Credit Account Terms and Conditions
- 1.1 “Agreement” means these conditions of purchase (“Conditions”) together with all Orders;
- 1.2 “Buyer” means the educational establishment for which the Order is placed;
- 1.3 “Fees” means the price for the Goods as set out in the relevant Order;
- 1.4 “Forced Majeure Event” means an event beyond the control of a party which by its nature could not have been foreseen by such party, or if it could have been foreseen, was unavoidable, and includes, without limitation, acts of God, storms, floods, riots, fires, sabotage, civil commotion or civil unrest, act of war (declared or undeclared), armed hostilities and acts of terrorism;
- 1.5 “Goods” means the goods to be supplied by the Supplier as set out in the relevant Order;
- 1.6 “Order” means a written purchase order issued by the Seller from time to time pursuant to this Agreement, setting out the Goods to be provided to the Buyer as specified in the relevant Order;
- 1.7 “Supplier” means The Book People Limited.
2. Basis of Purchase
- 2.1 The Order constitutes an offer by the Buyer to purchase the Goods specified in the Order. No binding contract shall be forced until the Supplier has indicated its acceptance of the Order, either expressly by issuing a written notice of acceptance to the Buyer, or implied by starting to supply the Goods ordered.
- 2.2 By accepting the Order, the Supplier shall be deemed to have accepted the terms of this Agreement, which shall govern the purchase of Goods to the exclusion of any other terms (including, without limitation, any terms the Supplier seeks to impose in any quote, invoice or otherwise).
- 2.3 Unless expressly stated otherwise, in the event of any conflict between these Conditions and the terms contained in the Order, the latter prevails.
- 2.4 Use of the credit facility is subject to the value of Goods on a single Order being to the minimum value of £1 for UK customers and €1 for Irish customers. If the total value of Products on the Order is less than £1 (UK) or €1 (Ireland), the Order is subject to clause 15 in our Terms and Conditions.
- 3.1 No variation of the Conditions shall be effective unless agreed in writing between an authorized representative of the Supplier and an authorised representative of the Buyer.
- 4.1 The Goods shall be packed in such a manner as to reach their destination in good condition under normal conditions of transport.
- 4.2 The Goods shall be delivered by the Supplier to the place or places and in the manner specified in the Order or as subsequently agreed.
- 4.3 The Supplier shall deliver the Goods on the delivery date specified on the Order. Time for delivery shall be of the essence.
- 4.4 If the Goods are to be delivered by instalments, the Order will be treated as a single contract and not several.
5. Passing of Property
- 5.1 Subject to the Buyer’s right to cancel or reject under clause 7, risk in and title to any Goods shall not pass from the Supplier to the Buyer until the earlier of: (a) actual delivery of the Goods to the Buyer and not to any carrier (or in the case of Goods ordered on carriage forward or free on board terms until actual delivery to a carried authorised in writing by the Buyer to receive such Goods); or (b) payment for the Goods by the Buyer to the Supplier.
- 6.1 The Supplier warrants that the Goods shall (a) be free from defects in design, material and workmanship, be of satisfactory quality and be fit for the purpose for which they are intended to be used; (b) shall comply with all specifications, requirements and quality standards set out in the applicable Order or supplied or communicated by the Buyer to the Supplier, (c) not infringe on third-party intellectual property rights, (d) be new and free from any lien, charge or other encumbrance, and (e) comply with all statutory requirements and regulations relating to the sale and manufacture of the Goods (including, without limitation, the Toys (Safety) Regulations 1995).
- 6.2 If any Goods fail to comply with the warranties in clause 6.1, the Buyer shall be entitled to seek the remedies detailed in clause 7.
- 6.3 The liabilities of the Supplier under this clause and clauses 7 and 10 shall be in addition and without prejudice to the rights of the Buyer at common law under statute law and otherwise howsoever.
7. Rejection or Cancellation
- 7.1 Without prejudice to any other right or remedy which the Buyer may have, if any Goods are not supplied in accordance with, or the Supplier fails to comply with, any of the terms of this Agreement the Buyer shall be entitled to avail itself of any one or more of the following remedies at its discretion, whether or not any part of the Goods have been accepted by the Buyer: (a) to rescind the Order; (b) to reject the Goods (in whole or in part) and return them to the Supplier.