General Terms and Conditions of Delivery and Payment for online sales of rose plastic AG
Last updated December 2023.
These Terms and Conditions set out the terms under which Products are sold by us to business customers through our Online Shop. Please read these Terms and Conditions carefully and ensure that you understand them before ordering any Products from our Online Shop. You will be required to read and accept these Terms and Conditions when ordering Products. If you do not agree to comply with and be bound by these Terms and Conditions, you will not be able to order Products through our Online Shop. These Terms and Conditions, as well as any and all Contracts are in the English language only.
1. Definitions and Interpretation
1.1. In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:
- "Business Days” means a day other than a Saturday, Sunday, or public holiday in England.
- “Contract” means a contract for the purchase and sale of Products, as explained in Clause 4.
- “Online Shop” means our online shop available at https://shop.rose-plastic.uk/uk_88/.
- "Order” means your order for Products.
- “Order Confirmation” means our acceptance of your Order.
- “Order Number” means the reference number for your Order.
- “Products” means the products sold by us through our Online Shop.
- “we”, “us” or “our” means rose plastic UK Ltd, a company registered in England and Wales under company number 02682865 with its registered office at The Hart Shaw Building, Europa Link Sheffield Business, Park Sheffield, South Yorkshire, S9 1XU.
- “you” or “your” means the company or legal entity that has placed an Order.
2. General and Business Customers
2.1. These Terms and Conditions apply to business customers only. These Terms and Conditions do not apply to individual consumers purchasing Products for personal use (that is, not in connection with, or for use in, their trade, business, craft, or profession). It is important that you understand that as a business customer, you are not entitled to the protections granted to consumers under consumer legislation. Please therefore carefully review the information contained within Clause 5 in relation to Order cancellations.
2.2. These Terms and Conditions, together with the General Terms of Delivery and Payment for tools / machines and parts of rose plastic UK, constitute the entire agreement between us and you with respect to your purchase of Products from us. You acknowledge that you have not relied upon any statement, representation, warranty, assurance, or promise made by or on behalf of us that is not set out in these Terms and Conditions and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based upon any statement herein.
2.3. Your standard business conditions do not apply to the Contract, regardless of whether or not we expressly object to them in a particular case.
2.4. If you are placing an Order on behalf of your company, you warrant to us that you have authority to enter into a legally binding contract on your company’s behalf and that you understand that your company will be bound by these Terms and Conditions in all respects.
3. Products, Pricing and Availability
3.1. We make all reasonable efforts to ensure that all descriptions and graphical representations of Products available from us correspond to the actual Products. Please note, however, the following:
3.1.1. Images of Products are for illustrative purposes only. There may be slight variations in colour between the image of a product and the actual product sold due to differences in device displays and lighting conditions;
3.1.2. Images and/or descriptions of packaging are for illustrative purposes only, the actual packaging of Products may vary; and
3.1.3. Due to the nature of the Products sold through our Online Shop, there may be up to a slight variance in the size, capacity, dimensions, measurements, weight, of those Products between the actual Products and the description.
3.2. Please note that Clause 3.1 does not exclude our responsibility for mistakes due to negligence on our part and refers only to minor variations of the correct Products, not to different Products altogether. Please refer to Clause 9 if you receive incorrect Products (i.e. Products that are not as described).
3.3. Where appropriate, you may be required to select the required size, colour, number, and material of the Products that you are purchasing.
3.4. We cannot guarantee that Products will always be available and we use reasonable endeavours to ensure our Online Shop is up to date with regards to stock levels.
3.5. Minor changes may, from time to time, be made to certain Products between your Order being placed and us processing that Order and dispatching the Products, for example, to reflect changes in relevant laws and regulatory requirements, or to address particular technical or security issues. Any such changes will not change any main characteristics of the Products and will not normally affect your use of those Products. However, if any change is made that would affect your use of the Products, suitable information will be provided to you.
3.6. In some cases, as explained in the description of Products on the Online Shop, more significant changes may be made to the Products. If any such changes are made and will affect your Order, we will notify you in writing before the changes take effect and you will be given an opportunity to cancel your Order (or the affected part thereof), and we will issue a refund for any Products paid for but not received.
3.7. We make all reasonable efforts to ensure that all prices shown on the Online Shop are correct at the time of going online. we reserve the right to change prices and to add, alter, or remove special offers from time to time and as necessary. Changes in price will not affect any Order that you have already placed (please note Clause 3.10 regarding VAT, however).
