Terms and Conditions of Sale

1. Orders

1.1 These Terms and Conditions ("Conditions") shall be incorporated into and govern all contracts for the sale of goods ("Contracts" and "Goods", respectively) by PURE WATER LEEDS LTD ("Seller") to a legal or natural person wishing to purchase products from the Seller ("Buyer") to the entire exclusion of all other terms or conditions.

1.2 No terms or conditions endorsed upon, delivered with, or contained in the Buyer's order to the Seller for Goods ("Order") or acknowledgement or acceptance of an Order, specification or similar document shall form part of the Contract and the Buyer waives any right which it otherwise might have to rely on such terms and conditions.

1.3 These Conditions apply to all sales of Goods to the Buyer and any variation to these Conditions shall have no effect unless agreed in writing and signed by an authorised signatory of the Seller.

1.4 Each Order shall be deemed to be an offer by the Buyer to buy Goods subject to these Conditions. No Order by the Buyer shall be deemed to be accepted until the Seller accepts the Order either expressly by giving notice of acceptance or impliedly by delivering the Goods to the Buyer.

1.5 The Buyer agrees to comply with all requirements of the Seller in respect of delivery, warehousing, invoicing, quality control, and other such requirements (including any amendments to the requirements) as are notified to the Buyer from time to time and these requirements will form part of each Contract. The Seller agrees to give the Buyer reasonable notice of its requirements.

1.6 If the Buyer prefers the Seller not to deliver a substitute product, should selected lines be unavailable, it should inform the Seller of this when placing an Order.

2. Delivery

2.1 Delivery of the Goods shall be made by the Seller to the place specified in the Order or the Buyer's trading address, unless otherwise stipulated or agreed in writing by the Seller. Delivery of the Goods is completed on the completion of unloading of the Goods from the vehicle, or where the Buyer operates or collects from the Seller's property, when Goods are placed in a specified area to access. Where the location is of the Buyer's choosing, the Buyer shall ensure there is reasonable access for the Seller to deliver. The Seller shall use its reasonable endeavours to deliver during a time window agreed with the Buyer which shall be an approximate time only and time shall not be of the essence. The Seller shall not be responsible where a delivery is made outside the agreed time window. Risk passes to the Buyer on delivery.

2.2 All deliveries made from Sunday to Saturday inclusive will be invoiced by the Seller on Monday of the following week. Unless otherwise notified to the Seller, it will be deemed that the Buyer has received the previous week's invoice by Wednesday of the following week. On receipt of the invoice, the Buyer must inform the Seller in writing of any discrepancies within 7 days of invoice date. If the Buyer fails to do so, it is deemed that the invoice value is correct and owed in full to the Seller.

2.3 Deliveries will be made to the Buyer as per their individual agreed delivery days, subject to normal trading conditions.

2.4 Delivery notes will be supplied via email or by hard copy left with the delivery. If a Buyer does not receive a delivery note, they must inform the Seller within 24 hours, otherwise the delivery will be deemed to have been made in full.

2.7 Due to some deliveries being made outside a Buyer's trading times, delivery notes do not need to be signed by the Buyer for the Seller to prove that delivery has been made. Buyers who require signed delivery notes as proof of delivery must request this in writing and have a representative available to sign at the time of the delivery.

2.8 Where physically present, a representative of the Buyer must check that the Goods delivered correspond with the Order before signature of the delivery note. If a delivery has been made in the absence of a representative of the Buyer, then the Buyer must inform the Seller within 24 hours of any discrepancies between the amount indicated on the delivery note, and the actual amount received. If the Buyer fails to do this, then the quantity charged on the delivery note will be deemed to be correct.

2.9 Claims in respect of short deliveries, unacceptable quality or damage to Goods reasonably visible on inspection must be reported to the Seller within 24 hours of the time of delivery which gives rise to the claim. The Buyer must retain the relevant Goods for inspection and collection. Any credit for or replacement of the Goods will only be provided by the Seller if the conditions of this Condition are complied with and will be exercised in its sole discretion, acting reasonably.

2.10 Goods are not supplied on a sale or return basis.

3. Delivery Materials and Packaging

3.1 Unless informed by the Seller, all trolleys, crates, containers, glass bottles, pallets and other delivery materials remain the property of the Seller and are returnable to the Seller without unreasonable delay and in the same condition in which they were delivered to the Buyer. The Seller reserves the right to charge the Buyer for any such property which has not been returned to the Seller or have been returned and are not in a fit condition for re-use.

3.2 If the Buyer fails to return any of the Seller's property in accordance with Condition 3.1 then the Seller may request access with reasonable notice, to the Buyer's premises to collect such property. The Buyer shall not prohibit or prevent such access and shall provide the Seller with all reasonable assistance in the identification, access, and removal of the Seller's property. If the Seller collects such property, they may charge for any collection costs incurred.

3.3 The value of any shortfall in the quantity of materials held and returned by the Buyer will be liable to be invoiced to the Buyer. On termination of the Contract the Buyer has 5 days to return the Seller's materials to avoid incurring those costs.

4. Pricing and Payment Terms

4.1 The price of the Goods shall be the price set out in the Order, or, if no price is quoted, the price set-up against the Buyer in force as at the date of delivery. VAT will be added to invoices on relevant taxable goods.

4.2 The Seller may, by giving notice to the Buyer at any time before delivery, withdraw any discount from its normal prices and revise prices to increase the price of the Goods to reflect any increase in the cost of the Goods due to any factor beyond the Seller's control, any request by the Buyer to change delivery dates/quantities/types/specification, or any delay caused by Buyer instructions or inadequate information.

