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.
 

Information 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.
 

Service availability

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.
 

Your status

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.
 

How the contract is formed between you and us

4.1  After 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.
4.2  The 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.
4.3  If 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.
 

Third 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.
 

Description of products

6.1  Any descriptions, specifications, illustrations, weights and dimensions on our site are intended to be accurate but are approximate only and do not amount to any condition or warranty in this respect. We shall not be liable for failure of the Products to attain any performance figures quoted.
6.2  We reserve the right in our absolute discretion at any time to change any specification on our site.
6.3  If 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.
 

Availability and delivery

7.1  Your 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.
7.2  We 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.
7.3  We will not be liable for any Products lost or damaged in transit unless you notify us: If we accept your claim, we will (in our sole discretion) either repair or replace the relevant Products.
(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.
 

Risk and title

8.1  The Products will be your responsibility from the time of delivery.
8.2  Ownership 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.
 

Price and payment

9.1  The 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.
9.2  Product prices exclude VAT which will be charged (where applicable) in addition to the price displayed on our site.
9.3  Product 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.
9.4  It 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.
9.5  If 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.
9.6  Payment 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.
 

10 Our refunds policy

10.1  If 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.
10.2  We will usually refund any money received from you using the same method originally used by you to pay for your purchase.
 

11 Warranty

11.1  We do not make, nor is there to be implied, any warranty relating to the Products, their satisfactory quality or that they will be suitable for any particular purpose or for use under any specific condition notwithstanding that such purpose or condition is known or has been made known to you. You acknowledge that you are entering into a contract for the purchase of the Products from us with full knowledge of these Conditions and you are relying on your own skill, knowledge and experience in entering into such contract.
11.2  If, within a 12 month period from the date of despatch of the Products a defect (as defined as a material deviation from the Specification) in the Product is found to exist and reported to us in writing, we will, at our sole option, repair or replace the defective Products free of charge provided they are returned appropriately packed and carriage paid to the our premises.
11.3  We shall not be under any liability to repair or replace the Products if:-
(a)  damages are sustained in transit;
(b)  the defect is a result of wear & tear;
(c)  the defect is a result of wilful damage or negligence by you;
(d)  if the Products have been used for a purpose other than those for which they are designed;
(e)  if repairs of the Products have been attempted by you without the our approval;
(f)  if the total price of the Products has not been paid in full by the due date;
(g)   if the defect is attributable to the specification provided by you; or
(h)   if you have not promptly notified us of the discovery of the defect.
11.4  Health and Safety at Work Act 1974. We have reasonable grounds to believe that we have ensured, as far as reasonably practicable, that our Products are manufactured so that they will be safe when properly used by appropriately trained personnel. Nevertheless the Products should only be used for the purpose they are designed and in accordance with any written instructions or advice from us.
11.5  We shall not be liable for any claim for non-delivery, partial or full loss or damage to the Products unless you have notified us in writing (copied to the carrier):-
(a)  within 7 days of receipt of the Products for partial loss or damage;
(b)  within 14 days of the date of despatch of the Products for loss or non-delivery.
11.6  If we accept your claim we shall be entitled, at our sole discretion to repair or replace the Products.

12 Our liability

12.1  Subject to clause 12.4, and save as set out in these Conditions we shall not be liable to you for any loss or damage arising directly or indirectly of any act or omission by ourselves.
12.2  We shall be liable for death or personal injury which is due to our negligence in performing our obligations under these Conditions.
12.3  We shall be liable for any direct physical damage to the tangible property owned by you which is due to the negligence of us in performing our obligations under these Conditions provided that our total liability shall not exceed £1 million. This sum represents our total liability in respect of any single or a series of claims arising from the same cause (except for death or personal injury).
12.4 Nothing 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.
12.5  You shall indemnify us for all claims for loss (including consequential loss) damages, costs, and expenses incurred by us in connection with any claim paid or agreed to be paid by us to any third party who has purchased the Products from you or who has or may be affected by the uses of the Products.
 

13 Import duty

13.1  If 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.
13.2  Please 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.
 

14 Written communications

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.
 

15 Notices

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 apiezonshop@mimaterials.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.
 

16 Transfer of rights and obligations

16.1  The contract between you and us is binding on you and us and on our respective successors and assignees.
16.2  You 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.
16.3  We 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.
 

17 Events outside our control

17.1  We 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).
17.2  A 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.
17.3  Our 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 Waiver

18.1  If 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.
18.2  A waiver by us of any default will not constitute a waiver of any subsequent default.
18.3  No 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.
 

19 Severability

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 Entire agreement

20.1  These 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.
20.2  We 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.
20.3  Each 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.
20.4  Nothing in this clause limits or excludes any liability for fraud.
 

21 Our right to vary these terms and conditions

21.1  We have the right to revise and amend these terms and conditions from time to time.
21.2  You 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).
 

22 Law 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.
 

23 Third 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.
M&I-online-terms-Sept18
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