If you are a business customer then the following terms of supply apply to your order in line with the Sale of Goods Act 1979
1. DEFINITIONS
1.1 Definitions:
- Business Day: A weekday (excluding Saturdays, Sundays, and public holidays) when banks in London are open for business.
- Conditions: The terms and stipulations outlined in this document, which may be revised from time to time as per clause 11.6.
- Contract: The agreement between the Supplier and the Customer regarding the sale and purchase of the Goods as per these Conditions.
- Credit Account: The Customer’s credit account with the Supplier, if such an account has been granted by the Supplier.
- Customer: The individual or entity purchasing the Goods from the Supplier.
- Force Majeure Event: An event or situation beyond the reasonable control of a party.
- Goods: The items (or any portion thereof) described in the Order.
- Order: The Customer’s request for Goods, as detailed in the Customer’s purchase order form, email, written acceptance of the Supplier's quotation, telephone order, or online order form submission, as applicable.
- Payment Terms: The payment conditions for the Goods as agreed in writing between the Customer and the Supplier, including terms applicable to a Credit Account.
- Supplier: Jax First Aid Limited (a company registered in England and Wales with company number 10503113).
- Website: www.jaxfirstaid.co.uk
1.2 Interpretation:
- 1.2.1 A reference to a statute or statutory provision includes any amendments or re-enactments of that statute or provision. This also covers any subordinate legislation made under the statute or provision, as amended or re-enacted.
- 1.2.2 Any phrase introduced by terms such as “including,” “include,” “in particular,” or similar expressions is to be understood as illustrative and not restrictive of the meaning of the preceding words.
- 1.2.3 A reference to “writing” or “written” encompasses faxes and emails.
2. BASIS OF CONTRACT
2.1 These Conditions govern the Contract exclusively, overriding any other terms the Customer might try to impose or incorporate, or those implied by trade, custom, practice, or course of dealing.
2.2 The Order represents an offer by the Customer to buy the Goods according to these Conditions. The Customer must ensure that the Order details are complete and accurate.
2.3-2.4 If any ordered Goods are not available from the Supplier’s inventory after the Order has been accepted, the Customer will be notified and given the choice to either wait until the Goods are in stock or cancel the Order for a full refund within 30 days of cancellation.
2.5 The Customer forfeits any right to rely on terms included in documents provided with or endorsed by the Customer that contradict these Conditions.
2.6 Any samples, drawings, descriptions, or advertising materials produced by the Supplier and any descriptions or illustrations in the Supplier's catalogues or brochures are for general guidance only. They do not form part of the Contract or have any contractual force. The Customer is responsible for testing the Goods in actual use to ensure they are suitable for the intended purpose.
2.7 A quotation from the Supplier does not constitute an offer. It is valid only for [30] days from its issuance.
2.8 These Conditions do not cover any services provided by businesses operated by the Supplier or other companies in the Supplier’s group. Separate terms and conditions apply to these services, available upon request from the Supplier.
3. GOODS
3.1 The Goods are described in the Supplier's catalogue or on the Supplier’s Website.
3.2 The Supplier may change the price or specifications of the Goods or remove them from the Website at any time, even if a valid Contract exists for the supply of those Goods. [If there is an active Contract for the Goods, the Supplier may alter the specification to meet statutory or regulatory requirements or at the Supplier’s discretion.]
3.3 The Supplier may supply substitute Goods if the original Goods are unavailable. Such substitutes will be of equivalent type and quality to the Goods specified in the Contract.
4. DELIVERY
4.1 The Supplier will ensure that:
- 4.1.1 Each delivery includes a delivery note (unless requested otherwise by the Customer) detailing the Order date, type and quantity of the Goods (including code numbers, if available and applicable), any special storage instructions.
- 4.1.2 If the Supplier requires the return of any packaging materials, this will be indicated on the delivery note. The Customer must make these materials available for collection as reasonably requested by the Supplier. Returns of packaging materials will be at the Supplier's expense.
4.2 Goods will be delivered to the location specified in the Order, which will be the registered address of the cardholder used for payment or, if the Customer has a Credit Account, the delivery address provided at the time of opening the Credit Account (updated in writing to the Supplier).