3.8. All prices are checked by us before we accept your Order. In the unlikely event that we have shown incorrect pricing information, we will contact you in writing to inform you of the mistake. If the correct price is lower than that shown when you made your Order, we will simply charge you the lower amount and continue processing your Order. If the correct price is higher, we will give you the option to purchase the Products at the correct price or to cancel your Order (or the affected part of it). We will not proceed with processing your Order in this case until you respond. If we do not receive a response from you within 5 Business Days, we will treat your Order as cancelled and notify you of this in writing.
3.9. In the event that the price of Products you have ordered changes between your Order being placed and us processing that Order and taking payment, you will be charged the price shown on the Online Shop at the time of placing your Order.
3.10. Prices on the Online Shop are shown exclusive of VAT. If the VAT rate changes between your Order being placed and us taking payment, the amount of VAT payable will be automatically adjusted when taking payment.
3.11. Delivery charges are not included in the price of Products displayed on the Online Shop. Delivery options and related charges will be presented to you as part of the order process.
3.12. You shall be responsible for all customs duties and similar charges.
4. Orders and Conclusion of the Contract
4.1. Before submitting your Order you will be given the opportunity to review your Order and amend it. Please ensure that you have checked your Order carefully before submitting it.
4.2. If, during the order process, you provide us with incorrect or incomplete information, please contact us as soon as possible. If we are unable to process your Order due to incorrect or incomplete information, we will contact you to ask to correct it. If you do not give us the accurate or complete information within a reasonable time of our request, we will cancel your Order and treat the Contract as being at an end. If we incur any costs as a result of your incorrect or incomplete information, we may pass those costs on to you.
4.3. No part of the Online Shop constitutes a contractual offer capable of acceptance. Your Order constitutes a contractual offer that we may, at our sole discretion, accept. our acknowledgement of receipt of your Order does not mean that we have accepted it. our acceptance is indicated by us sending you an Order Confirmation by email. Only once we have sent you an Order Confirmation will there be a legally binding Contract between us and you.
4.4. Order Confirmations shall contain the following information:
4.4.1. Your Order Number;
4.4.2. Confirmation of the Products ordered including full details of the main characteristics of those Products;
4.4.3. Fully itemised pricing for the Products ordered including, where appropriate, taxes, delivery and other additional charges;
4.4.4. Estimated delivery date(s); and
4.4.5. Delivery address.
4.5. In the unlikely event that we do not accept or cannot fulfil your Order for any reason, we will explain why in writing. No payment will be taken under normal circumstances. If we have taken payment any such sums will be refunded to you as soon as possible and in any event within 14 days.
4.6. Any refunds due under this Clause 4 will be made using the same payment method that you used when ordering the Products.
4.7. Please note that we deliver Products across the UK and we do not currently deliver to the Republic of Ireland, nor any other country outside of the UK.
5. Order Cancellations
5.1. Once an Order is placed by you and accepted by us, signified by the issuance of an Order Confirmation, it represents a binding agreement between you and us. Due to the nature of our business, which involves either sourcing standard Products or initiating the customisation process for Products as per your specifications, we are unable to accept cancellations once the Order Confirmation has been issued.
5.2. In the case of customised Products, the process of tailoring or modifying Products to your specifications commences immediately upon Order Confirmation. Therefore, it is crucial to understand that any request to cancel such Orders cannot be accommodated due to the bespoke nature of these Products.
5.3. Similarly, for standard Products, our acceptance of your Order triggers immediate procurement or allocation of these Products from our inventory or our manufacturer's inventory, as the case may be. Consequently, cancellation of Orders for standard Products is also not feasible post Order Confirmation.
5.4. In exceptional circumstances, and at our sole discretion, we may consider a request for cancellation. However, this may involve cancellation fees or partial refunds only, depending on the stage of Order processing and incurred costs at the time of the cancellation request.
5.5. By placing an Order with us, you acknowledge and agree that once an Order Confirmation is issued, your order is non-cancellable and any payments made are non-refundable except as stated in these Terms and Conditions, or as specifically agreed by us under exceptional circumstances. We therefore recommend that you carefully review your Order before submission. If you have any queries or require any advice about your order, especially for customised Products, please contact us prior to placing your Order.
6. Payment
6.1. Unless expressly otherwise agreed by us, all shipments by us shall require advance payment to be made in the manner specified in the Order form made available in the Online Shop (i.e. by PayPal or credit/debit card).
6.2. You shall have no right of set-off or retention, except to the extent that the counterclaim has not been disputed by us or been determined by a final and binding decision.
7. Date of Dispatch of the Product, Sell off, Partial Delivery
7.1. Any period for the dispatch of the Product, specified by us at the time of the Order or as otherwise mutually agreed upon, shall begin (a) upon receipt by us of the full purchase price (including VAT and shipping costs) if payment in advance has been agreed (b) upon conclusion of the Contract if cash on delivery or payment after delivery has been agreed upon. The date of dispatch shall be such day on which the Product is handed over by us to the carrier.
