Terms & Conditions for Sales of Goods

AGREED TERMS

1. About Us

1.1 Company details. H C Slingsby PLC (company number 00452716) (We and Us) is a company registered in England and Wales and our registered office and main trading address is at H C Slingsby Plc, Otley Road, Baildon, Shipley, West Yorkshire, BD17 7LW. Our VAT number is GB179328036. We operate the website https://www.slingsby.com/ (Site).

1.2 Contacting Us. To contact Us telephone Us on 0330 122 0712 or email sales@slingsby.com. How to give Us formal notice of any matter under the Contract is set out in clause 16.2.

2. Our contract with you

2.1 Our contract. These terms and conditions (Terms) apply to the order by you and supply of goods by Us to you (Contract). No other terms apply or are implied by trade, custom, practice or course of dealing.

2.2 Entire agreement. The Contract is the entire agreement between Us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.

2.3 Language. These Terms and the Contract are made only in the English language.

3. Placing an order and its acceptance

3.1 Placing your order. You may place an Order with Us by contacting us by telephone, by email at sales@slingsby.com, or when you click the “Place Order” button after completing Our on-line order form on Our Site . You are responsible for ensuring that your order is complete and accurate. Each order is an offer by you to buy the goods specified in the order (Goods) subject to these Terms.

3.2 Acknowledging receipt of your order. After you place an order, you will receive an email from Us acknowledging that We have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 3.3.

3.3 Accepting your order. Our acceptance of your order takes place when We send the email to you to accept it, at which point the Contract between you and Us will come into existence.

3.4 If We cannot accept your order. If We are unable to supply you with the Goods for any reason, We will inform you of this by email or telephone and We will not process your order. If you have already paid for the Goods, We will refund you the full amount charged as soon as possible.

4. Our goods

4.1 The images of the Goods on our site are for illustrative purposes only. Although We have made every effort to display the colours accurately, We cannot guarantee that your computer's display of the colours accurately reflect the colour of the Goods. The colour of your Goods may vary slightly from those images.

4.2 The packaging of your Goods may vary from that shown on images on our site.

4.3 If we're making or supplying the product to measurements you provide, you're responsible for making sure those measurements are correct. For information and tips on how to measure contact our Customer Service Team: on 0330 122 0712 or email sales@slingsby.com.

4.4 We charge you additional sums if you don't give Us information we've asked for about how We can access your property for delivery or installation or if you don't do preparatory work for installation, as agreed with Us. For example, we might need to re-deliver on another vehicle or with extra manpower, or reschedule installation or delivery.

4.5 We have the right to change a product:

(a) to reflect changes in relevant laws and regulatory requirements;

(b) to make minor technical adjustments and improvements. These are changes that don't affect your use of the product.

4.6 We have the right to suspend the supply of a product. We may do this to:

(a) deal with technical problems or make minor technical changes;

(b) update the product to reflect changes in relevant laws and regulatory requirements; or

4.7 If we're suspending supply, We will contact you to tell you, unless the problem is urgent or an emergency. If We suspend supply, or tell you we're going to suspend supply, for more than one month you can contact our Customer Service Team: on 0330 122 0712 or email sales@slingsby.com to end the contract and we'll refund any sums you've paid in advance for products you won't receive.

4.8 If you are a consumer, You have rights if there is something wrong with your Goods:

(a)If you think there is something wrong with your Goods, you must contact our Customer Service Team: on 0800 294 4440 or email sales@slingsby.com. We honour our legal duty to provide you with Goods that are as described to you on our website or in Our catalogue and/or printed media and that meet all the requirements imposed by law. For detailed information on your legal rights please visit the Citizens Advice website www.citizensadvice.org.uk.

