made in full for the Goods before physical delivery of the Goods is made to the Purchaser; or

(b) If credit terms have been expressly agreed to in writing by the Supplier, payment shall be made in accordance with the terms of credit agreed to between the Supplier and the Purchaser.

(c) Time for payment of the price of the Goods shall be of the essence, and if the Purchaser fails to pay the price when due, the Supplier may treat the Contract as repudiated by the Purchaser
and may suspend delivery of the Goods, the subject of the Contract, and any Goods the subject of any other Contract with the Purchaser without incurring any liability whatsoever to the
Purchaser in respect thereof.

(d) If the Purchaser fails to make payment in accordance with this clause, the Purchaser shall pay in addition to the purchase price and/or such other amounts that are due and payable to the Supplier, a sum equivalent to the business overdraft rate published from time to time by the Central Bank of Sri Lanka ,until all amounts payable to the Supplier have been paid in full.

(e) Notwithstanding any rights of lien to which the Supplier may otherwise be entitled, the Supplier shall have a specific lien (including a right of sale) over the Goods the subject of the Contract and any Goods the subject of any other contract with the Purchaser until the price of the Goods has been paid in full. The Purchaser shall not be entitled to make any deduction from the price in respect of any setoff or counter claims.

 

 

6. DELIVERY
   
   (a) The Goods will be available at the Supplier’s premises or as otherwise agreed between the Supplier and Purchaser;

(b) Any time or date named and accepted by the Supplier for completion, delivery, despatch, shipment or arrival of the Goods is an estimate only and does not constitute a condition of the
Contract or part of the description of the Goods and is not of the essence of the Contract.

(c) The Purchaser accepts the Goods when it and/or its employees, agents or sub-contractors sign for delivery of the Goods.

(d) The Purchaser shall notify the Supplier in writing within two (2) business days of delivery of any shortfall in or loss or damage to the Goods delivered.

(e) The Purchaser agrees that failure to notify in accordance with clause 6(d) above shall, subject to the requirements of any Prescribed Terms, disentitle the Purchaser to any remedy in respect to the shortage, loss or damage in respect of the Goods supplied.

 

7. PURCHASER’S CANCELLATION
   
   (a) After a Sales Confirmation has issued, the Purchaser shall not be entitled to cancel an order unless the express written authority of the Supplier is obtained.

(b) The Supplier, at its discretion, shall have the right to recover the whole of the invoice price and any associated costs from the Purchaser.

 

 

8. RISK AND TITLE
   
   (a) Except as otherwise provided herein, the Goods supplied by the Supplier to the Purchaser shall be at the Purchaser’s sole risk immediately upon their delivery to the Purchaser.

(b) Property and title in the Goods supplied by the Supplier to the Purchaser will not pass to the Purchaser until such a time as the Goods, the subject of the Contract and all other Goods
supplied by the Supplier to the Purchaser, have been paid in full. Provided that the supplied Goods have not been mixed and/or stored by the Purchaser, the Purchaser shall upon the
Supplier’s demand deliver up such Goods to the Supplier and in default of such delivery, the Supplier may by its servants and/or its agents enter the Purchaser’s premises at any time without notice to repossess the Goods.

(c) The Purchaser and the Supplier agree that the provisions of this clause apply notwithstanding any agreement between the parties under which the Supplier grants the Purchaser credit.

9. WARRANTIES AND EXCLUSIONS OF LIABILITY
   
   (a) The Supplier warrants that the Goods when delivered to the Purchaser will comply with any description for the Goods contained in the relevant Sales Confirmation (if any). The Supplier is not required to supply Goods with any specification or characteristics that are outside the terms of the Sales Confirmation.

(b) The Purchaser acknowledges, agrees and warrants that as the Purchaser’s intended use of the Goods is outside the control of the Supplier, the Purchaser is satisfied that the Goods when
supplied in accordance with clause 9(a) above shall be fit for purpose.

