1. Application of Terms

These Terms govern all sales and supply of goods by the Company to the Customer. By placing an order, the customer acknowledges acceptance of these Terms to the exclusion of any other terms or conditions. The company may revise these Terms at any time. The version in force at the time of order shall apply.

2. Trade-Only Business

The Company supplies goods strictly on a wholesale/trade-only basis. The Customer warrants that it is purchasing goods for business purposes only and not as a consumer. Proof of business (including but not limited to business registration number, VAT/Tax ID, or reseller certificate) will be required.

3. Orders

All orders are subject to written acceptance by the Company. The Company reserves the right to impose minimum order values or quantities. No order may be cancelled by the Customer without the Company’s prior written consent.

4. Prices & Payment

Prices are exclusive of VAT, sales tax, duties, levies, and shipping charges, unless otherwise stated. Payment terms shall be as specified on the invoice. Unless otherwise agreed, payment is required in advance. The Company may suspend or cancel further deliveries if any payment is overdue. The Customer shall be responsible for all bank charges, currency conversion fees, and transfer costs.

5. Delivery & Risk

Delivery dates are estimates only and shall not be of the essence. The company shall not be liable for any loss, damage, or expense caused by delivery delays. Risk in the goods shall pass to the Customer upon delivery to the carrier. Title to the goods shall not pass until the Company has received payment in full.

6. Inspection & Returns

The Customer shall inspect goods immediately upon receipt. Claims for shortages, defects, or damages must be made in writing within 48 hours of delivery. Returns shall only be accepted with prior written authorisation and in accordance with the Company’s returns policy.

7. Intellectual Property

All trademarks, trade names, logos, product images, and other intellectual property remain the property of the Company or its licensors. The Customer shall nor use or reproduce such intellectual property without the Company’s prior written consent.

8. Compliance & Resale

The Customer shall comply with all applicable laws, regulations, and labelling requirements in the territory in which goods are sold. The Customer shallnot resell goods in territories where the Company has exclusive distribution arrangements, where notified.

9. Limitation of Liability

The Company’s liability for any claim arising out of the supply of goods shall be limited to the replacement of goods or refund of the invoiced value of such goods. The Company shall not be liable for indirect, consequential, or special losses, including loss of profits, loss of business, or reputational damage.

10. Force Majeure

The Company shall not be liable for any delay or failure in performance caused by events beyond its reasonable control, including but not limited to natural disasters, strikes, transport delays, accidents, pandemics, or government actions.

11. Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of England. The courts of England shall have exclusive jurisdiction to settle any disputes arising under these Terms.

12. Entire Agreement

These Terms, together with any invoice or written agreement between the parties, constitute the entire agreement and supersede all prior negotiations, representations, or agreements.