5. Returns

5.1 Trade Customers	5.1 Consumers
a) You may cancel the Contract and receive a refund, if you notify Us as set out in clause 5.1(c) within 14 days of your receipt of our email accepting your order.	Your legal right to change your mind. For most of our Goods bought however they are purchased, you have a legal right to change your mind about your purchase and receive a refund of what you paid for it. This is subject to some conditions, as set out below.
a) However, this cancellation right does not apply in the case of: i. Goods that are made to your specifications or are clearly personalised; ii. products sealed for health protection or hygiene purposes, once these have been unsealed after you receive them; iii. Goods which become mixed inseparably with other items after their delivery; and any Goods on Our Site or in Our catalogue where it is noted the Contract cannot be cancelled.	b) When you can't change your mind. You can't change your mind about an order for: ii. products sealed for health protection or hygiene purposes, once these have been unsealed after you receive them; iii. Goods that are made to your specifications or are clearly personalised; iv. Goods which become mixed inseparably with other items after their delivery; and any Goods on Our Site or in Our catalogue where it is noted the Contract cannot be cancelled.
b) To cancel the Contract, you can email Us at sales@slingsby.com or contact our Customer Services team by telephone on 0330 122 0712 or by post to HC Slingsby PLC, Otley Road, Baildon, Shipley, BD17 7LW. If you are emailing Us or writing to Us please include details of your order to help Us to identify it. If you send Us your cancellation notice by email or by post, then your cancellation is effective from the date you send Us the email or post the letter to Us. For example, you will have given Us notice in time as long as you get your letter into the last post on the last day of the cancellation period or email Us before midnight on that day.	c) The deadline for changing your mind. If you change your mind about your Goods you must let Us know no later than 14 days after the day We deliver it. If the Goods are for regular delivery (for example, a subscription), you can only change your mind after the first delivery. If your purchase is split into several deliveries over different days, the period runs from the day after the last delivery.
c) Subject to clause 5.6, if you have returned the Goods to Us under this clause 5 for any reason, We will refund the price of the Goods.	d) How to let Us know. To let Us know you want to change your mind, contact our Customer Service Team: on 0330 122 0712 or email sales@slingsby.com.
d) If Goods have been delivered to you before you decide to cancel the Contract then you must return them to Us without undue delay and in any event not later than 14 days after the day on which you let Us know that you wish to cancel the Contract.

5.2 You have to return your Goods to Us within 14 days of your telling Us you have changed your mind. Returns are at your own cost. You can:

a. send the Goods back to Us, using an established delivery service. If you do this you should keep a receipt or other evidence from the delivery service that proves you have sent it and when you sent it. If you don’t do this and We don’t receive the goods at all or within a reasonable time We won't refund you the price. For help with returns, contact our Customer Service Team: on 0330 122 0712 or email sales@slingsby.com.

5.3 If you handle the Goods in a way which would not be acceptable to another purchaser of the product, We reduce your refund, to compensate Us for its reduced value. For example, We reduce your refund if the Goods’ condition are not "as new", price tags have been removed, the packaging is damaged or accessories are missing. In some cases, because of the way you have treated the Goods, no refund may be due.

5.4 If you tell Us you've changed your mind about Goods that haven't been delivered or one that we're collecting from you, We refund you as soon as possible and within 14 days. If you're sending your Goods back to Us, We refund you within 14 days of receiving it. We refund you by the method you used for payment. We don't charge a fee for the refund but all returns are subject to a restocking charge equal to 30% (thirty percent) of the invoice.

6. Delivery, transfer of risk and title

6.1 We will contact you within 30 days after the date on which We email you to confirm our acceptance of your order with an estimated delivery date. Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 15 (Events outside our control) for our responsibilities when this happens.

6.2 Delivery is complete once the Goods have been:

(a) unloaded at the address for delivery set out in your order; or

(b) collected by you or a carrier organised by you to collect them from Us,

and the Goods will be at your risk from that time.

6.3 You own the Goods once We have received payment in full (in cash or cleared funds) for the Goods and any other goods that We have supplied to you in respect of which payment has become due, in which case title to the Goods shall pass at the time of payment of all such sums.

6.4 If We fail to deliver the Goods, our liability is limited to refunding to you the amount (if any) you have paid to Us for the Goods. However, We will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of goods.

6.5 If you fail to take delivery within 14 days after the day on which We notified you that the Goods were ready for delivery, we may resell part of, or all the Goods and after deducting any reasonable storage and selling costs, account to you for any excess over the price of the Goods or charge you for any shortfall below the price of the Goods.

7. International delivery

7.1 You must notify Us if you require Us to deliver outside of mainland UK (International Delivery Destinations) and We will inform you whether We can deliver the Goods and confirm the cost.

7.2 If you order Goods for delivery to an International Delivery Destination, your order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that We have no control over these charges and We cannot predict their amount.

7.3 You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.

7.4 You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.

8. Price of goods and delivery charges

8.1 The prices of the Goods will be as quoted on your order confirmation. We take all reasonable care to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system. However, please see clause 8.5 for what happens if We discover an error in the price of Goods you ordered.

8.2 Prices for our Goods may change from time to time, but changes will not affect any order acknowledged by Us, unless in exceptional circumstances when We will contact you to explain the changes in price.