4.3 Delivery is deemed complete when the Goods are unloaded at the Delivery Location.
4.4 Delivery dates are approximate. Timeliness is not critical. Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of the Goods. The Supplier shall not be liable for any delay caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
4.5 Non-delivery must be reported to the Supplier within five Business Days of the invoice date. If Goods are not delivered, the Supplier’s liability is limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar type and quality at the cheapest market rate, minus the price of the original Goods. The Supplier is not liable for failure to deliver if caused by a Force Majeure Event or the Customer's inadequate instructions.
4.6 If the Customer fails to accept delivery of the Goods within three Business Days after being notified that they are ready:
- 4.6.1 Delivery is considered complete at 9.00 am on the third Business Day after notification, and
- 4.6.2 The Supplier will store the Goods until delivery occurs, charging the Customer for related costs and expenses (including insurance).
4.7 If the Customer does not take delivery within ten Business Days of notification, the Supplier may resell or dispose of the Goods, accounting to the Customer for any excess over the price or charging for any shortfall below the price.
4.8 Goods may be delivered in instalments, each invoiced and paid separately. Delays or defects in one instalment do not entitle the Customer to cancel other instalments.
4.9 The Customer must inspect Goods immediately upon receipt and report any damage or non-compliance with the Contract within three Business Days. Any damage or short deliveries must be noted on the carrier's paperwork upon receipt. Failure to do so is deemed acceptance of the Goods.
4.10 For claims of defect or damage, the Customer must return the Goods to the Supplier. If the Goods do not meet the warranty standards in clause 5.1, the Customer is entitled to a full refund (including delivery costs) and return postal charges.
4.11 Returned Goods must clearly display the order number obtained from the Supplier.
4.12 Non-defective Goods (i.e., Goods meeting the warranty in clause 5.1) will not be accepted for return unless agreed upon with the Supplier and must be received in the original packaging and in a condition suitable for resale.
4.13 Accepted returns will be subject to a 20% restocking fee.
4.14 The Customer must call 0800 689 4731 or email sales@jaxfirstaid.co.uk for a returns authorization number before returning Goods. Unless the Goods are defective, the Customer bears the return costs or a return carriage charge will apply. Calls may be monitored or recorded for training purposes.
4.15 Non-stock items and pharmaceuticals cannot be returned unless defective.
5. QUALITY
5.1 The Supplier guarantees that the Goods, upon delivery and for 12 months thereafter (the warranty period), will:
- 5.1.1 Conform in all material aspects to their description; and
- 5.1.2 Be free from significant defects in design, materials, and workmanship.
5.2 Subject to clause 5.3:
- 5.2.1 If the Customer notifies the Supplier in writing within the warranty period and within a reasonable time of discovering that the Goods do not meet the warranty, and
- 5.2.2 The Supplier is given a reasonable chance to inspect the Goods, and
- 5.2.3 The Customer returns the Goods to the Supplier’s business location at their own expense if requested, the Supplier will, at its discretion, repair or replace the defective Goods or refund the price of the defective Goods in full.
5.3 The Supplier will not be liable for failure to meet the warranty if:
- 5.3.1 The Customer continues using the Goods after notifying the Supplier;
- 5.3.2 The defect arises due to the Customer’s failure to follow the Supplier's instructions or good practice;
- 5.3.3 The Customer alters or repairs the Goods without the Supplier’s written consent;
- 5.3.4 The defect is due to normal wear and tear, intentional damage, negligence, or misuse;
- 5.3.5 The Goods differ from their description due to changes required to meet statutory or regulatory requirements; or
- 5.3.6 The Goods are resold to a third party.
5.4 If the Customer returns Goods under clause 4.10 but the Supplier is not liable under clause 5.1, any repairs required will be at the Customer’s expense.
5.5 Except as stated in this clause, the Supplier has no additional liability for the Goods’ failure to meet the warranty in clause 5.1.
5.6 The implied terms of the Customer’s statutory rights are not excluded or limited by these Conditions.
6. TITLE AND RISK
6.1 The risk of damage to or loss of the Goods passes to the Customer upon delivery.
6.2 Ownership of the Goods remains with the Supplier until payment is received in full for the Goods and any other amounts owed to the Supplier by the Customer.