(c) The Purchaser releases and indemnifies the Supplier and its officers, employees, consultants and agents from and against all actions, claims, proceedings and demands (including those
done by third parties) which may be brought against it or them, whether on their own or jointly with the Purchaser and whether at common law, in equity, pursuant to statute or otherwise, in
respect of any loss, death, injury, illness, cost or damage arising out of any breach by the Purchaser of any warranty provided by it under paragraph (b) of this clause.

(d) Except as expressly set out in the Contract and except for liability under any Prescribed Terms, to the full extent permitted by law:

(i) all conditions, warranties, guarantees, terms and obligations expressed or implied by law or otherwise relating to the Contract or the performance of the Supplier obligations
under the Contract or to any Goods or services supplied or to be supplied by the Supplier under the Contract are excluded, except for those conditions and warranties as to
title in the Goods; and

(ii) without limiting the generality of the foregoing, the Supplier gives no condition, warranty or guarantee whatsoever as to the suitability, performance or fitness of the Goods for their ordinary or any special use or purpose, and the description of the Goods in any Contract or any other document shall not import any such condition, warranty or guarantee on the part of the Supplier; and

(iii) the Purchaser accepts that any issues in relation to the manufacturer’s warranty with respect to the Goods which have been purchased from the Supplier shall be addressed
to the manufacturer; and

(iv) It is the Purchaser’s responsibility to ensure that all applicable health and safety regulation are complied with and appropriate steps are taken in relation to the storage, handling and the use of the Goods and where the manufacturer supplies information to the Purchaser on the potential hazards relating to the Goods, such information must be brought to the attention of its employees, agents, sub-contractors, visitors and customers.

(e) Notwithstanding anything to the contrary herein but subject to the provision of any Prescribed Terms, the Supplier’s liability in respect of any Claim arising in any way out of the Contract or its performance or from any failure to perform the Contract including (without limiting the generality of the foregoing) for breach of any condition, warranty or guarantee contained in the Contract or in any Prescribed Term implied into or applying to the Contract, and whether that liability arises under contract, tort (including negligence), breach of statutory duty or otherwise, is limited as follows:

(i) If any guarantee under the Act is applicable to any good or service supplied by the Supplier and the Supplier’s liability is due to a failure to comply with the guarantee and such failure cannot be remedied or is a major failure as defined in the Act (each failure hereafter referred to as a Relevant Failure), the Supplier’s liability is as stated in the Act in respect of that Relevant Failure.

(ii) if the liability is due to a failure to comply with any condition, warranty or guarantee in respect of any Goods supplied by the Supplier under the Contract and such failure is not a Relevant Failure, the Supplier’s liability is limited.

(f) To the extent permitted by law, the Supplier will have no liability to the Purchaser whatsoever arising under any cause of action in respect of special, indirect or consequential damages, loss of profit (whether direct or indirect) or loss of business opportunity out of or in connection with the Contract or its performance.

 

10. INDEMNITY
    
    The Purchaser shall keep the Supplier, its servants and agents, indemnified against all costs, claims, demands, expenses and liabilities of whatsoever nature, including but not limited to claims of death, personal injury, damage to property and consequential loss (including loss of profit) which may be made against the Purchaser or which the Purchaser may sustain, pay or incur as a result of or in connection with the sale and use of the Goods unless such costs, claim demanded, expense or liability shall be directly and solely attributable to any breach of contract or guarantee by, or negligence of, the Supplier or its duly authorised officers and/or agents.

 

SEVERANCE

11.1 If any provision of the Contract (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of  the Contract, and the validity and enforceability of the other provisions of the  Contract shall not be affected.

11.2 If a provision of the Contract (or part of any provision) is found illegal, invalid or unenforceable, the provision shall apply with the minimum modification necessary to make it legal, valid and enforceable.

 

12. ENTIRE AGREEMENT

12.1 The Contract constitutes the whole agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter.

12.2 Each party acknowledges that, in entering into the Contract, it has not relied on, and shall have no right or remedy in respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) (other than for breach of contract), as expressly provided in the Contract.