8.3 The price of Goods excludes VAT but if VAT is applicable it is at the applicable current rate chargeable in the UK at the current time. However, if the rate of VAT changes between the date of your order and the date of delivery, We will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in VAT takes effect.

8.4 The price of the Goods includes free delivery to all UK mainland destinations on orders over £50 (extra charges may apply to International Delivery Destinations), except on a limited number of items which, due to their characteristics are carriage extra. These items may be subject to additional charges which will be highlighted in your order confirmation. Postcodes/Areas within the UK where an additional charge may apply include: BT, GY, HS, IM, AB, IV, JE, KA27 & 28, KW1-17, PA20-80, PH10-11, PH15-50, PO30-41 (Isle of Wight), TR21-25 and ZE. Please note that orders under £50 will be subject to a £5.99 delivery charge, net of VAT.

8.5 We sell a large number of Goods. It is always possible that, despite our reasonable efforts, some of the Goods on our site, in our catalogues and email communications may be incorrectly priced. If We discover an error in the price of the Goods you have ordered We will contact you to inform you of this error and We will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until We have your instructions. If We are unable to contact you using the contact details you provided during the order process, We will treat the order as cancelled and notify you in writing. If We mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, We may cancel supply of the Goods and refund you any sums you have paid.

9. How to pay

9.1 Trade Customers	9.1 Consumers
a) You can only pay for Goods (and all applicable delivery charges) using a UK debit card or credit card, bank transfer or corporate purchasing card shown on the Site or on an account basis. Accounts with credit facilities are opened solely at our discretion.	Payment for all Goods (and all applicable delivery charges) must be made in full, in advance, by credit or debit card or bank transfer. We accept payment with Mastercard, Visa, Visa Delta, Visa Electron, Maestro or PayPal.
a) If We agree to opening an account with credit facilities the terms of payment are 30 days from the date of invoice unless otherwise agreed in writing and in default We shall be entitled without notice to you (even if you have a contract with a third party) to: i. Terminate any outstanding orders or quotations; ii. Withhold and/or suspend supplies; or Reduce your credit limit.	b) No payment shall be deemed to have been received until We have received cleared funds.
b) We shall also be entitled, at our discretion, to receive payment of any and all monies in respect of Goods supplied whether these monies would ordinarily be due for payment or not.
b) You shall make all payments due under the Contract without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless you have a valid court order requiring an amount equal to such deduction to be paid by Us to you. We reserve the right to set off, deduct or discount any amounts due from Us under any other arrangement with you against any monies due to Us under this Contract.

9.1 If we're unable to collect any payment you owe Us, We charge interest on the overdue amount at the rate of 4% a year above the HSBC Bank plc base rate from time to time. This interest accrues on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You pay Us the interest together with any overdue amount.

10. Manufacturer's guarantee

Some of the Goods We sell to you come with a manufacturer's guarantee. For details of the applicable terms and conditions, please refer to the manufacturer's guarantee provided with the Goods.

11. Our warranty for the goods

11.1 Trade Customers	11.1 Consumers
a) The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.	a) We warrant to you that on delivery and for a period of 12 months from delivery, any Goods purchased from Us are of satisfactory quality and reasonably fit for all the purposes for which the products of the kind are commonly supplied.
a) We provide a warranty that on delivery and for a period of 12 months from delivery, the Goods shall: i. subject to clause 4, conform with their description; and ii. be free from material defects in design, material and workmanship; and iii. be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and be fit for any purpose held out by Us.	b) The provisions of these Conditions shall not prejudice the statutory rights (if any) which may, notwithstanding these Conditions, be guaranteed to you.
a) Subject to clause 11.1(d), if: i. you give Us notice in writing within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in clause 11.1(b); ii. We are given a reasonable opportunity of examining the Goods; and iii. We ask you to do so, you return the Goods to Us at your cost, We will, at our option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
a) We will not be liable for breach of the warranty set out in clause b) if: i. you make any further use of the Goods after giving notice to Us under clause c); ii. the defect arises as a result of Us following any drawing, design or specification supplied by you; iii. you alter or repair the Goods without our written consent; iv. the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or v. the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
a) We will only be liable to you for the Goods' failure to comply with the warranty set out in clause b) to the extent set out in this clause 11.
a) The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
a) These Terms also apply to any repaired or replacement Goods supplied by Us to you.