6.3 Until ownership passes:
- 6.3.1 The Customer must store the Goods separately from other goods, clearly marked as the Supplier’s property, and maintain them in good condition;
- 6.3.2 The Customer may use the Goods in the ordinary course of business;
- 6.3.3 The Customer must not sell or otherwise dispose of the Goods without the Supplier’s written consent;
- 6.3.4 The Supplier may require the Customer to return the Goods at any time if payment is overdue or if the Supplier believes the Goods are at risk of damage, loss, or unlawful disposal.
7. PRICE AND PAYMENT
7.1 The Customer must pay the price for the Goods as set out in the Supplier’s quotation or confirmation of Order, excluding VAT and delivery charges unless otherwise specified.
7.2 Payment is due on the date specified in the Supplier’s invoice or as otherwise agreed in writing, and must be made in the currency stated in the Supplier’s invoice. The Supplier may vary payment terms at its discretion.
7.3 The Supplier may invoice the Customer for Goods at any time after delivery.
7.4 The Customer must pay the Supplier’s invoice within [30] days of the invoice date or as otherwise agreed.
7.5 Payments must be made to the Supplier’s bank account as detailed on the invoice.
7.6 The Supplier may charge interest on overdue amounts at 4% per annum above the base rate of the Bank of England, from the due date until the date of payment.
7.7 The Supplier may offset any amounts due to the Customer against any amounts owed by the Customer to the Supplier.
7.8 The Customer must notify the Supplier of any discrepancies or disputes regarding invoices within 5 Business Days of receipt. Disputed invoices must be paid promptly, with any issues resolved separately.
7.9 If the Customer fails to make payment by the due date, the Supplier may suspend further deliveries until payment is made.
8. LIMITATION OF LIABILITY
8.1 Nothing in these Conditions limits the Supplier’s liability for death or personal injury caused by negligence or for fraud.
8.2 The Supplier’s total liability for any claim arising from or related to the Contract, including negligence, will be limited to the lesser of the amount paid for the Goods in question.
8.3 The Supplier is not liable for any indirect, consequential, or special losses, including loss of profits, revenue, business, or goodwill, whether in contract, tort, or otherwise.
8.4 The Supplier is not liable for any loss or damage caused by the Customer’s failure to comply with these Conditions or any instructions for the use of the Goods.
8.5 The Customer acknowledges that the limitations of liability in these Conditions are reasonable and reflect the commercial risks of the Contract.
9. TERMINATION
9.1 The Supplier may terminate the Contract with immediate effect if:
- 9.1.1 The Customer fails to pay any amount due;
- 9.1.2 The Customer breaches any material term of the Contract;
- 9.1.3 The Customer becomes insolvent, enters bankruptcy, or has a receiver or administrator appointed.
9.2 Upon termination:
- 9.2.1 The Customer must immediately pay all amounts due under the Contract;
- 9.2.2 The Supplier may suspend or cease any further deliveries of Goods;
- 9.2.3 The Customer must return or make available any Goods in its possession that have not been paid for.
10. CONFIDENTIALITY
10.1 Each party agrees to keep confidential all information obtained from the other party and not to disclose such information to any third party without the other party’s consent.
10.2 The confidentiality obligations do not apply to information that is public knowledge, already known to the receiving party, disclosed with consent, or required to be disclosed by law.
11. GENERAL
11.1 Force Majeure: Neither party will be liable for failure to perform its obligations under the Contract due to events beyond its reasonable control.
11.2 Variation: These Conditions may only be varied by a written agreement signed by both parties.
11.3 Waiver: Any waiver by the Supplier of any breach by the Customer does not affect the Supplier’s rights in respect of any subsequent breach.
11.4 Severability: If any provision of these Conditions is found to be invalid or unenforceable, the remaining provisions will continue to apply.
11.5 Assignment: The Customer may not assign or transfer the Contract or any of its rights or obligations without the Supplier’s prior written consent.
11.6 Variation of Terms: The Supplier may amend these Conditions at any time by providing written notice to the Customer. Any amendments will apply to future Orders.
11.7 Governing Law: The Contract is governed by English law, and disputes arising under it will be subject to the exclusive jurisdiction of the English courts.
12. CUSTOMER SERVICE
12.1 For any queries, returns, or issues related to the Goods, the Customer should contact the Supplier's customer service department by calling 0800 689 4731 or emailing sales@jaxfirstaid.co.uk
