M&I Materials Ltd – Terms and Conditions for On-line Sales
This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the products (Products) listed on our website shop.apiezon.com (our site) to you. Please read these terms and conditions carefully and make sure that you understand them, before ordering any Products from our site. You should understand that by ordering any of our Products, you agree to be bound by these terms and conditions.
You should print a copy of these terms and conditions for future reference.
Please click on the button marked 'I Accept' on the Checkout page of our site if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Products from our site.
1Information about us
- We operate the website shop.apiezon.com. We are M&I Materials Limited, a company registered in England and Wales under company number 02772838 and with our registered office at Hibernia Way, Trafford Park, Manchester, Greater Manchester M32 0ZD, UK. Our main trading address is at Hibernia Way, Trafford Park, Manchester, Greater Manchester M32 0ZD, UK. Our VAT number is GB 560 720 755.
- Our site is only intended for use by businesses resident in the countries listed as Serviced Countries on our Delivery page. We do not accept orders from businesses outside those countries. Some restrictions are placed on the extent to which we accept orders from specific countries. These restrictions can be found on our Delivery page. Please review our Serviced Countries on our Delivery page before ordering Products from us.
- We do not accept orders for the Products from consumers. By placing an order through our site, you warrant that you are acting in the course of your trade or business and that you have authority to place the order on behalf of a business resident in one of the Serviced Countries and accessing our site from that country.
4How the contract is formed between you and us
- 4.1After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy a Product. All orders are subject to acceptance by us, and once we have received full payment for the Products ordered we will confirm such acceptance to you by sending you an e-mail with a Sales Order Acknowledgement (SOA) attached. The contract between us (Contract) will only be formed when we send you the SOA.
- 4.2The Contract will relate only to those Products we have confirmed in the SOA. Please be aware that stocks are subject to availability and while we make every effort to keep our site updated, we will notify you as soon as possible if any Product(s) you have ordered are out of stock. We will not be obliged to supply any other Products which may have been part of your order until all ordered products are available for despatch.
- 4.3If you have already paid for any Product(s) which are unavailable, we will refund the purchase price within 14 days of notifying you that the Product(s) are unavailable.
5Third party sites
- We may provide links on our site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking that products you purchase from third party sellers through our site, or from companies to whose website we have provided a link on our site, will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller. If you would like information about your legal rights you should contact your local trading standards or citizens advice bureaux. We will notify you when a third party is involved in a transaction, and we may disclose your contact details and other information related to that transaction to the third party seller.
6Description of products
- 6.1Any descriptions, specifications or illustrations on our site are approximate only and we shall not be liable for failure of the Products to attain any performance figures quoted.
- 6.2We reserve the right in our absolute discretion at any time to change any specification on our site.
- 6.3If we have provided you with a written guarantee in respect of any Products which fail to attain any specification guaranteed in a material respect, we will attempt to rectify the failure. If we fail to rectify the failure, you may either reject or accept the Products, provided that a reduction in price has not been agreed.
7Availability and delivery
- 7.1Your order will be fulfilled by the delivery date set out in the SOA unless there are exceptional circumstances. If you fail to take delivery of the Products on the delivery date specified in the SOA we may store the Products at your cost and risk until you accept delivery at your cost.
- 7.2We will deliver to the delivery address specified by you on your order. You are solely responsible for ensuring that the delivery address and the other terms of this order are complete and accurate.
7.3We will not be liable for any Products lost or damaged in transit unless you notify us:
- (a)within 7 days of receipt of the Products in respect of partial loss or damage; or
- (b)within 14 days of the delivery date specified in the SOA in respect of loss or non-delivery.
8Risk and title
- 8.1The Products will be your responsibility from the time of delivery.
- 8.2Ownership of the Products will only pass to you when we receive full payment of all sums due in respect of the Products, including delivery charges.
9Price and payment
- 9.1The price of the Products and our delivery charges will be as quoted on our site from time to time, except in cases of obvious error.
- 9.2Product prices exclude VAT which will be charged (where applicable) in addition to the price displayed on our site.
- 9.3Product prices and delivery charges are liable to change at any time, but changes will not affect orders in respect of which we have already sent you a SOA.
- 9.4It is always possible that, despite our best efforts, some of the Products listed on our site may be incorrectly priced. We will normally verify prices as part of our dispatch procedures so that, where a Product's correct price is less than our stated price, we will charge the lower amount when dispatching the Product to you. If a Product's correct price is higher than the price stated on our site, we will normally, at our discretion, either contact you for instructions before dispatching the Product, or reject your order and notify you that we are rejecting it.
- 9.5If the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as an error, we do not have to provide the Products to you at the incorrect (lower) price.
- 9.6Payment for all Products must be by credit or debit card. We accept payment by any credit or debit cards accepted by the HSBC e-Secure Payments portal. Your credit or debit card will be charged upon placing your order with us.
10Our refunds policy
- 10.1If you return a Product to us because you have notified us in accordance with clause 21 that you do not agree to a change in these terms and conditions or in any of our policies, or because you consider that the Product is defective, we will examine the returned Product and will notify you of your refund via e-mail within a reasonable period of time. Refunds for any other reason will not be made.