7.2. Any time period for the dispatch of the Product specified by us shall be only approximate and may therefore be exceeded by up to two Business Days, except if a fixed date of dispatch has been agreed upon. Unless a time period or date of dispatch has been specified or agreed upon, we shall be required to dispatch the Product within a period of five Business Days.
7.3. Regardless of whether any Product is indicated on the order form as ‘in stock’, we may sell such Product at any time, provided that an agreed advance payment is not received by us within a period of five Business Days upon our acceptance of the Order. In such case, we shall only be obligated to dispatch the Product within the relevant time period (as agreed upon or specified by us) as long as stock lasts; otherwise, a four-week period shall apply.
7.4. In the event that the Product is no longer available for a reason not attributable to us or cannot be timely delivered despite our timely order, we shall be entitled to terminate the Contract. We shall without undue delay inform you of the non-availability of the Product and, in case of a termination, reimburse you any payments made to us within 14 days.
7.5. If you have purchased, through the same order, several Products that can be used separately, we may dispatch those Products in separate deliveries, provided that we shall bear any additional shipping costs. Your statutory rights in relation to the timely and proper delivery shall not be affected thereby.
8. Delivery, Risk and Ownership
8.1. Unless expressly otherwise agreed upon, we shall be free to determine the appropriate mode of shipment and to select the carrier at our reasonable discretion.
8.2. We shall only be obliged to properly and timely deliver the Product to the carrier and shall not be responsible for any delays caused by the carrier. Any transit time (i.e. the time between the delivery by us to the carrier and the delivery to you) specified by us shall therefore only be non-binding. We shall insure the Product against the usual risks of transportation at our cost and expense.
8.3. Delivery shall be deemed complete once we have delivered the Products to the address you have provided.
8.4. Ownership of the Products passes to you once we have received payment in full of all sums due (including any applicable delivery charges). Risk in the Products shall pass to you upon delivery of the Product.
8.5. If we are unable to deliver the Products on the delivery date, the following will apply:
8.5.1. If no one is available at your delivery address to receive the Products, we will contact you to rearrange delivery;
8.5.2. If you do not rearrange delivery within 5 Business Days, we will contact you to ask you how you wish to proceed. If we cannot contact you or arrange redelivery, we will treat the Contract as cancelled and recover the Products. You will not be entitled to a refund of any sums paid to us in respect of that Order. We may also bill you for any reasonable additional cost that we incur in recovering the Products.
9. Warranty
9.1. We warrant that the Products, on delivery, and for a period of two years thereafter (the “Warranty Period”) shall be as described; be free from material defects in design, material, and workmanship; be of satisfactory quality (as defined in the Sale of Products Act 1979); and be fit for any purpose described by us.
9.2. In the event that any delivered Product does not comply with Clause 9.1, subject to Clause 9.3 and your compliance with Clauses 9.2.1 and 9.2.3, you shall be entitled to request from us to repair the defect or to supply another Product (as ordered) which is free from defects. The following conditions apply:
9.2.1. You must give us written notice of the non-compliance during the Warranty Period within a reasonable time of discovering it;
9.2.2. You must return the Products in question to us at our expense (see Clause 9.6 for more information); and
9.2.3. You must give us a reasonable opportunity to examine the Products in question.
9.3. We will not be liable for any non-compliance with the provisions of Clause 9.1 of any Products if any of the following apply:
9.3.1. You have made any further use of the affected Products after giving us written notice of the non-compliance under Clause 9.2.1;
9.3.2. The non-compliance has arisen as a result of your failure to follow our instructions on the correct usage, maintenance, installation, storage or transport of the affected Products or, where no instructions are provided, your failure to follow good trade practice with respect to the same;
9.3.3. The non-compliance has arisen as a direct result of any information (incorrect or otherwise) provided by you to us;
9.3.4. You have made any unauthorised alterations or repairs to the affected Products; or
9.3.5. The non-compliance is the result of normal wear and tear, deliberate damage, negligence, or abnormal or unsuitable working conditions.
9.4. The terms of this Clause 9 shall also apply to any Products which are repaired or replaced by us under Clause 9.2.
9.5. Except as provided in this Clause 9, we shall have no further liability to you with respect to Products which do not comply with Clause 9.1.
9.6. To return Products to us for any reason under this Clause 9, please contact us at [email address to arrange for a collection and return. we will be fully responsible for the costs of returning Products under this Clause 9 and will reimburse you where appropriate.