12 OUR LIABILITY: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE

12.1 Trade Customers	12.1 Consumers
a) References to liability in this clause 12 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.	a) Nothing in these Conditions excludes or limits the liability of Us for death or personal injury caused by Our negligence, or for fraudulent misrepresentation, or for fraud or under section 2(3) of the Consumer Protection Act 1987 or for any other matter for which it would be unlawful for Us to exclude or limit its liability.
a) Nothing in these Terms limits or excludes our liability for: i. death or personal injury caused by our negligence; ii. fraud or fraudulent misrepresentation; iii. breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or iv. any other liability that cannot be limited or excluded by law.	a) Subject to the above, We shall not be liable to you whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any loss of profit, or any indirect or consequential loss arising under on in connection with the Contract (including any losses that may result from a deliberate breach of the Contract by Us, our employees, agents or sub-contractors).
a) Subject to clause 12.1(b), We will under no circumstances be liable to you for: i. any loss of profits, sales, business, or revenue; or ii. loss or corruption of data, information or software; or iii. loss of business opportunity; or iv. loss of anticipated savings; or v. any indirect or consequential loss.	c) Our total liability to you in respect of all other losses caused by a deliberate breach of the Contract by Us, our employees, agents or sub-contractors shall not exceed the value of the Contract.
c) Subject to clause 12.1(b), our total liability to you for all losses arising under or in connection with the Contract will in no circumstances exceed the price of the Goods.
c) Except as expressly stated in these Terms, We do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, We will not be responsible for ensuring that the Goods are suitable for your purposes.

13. Termination

1.1 Without limiting any of our other rights, We may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if:

(a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 14 days of you being notified in writing to do so;

(b) you fail to pay any amount due under the Contract on the due date for payment;

(d) you take any step or action in connection with entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), obtaining a moratorium, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of your assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction; or

(e) your financial position deteriorates to such an extent that in our reasonable opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.

1.2 Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.

1.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

14. Personal data

14.1 How We use any personal data you give Us is set out in our Privacy Notice: view privacy policy.

15. Events outside our control

15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).

15.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:

(a) We will contact you as soon as reasonably possible to notify you; and

(b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, We will arrange a new delivery date with you after the Event Outside Our Control is over.

15.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 90 days beyond the estimated delivery date. To cancel please contact Us. If you opt to cancel, you will return any relevant Goods you have already received and We will refund the price you have paid.

16. Communications between us

16.1 When We refer to "in writing" in these Terms, this includes email.

16.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered by hand, sent by pre-paid first class post or other next working day delivery service, or email.

16.3 A notice or other communication is deemed to have been received:

(a) if delivered by hand, at the time the notice is left at the proper address;

(b) if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or

16.4 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 email that such email was sent to the specified email address of the addressee.

16.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

17. General

17.1 Assignment and transfer.

(a) We may assign or transfer our rights and obligations under the Contract to another entity but will always notify you by posting on this webpage if this happens.

(b) You may only assign or transfer your rights or your obligations under the Contract to another person if We agree in writing.

17.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and Us (or our respective authorised representatives).

17.3 Waiver. If We do not insist that you perform any of your obligations under the Contract, or if We do not exercise our rights or remedies against you, or if We delay in doing so, that will not mean that We have waived our rights or remedies against you or that you do not have to comply with those obligations. If We do waive any rights or remedies, We will only do so in writing, and that will not mean that We will automatically waive any right or remedy related to any later default by you.

17.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.

17.5 Third party rights. The Contract is between you and Us. No other person has any rights to enforce any of its terms.

17.6 Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.

18. Modern Slavery Act

18.1 The Modern Slavery Act, the first of its kind in Europe, received Royal Assent on 26 March 2015. The act consolidates slavery and trafficking offenses and introduces tougher penalties and sentencing rules. It ensures that the main offences are subject to the toughest asset recovery regime under the Proceeds of Crime Act 2002, introduces bespoke slavery and trafficking compensation orders, and provides for the confiscation of vehicles, ships and aircraft used for the purposes of trafficking. The changes will ensure that the National Crime Agency, the police and other law enforcement agencies have the powers they need to pursue, disrupt and bring to justice those engaged in human trafficking and slavery, servitude and forced or compulsory labour. It also introduces measures to enhance the protection of victims of slavery and trafficking. A new Independent Anti-slavery Commissioner has been appointed whose role is to encourage good practice in the prevention, detection, investigation, and prosecution of slavery and human trafficking offences, as well as the identification of victims of those offences. This role is relevant to all current slavery and trafficking offences in England, Wales, Scotland and Northern Ireland. We are pleased to confirm that HC Slingsby PLC and subsidiary companies have read and understood the Act, and furthermore undertake to meet its requirements.