4.3 The Seller may invoice the Buyer for the Goods on or at any time after the completion of delivery.

4.4 The Buyer shall pay each invoice submitted by the Seller (via Bacs/bank transfer, direct debit or debit card): (a) within 30 days of invoice date or in accordance with agreed written credit terms; and (b) in full and in cleared funds to a bank account nominated in writing by the Seller. Time for payment is of the essence.

4.5 The Seller reserves the right to allocate payments to the oldest debt where payment is made without remittance advice.

4.6 In the event of non-payment the Seller reserves the right to charge late payment interest at the statutory rate, plus all recovery costs.

4.7 Any payment reversed or subject to chargeback will incur a £25.00 admin fee.

4.8 All goods supplied remain the property of the Seller until paid in full.

4.9 All amounts due under the Contract shall be paid in full without set-off, counterclaim, deduction or withholding (except where required by law).

5. Buyer's Right to Cancel

5.1 Depending on the Goods ordered and whether the Seller can use or cancel from supply, if the Buyer requests cancellation at any time, the Seller may require the Buyer to take delivery of the ordered Goods at the Seller's sole discretion.

5.2 If the Buyer wishes to cancel and close its account, the Buyer must provide a minimum of 7 days' written notice (or other agreed notice period) to the Seller's supplying distribution centre or nominated account manager.

6. Seller's Right to Cancel

6.1 Without limiting other rights/remedies, the Seller may terminate this Contract or any Order immediately by written notice if the Buyer commits a material breach and fails to remedy within 5 days (if remediable), becomes insolvent or subject to equivalent insolvency events, suspends/ceases business, or suffers financial deterioration reasonably jeopardising contract performance.

6.2 Without limiting other rights/remedies, the Seller may suspend provision of Goods if the Buyer becomes (or is believed likely to become) subject to events in 6.1, or fails to pay any amount due on time.

6.3 Without limiting other rights/remedies, the Seller may terminate immediately if the Buyer fails to pay any amount due on the due date.

6.4 On termination, the Buyer shall immediately pay all outstanding invoices and interest. Goods delivered but not yet invoiced may be invoiced and are payable immediately on receipt.

6.5 Termination/expiry does not affect accrued rights/remedies, including claims for prior breach.

6.6 Provisions intended to survive termination/expiry remain in full force and effect.

7. Warranty and Liability

7.1 The Seller warrants that Goods are of satisfactory quality, correspond with agreed specification at delivery, and comply with applicable food statutes/regulations and UK statutory labelling requirements (unless Buyer's own label/instructions apply). All other conditions/warranties/representations are excluded to the fullest extent permitted by law.

7.2 The Seller's only obligation in relation to Goods is, at its option, to make good shortage/non-delivery, replace damaged/unsatisfactory Goods, and/or refund cost of such Goods.

7.3 Liability restrictions in this Condition 7 apply to every liability under or in connection with the Contract.

7.4 The Seller's total liability shall not exceed the price paid by the Buyer for the Goods in respect of any occurrence.

7.5 Nothing limits liability which cannot legally be limited, including death/personal injury caused by negligence, fraud/fraudulent misrepresentation, breach of section 12 Sale of Goods Act 1979 terms, or defective products under Consumer Protection Act 1987.

7.6 The Seller is not liable for defects caused by unsuitable storage/handling/use by Buyer/third party, or for indirect/consequential loss, loss of profit/revenue/goodwill, or other economic loss/costs.

7.8 This Condition 7 survives termination.

8. Force Majeure

8.1 Neither party is in breach or liable for delay/failure due to events beyond reasonable control, including but not limited to acts of God, government restrictions, riot, strike, labour disturbance, terrorism, accident, machinery breakdown, fire, flood, severe weather, transport/material shortages, pandemic or epidemic. Performance time is extended accordingly. If delay/non-performance continues for 20 days, the unaffected party may terminate by giving 10 days' written notice.

8.2 Save as above, the Seller has no liability and may cancel/suspend all or part of unfulfilled obligations, with Contract terms treated as modified accordingly by mutual consent.

9. General

9.1 Assignment and other dealings. The Seller may assign/transfer/subcontract/delegate/deal with rights/obligations under the Contract. The Buyer may not do so without prior written consent of the Seller.

9.2 Entire agreement. Unless a specific contractual agreement exists, the Contract constitutes the entire agreement and supersedes prior understandings. Neither party has remedies for statements not set out in the Contract.

9.3 Variation. No variation is effective unless in writing and signed by the parties (or authorised representatives).

9.4 Waiver. No failure/delay to exercise rights/remedies constitutes waiver or restricts further exercise.

9.5 Severance. If any provision is invalid/illegal/unenforceable, it is deemed deleted without affecting the rest. Parties will negotiate a replacement that best reflects intended commercial effect.

9.6 Notices. Any notice/communication under the Contract must be in writing and delivered by hand or pre-paid first-class/next working day service to registered office/principal place of business, as applicable.

9.7 Third party rights. Unless expressly stated otherwise, the Contract does not create rights under the Contracts (Rights of Third Parties) Act 1999.

9.8 Governing law and jurisdiction. The Contract and any dispute/claim (including non-contractual) are governed by the laws of England and Wales. Parties irrevocably submit to the exclusive jurisdiction of the courts of England and Wales.

Company name: PURE WATER LEEDS LTD
Company number: 15033923
Registered office: 15 Stonegate Road, Leeds, England, LS6 4HZ
Phone: +44 7842029755
Email: support@purewaterleedsltd.com