9.7. Refunds (whether full or partial) under this Clause 9 will be issued within 14 days of the day on which we agree that you are entitled to the refund. Any and all refunds issued under this Clause 9 will include all delivery costs paid by you when the Products were originally purchased. Refunds under this Clause 9 will be made using the same payment method that you used when ordering the Products.
10. Liability
10.1. Subject to Clause 10.4, we will not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, loss of business, interruption to business, for any loss of business opportunity, or for any indirect or consequential loss arising out of or in connection with any contract between you and us.
10.2. Subject to Clause 10.4, our total liability to you for all other losses arising out of or in connection with any contract between you and us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be 100% of the total sums paid by you for the Products under the contract in question, whichever is the greater sum.
10.3. Except to the extent expressly set out in Clause 9.1, the terms implied by Sections 13 to 15 of the Sale of Products Act 1979 and by Sections 3 to 5 of the Supply of Products and Services Act 1982 are excluded.
10.4. Nothing in these Terms and Conditions seeks to limit or exclude our liability for death or personal injury caused by our negligence (including that of our employees, agents or sub-contractors); for fraud or fraudulent misrepresentation; for breach of the terms implied by Section 12 of the Sale of Products Act 1979 or Section 2 of the Supply of Products and Services Act 1982; for defective products under the Consumer Protection Act 1987; or for any other matter in respect of which liability cannot be excluded or restricted by law.
11. Data Protection
We shall at all times comply with our obligations under the Data Protection Act 2018 and the EU law retained version of the General Data Protection Regulations ((EU) (2016/679). For further information, please visit our privacy statement.
12. Force Majeure
12.1. We will not be liable for any failure or delay in performing our obligations where that failure or delay results from any cause that is beyond our reasonable control. Such causes include, but are not limited to: power failure, internet service provider failure, strikes, lock-outs or other industrial action by third parties, riots and other civil unrest, fire, explosion, flood, storms, earthquakes, subsidence, acts of terrorism (threatened or actual), acts of war (declared, undeclared, threatened, actual or preparations for war), epidemic or other natural disaster, or any other event that is beyond our reasonable control.
12.2. If any event described under this Clause 12 occurs that is likely to adversely affect our performance of any of our obligations under these Terms and Conditions:
12.2.1. We will inform you as soon as is reasonably possible;
12.2.2. We will take all reasonable steps to minimise the delay;
12.2.3. To the extent that we cannot minimise the delay, our affected obligations under these Terms and Conditions (and therefore the Contract) will be suspended and any time limits that we are bound by will be extended accordingly;
12.2.4. We will inform you when the event outside of our control is over and provide details of any new dates, times or availability of Products as necessary;
12.2.5. If an event outside of our control occurs and continues for more than a 4 week period and you wish to cancel the Contract as a result, please email us at orders@rose-plastic.co.uk
In each case, providing us with your name, address, email address, telephone number, and Order Number. Any refunds due to you as a result of such cancellation will be paid to you as soon as is reasonably possible and in any event within 14 days of the date on which the Contract is cancelled and will be made using the same payment method that you used when ordering the Products.
13. General Terms
13.1. We may transfer (assign) our obligations and rights under these Terms and Conditions (and under the Contract, as applicable) to a third party (this may happen, for example, if we sell our business). If this occurs, you will be informed by us in writing. Your rights under these Terms and Conditions will not be affected and our obligations under these Terms and Conditions will be transferred to the third party who will remain bound by them.
13.2. You may not transfer (assign) your obligations and rights under these Terms and Conditions (and under the Contract, as applicable) without our express written permission.
13.3. The Contract is between you and Us. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of these Terms and Conditions.
13.4. If any of the provisions of these Terms and Conditions are found to be unlawful, invalid or otherwise unenforceable by any court or other authority, that / those provision(s) shall be deemed severed from the remainder of these Terms and Conditions. The remainder of these Terms and Conditions shall be valid and enforceable.
13.5. No failure or delay by us in exercising any of our rights under these Terms and Conditions means that we have waived that right, and no waiver by us of a breach of any provision of these Terms and Conditions means that we will waive any subsequent breach of the same or any other provision.
13.6. We may revise these Terms and Conditions from time to time in response to changes in relevant laws and other regulatory requirements.
14. Governing Law and Jurisdiction
14.1. These Terms and Conditions, and the relationship between you and us (whether contractual or otherwise) shall be governed by, and construed in accordance with, English law.
14.2. Any disputes concerning these Terms and Conditions, the relationship between you and us, or any matters arising therefrom or associated therewith (whether contractual or otherwise) shall be subject to the exclusive jurisdiction of the courts of England and Wales.