12.3 Nothing in this Condition shall limit or exclude any liability for fraud

 

 

13. ALTERATION TO TERMS AND CONDITIONS
    
    The Supplier may vary at any time these terms and conditions and any variation of the standard terms and conditions shall be referred to in the invoice for the supply and/or quotation to supply Goods at the relevant time.

 

14. FORCE MAJEURE
    
    The Supplier shall not be under any liability whatsoever for the consequences of any failure on its part to perform or delay in performing any obligation under the Contract if such failure or delay is due directly or indirectly to any Event of Force Majeure.

 

15. ASSIGNMENT
    
    The Purchaser accepts and acknowledges that it is not entitled to assign or otherwise transfer any of its rights and/or entitlements under any agreement between the Supplier and the Purchaser and any of its rights or obligations under the Contract whether in whole or in part without the prior written consent of the Supplier. The Purchaser accepts that any such unauthorised assignment will be deemed null and void and shall have no effect on the Supplier and in addition, void all warranties.

 

16. GOVERNING LAW
    
    The terms and conditions of this agreement are governed and construed in accordance with the laws of . The Supplier and the Purchaser submit to the nonexclusive
    jurisdiction of the courts of ………………………………..

 

17. Dispute Resolution Clause:

 

17.1 Dispute Resolution: In the event of any dispute or disagreement arising out of or in connection with this Contract, including its interpretation or implementation, the parties shall make every effort to resolve such dispute amicably through good-faith negotiations.

 

17.2 Arbitration: If the parties are unable to resolve the dispute through negotiations within thirty (30) days from the date either party provides notice of the dispute, the dispute shall be referred to arbitration in accordance with the Arbitration Act of Sri Lanka. The arbitration proceedings shall be conducted in the English language by a single arbitrator appointed by the Sri Lanka Arbitration Board.

 

17.3 Arbitral Award: The decision of the arbitrator shall be final and binding upon both parties. The costs of the arbitration, including legal fees and expenses, shall be borne by the party against whom the arbitral award is made, unless otherwise determined by the arbitrator.

 

17.4 Court Proceedings: Notwithstanding the above, either party may seek injunctive relief or pursue court proceedings for interim measures in a court of competent jurisdiction if immediate action is necessary to protect its rights and interests.

 

Confidentiality Clause:

18.1 Confidential Information: All information disclosed by one party (the Disclosing Party) to the other party (the Receiving Party) during the term of this Contract, whether orally or in writing, and whether marked as confidential or not, shall be treated as confidential and proprietary.

 

18.2 Use and Disclosure: The Receiving Party shall use the confidential information solely for the purpose of performing its obligations under this Contract and shall not disclose, reproduce, or distribute such information to any third party without the prior written consent of the Disclosing Party.

 

18.3 Exceptions: The obligations of confidentiality shall not apply to information that is publicly available or becomes public through no fault of the Receiving Party, or that the Receiving Party can demonstrate was already in its possession without an obligation of confidentiality.

 

19.4 Duration of Confidentiality: The confidentiality obligations shall survive the termination or expiration of this Contract and shall continue for a period of [insert duration] years from the date of disclosure.

 

 

 

Industry-Specific Regulations Clause:

 

20.1 Compliance with Regulations: The Purchaser acknowledges and agrees to comply with all applicable laws and regulations related to the purchase, sale, and use of the Goods, including but not limited to any industry-specific regulations in Sri Lanka.

 

20.2 Certification and Standards: The Purchaser shall ensure that the Goods meet any relevant industry standards and certifications applicable in Sri Lanka. The Supplier may provide documentation to evidence compliance with such standards upon the Purchaser’s request.

 

20.3 Changes in Regulations: In the event of changes in Sri Lankan laws or regulations affecting the sale or use of the Goods, the parties agree to negotiate in good faith to modify the terms of this Contract to comply with such changes, without unreasonable detriment to either party.

 

Doc ID: Seasons Whole sale and customer order policy, Issue Date: 12/08/2023, Issue:1