- 10.2We will usually refund any money received from you using the same method originally used by you to pay for your purchase.
- 11.1All warranties relating to the Products, their quality or fitness for purpose are excluded to the maximum extent permitted by law, notwithstanding that any purpose has been made known to us. Where you have provided the specification for the products, it is your responsibility to ascertain that the Products are in accordance with the specification and are suitable for your purposes.
- 11.2Subject to clause 11.3, if within a 12 month period from the date of despatch of the Products, you discover any material deviation from the specification in the Products and notify us in writing, we will, in our sole discretion, repair or replace the defective Products free of charge provided they are returned appropriately packed and carriage paid to our premises.
11.3We will not repair or replace any Products if:
- (a)the defect is a result of normal wear & tear;
- (b)the defect is a result of your wilful damage or negligence;
- (c)the Products have been used for a purpose other than those for which they are designed and in accordance with any instructions provided by us;
- (d)you have attempted repairs of the Products without our prior approval;
- (e)the defect is attributable to the specification provided by you; or
- (f)you have not notified us of the defect within the relevant 12 month period.
- 12.1Subject to clause 12.4, if we fail to comply with these terms and conditions, we shall only be liable to you for any direct physical damage to your tangible property which arises out of our negligence. Subject to clause 12.4, our maximum liability in respect of all losses arising under any Contract shall in no circumstances exceed £1 million.
12.2Subject to clause 12.4, we will not be liable for losses that fall into the following categories:
- (a)loss of income or revenue;
- (b)loss of business;
- (c)loss of profits;
- (d)loss of anticipated savings;
- (e)loss of data; or
- (f)waste of management or office time.
- 12.3Subject to clause 12.4, we will not be liable for any losses suffered by you in respect of any design, specification or instruction provided by you, or where Products are used for any purpose other than their intended purpose, or where the Products are used in combination or association with other goods not supplied by us. You will indemnify us against all losses, costs, damages and expenses suffered or incurred by us arising out of the use or application of any design, specification or instructions provided by you.
12.4Nothing in this agreement excludes or limits our liability for:
- (a)death or personal injury caused by our negligence;
- (b)fraud or fraudulent misrepresentation;
- (c)any breach of the obligations implied by section 12 of the Sale of Goods Act 1979; or
- (d)any other matter for which it would be illegal for us to exclude or attempt to exclude our liability.
- 13.1If you order Products from our site for delivery outside the UK, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes. Please note that we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.
- 13.2Please also note that you must comply with all applicable laws and regulations of the country for which the Products are destined. We will not be liable for any breach by you of any such laws.
- Applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic via e-mail. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
- All notices given by you to us must be given to M&I Materials Limited at Hibernia Way, Trafford Park, Manchester, Greater Manchester M32 0ZD, UK or email@example.com. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in clause 14 above. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.
16Transfer of rights and obligations
- 16.1The contract between you and us is binding on you and us and on our respective successors and assignees.
- 16.2You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
- 16.3We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
17Events outside our control
- 17.1We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).
17.2A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
- (a)strikes, lock-outs or other industrial action;
- (b)civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat of or preparation for war;
- (c)fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster;
- (d)impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport;
- (e)impossibility of the use of public or private telecommunications networks;
- (f)the acts, decrees, legislation, regulations or restrictions of any government; and
- (g)pandemic or epidemic.
- 17.3Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.
- 18.1If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this will not constitute a waiver of such rights or remedies and will not relieve you from compliance with such obligations.
- 18.2A waiver by us of any default will not constitute a waiver of any subsequent default.
- 18.3No waiver by us of any of these terms and conditions will be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 15 above.
- If any court or competent authority decides that any of the provisions of these terms and conditions or any provisions of a Contract are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law.
- 20.1These terms and conditions and any document expressly referred to in them constitute the whole agreement between us and supersede all previous discussions, correspondence, negotiations, previous arrangement, understanding or agreement between us relating to the subject matter of any Contract.
- 20.2We each acknowledge that, in entering into a Contract, neither of us relies on, or will have any remedies in respect of, any representation or warranty (whether made innocently or negligently) that is not set out in these terms and conditions or the documents referred to in them.
- 20.3Each of us agrees that our only liability in respect of those representations and warranties that are set out in this agreement (whether made innocently or negligently) will be for breach of contract.
- 20.4Nothing in this clause limits or excludes any liability for fraud.
21Our right to vary these terms and conditions
- 21.1We have the right to revise and amend these terms and conditions from time to time.
- 21.2You will be subject to the policies and terms and conditions in force at the time that you order products from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the SOA (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Products).
22Law and jurisdiction
- Contracts for the purchase of Products through our site and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) will be governed by English law. Any dispute or claim arising out of or in connection with such Contracts or their formation (including non-contractual disputes or claims) will be subject to the exclusive jurisdiction of the courts of England and Wales.
23Third party rights
- A person who is not party to these terms and conditions or a Contract shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999.
Registered in England No. 02772838
M&I Materials Ltd Hibernia Way Trafford Park Manchester M32 0ZD United Kingdom
Tel: +44 (0)161 864 5449 Fax: +44 (0)161 564 5444 Web: www.mimaterials.com