Dina candle store

123 High street, Ipswoich

Email: hello@https://dinateststore.com/ | Tel: 222 222 2222 | Web: https://dinateststore.com/

Terms and Conditions of Supply (B2B)

These Standard Terms and Conditions of Supply ("Conditions") govern the agreement between Dina candle store, located at 123 High street, Ipswich ("Supplier"), and the business entity purchasing goods or services from the Supplier ("Buyer"). These Conditions apply to all contracts for the supply of goods and services by the Supplier to the Buyer to the exclusion of any other terms that the Buyer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

1. Interpretation

1.1 In these Conditions, the following definitions apply: Agreement means the contract between the Supplier and the Buyer for the supply of Goods and/or Services; Conditions means these terms and conditions as amended from time to time; Contract means the binding agreement formed pursuant to Clause 2; Deliverables means any output produced by the Supplier for the Buyer as part of the Services; Goods means the candles and related products supplied by the Supplier; Services means any consultancy, design, or bespoke services provided by the Supplier; Order means the Buyer's order for the supply of Goods or Services; Order Confirmation means the written acceptance of an Order by the Supplier; Price means the cost payable for the Goods or Services; Intellectual Property Rights means all patents, copyrights, trademarks, and trade secrets; and Force Majeure Event means any event beyond the reasonable control of the Supplier.

1.2 Any reference to "writing" or "written" includes emails sent to [Add your contact email address].

2. Basis of Contract

2.1 The Order constitutes an offer by the Buyer to purchase Goods and/or Services in accordance with these Conditions. The Order shall only be deemed to be accepted when the Supplier issues an Order Confirmation, at which point the Contract shall come into existence.

2.2 The Contract constitutes the entire agreement between the parties. The Buyer acknowledges that it has not relied on any statement, promise, or representation made or given by or on behalf of the Supplier which is not set out in the Contract.

2.3 Any samples, drawings, or advertising produced by the Supplier are for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force.

3. Orders and Delivery

3.1 The Supplier reserves the right to refuse any Order for any reason, including lack of availability of stock or credit limitations. Cancellation of an Order by the Buyer after the issuance of an Order Confirmation may incur a restocking fee of 20% of the total Order value.

3.2 Delivery shall take place at the location specified in the Order. Any delivery dates provided are estimates only. Time is not of the essence as to the delivery of the Goods.

3.3 Risk in the Goods shall pass to the Buyer upon completion of delivery. The Buyer must inspect the Goods upon receipt and notify the Supplier in writing of any defects or shortages within 3 business days of delivery. Failure to report within this timeframe shall constitute acceptance of the Goods.

4. Price and Payment

4.1 The Price shall be the price set out in the Order Confirmation. The Supplier reserves the right to increase the Price to reflect any increase in the cost to the Supplier due to factors beyond its control, such as material costs or currency fluctuations.

4.2 The Buyer shall pay all invoices in full within 30 days of the date of the invoice. Time for payment shall be of the essence.

4.3 If the Buyer fails to make any payment due by the due date, the Supplier may charge interest on the overdue amount at the rate of 4% per annum above the Bank of England base rate, accruing daily. The Supplier reserves the right to withhold further deliveries until all outstanding balances are settled.

5. Title and Risk

5.1 Title to the Goods shall not pass to the Buyer until the Supplier has received payment in full for the Goods and any other sums which are or which become due to the Supplier from the Buyer.

5.2 Until title passes, the Buyer shall hold the Goods as the Supplier's fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and third parties, and properly stored and protected.

5.3 The Buyer’s right to possession of the Goods shall terminate immediately if the Buyer becomes insolvent or commits an act of bankruptcy. The Supplier shall be entitled to recover payment for the Goods notwithstanding that title has not passed from the Supplier.

6. Limitation of Liability

6.1 Nothing in these Conditions shall limit or exclude the Supplier's liability for death or personal injury caused by its negligence, fraud, or any other matter for which it would be unlawful to exclude liability.

6.2 Subject to Clause 6.1, the Supplier's total liability to the Buyer in respect of all other losses arising under or in connection with the Contract shall not exceed the total Price paid for the Goods or Services under the specific Order giving rise to the claim.

6.3 The Supplier shall not be liable for any indirect or consequential loss, including loss of profit, loss of business, or depletion of goodwill.

7. General Provisions

7.1 Governing Law: This Contract and any dispute or claim arising out of it shall be governed by and construed in accordance with the law of England and Wales. The courts of England and Wales shall have exclusive jurisdiction.

7.2 Force Majeure: Neither party shall be in breach of this Contract nor liable for delay in performing any of its obligations if such delay results from a Force Majeure Event. If the period of delay continues for 60 days, either party may terminate this Contract by giving 14 days' written notice.

7.3 Third Party Rights: No person who is not a party to this Contract shall have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of this Contract.