1. THESE TERMS
1.1 These are the terms and conditions on which we supply our products to you.
1.2 Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information.
1.3 Are you a business customer or a consumer? In some areas you will have different rights under these terms depending on whether you are a business or consumer. You are a consumer if:
Provisions specific to consumers only are in blue and those specific to businesses only are in green.
1.4 If you are a business customer these terms constitute the entire agreement between us in relation to your purchase. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of us which is not set out in these terms and that you shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
2. INFORMATION ABOUT US AND HOW TO CONTACT US
2.1 We are Sovereign Design Play Systems Limited (trading as Sovereign Early Years Collection), a company registered in England under Company Number 5024016. Our address is 40 Towerfield Road, Shoeburyness Southend-On-Sea, Essex SS3 9QT. Our VAT number is 832510264.
2.2 How to contact us. You can contact us by writing to us at the above address, emailing us at [email protected], or calling us on 01702 804200 9.00am to 5.00pm Monday to Fridays (excluding public and bank holidays).
2.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
2.4 ”Writing” includes emails. When we use the words “writing” or “written” in these terms, this includes emails.
3. OUR CONTRACT WITH YOU
3.1 How we will accept your order. Our acceptance of your order will take place when we email you to accept it, at which point a contract will come into existence between you and us.
3.2 If we are unable to accept your order, we will inform you of this and will not charge you for the product. This might be because the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, or because we are unable to meet a delivery deadline you have specified.
3.3 Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
3.4 We only sell to the UK. Our website is solely for the promotion of our products in the UK. Unfortunately, we do not accept orders from addresses outside the UK and will not accept orders that are to be sent outside of the UK.
4. OUR PRODUCTS
4.1 Products may vary slightly from their pictures. The images of the products on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour of the products. Your product may vary slightly from those images.
4.2 Making sure your measurements and requirements are accurate. If we are personalising the product for you, or making the product to measurements you have given us you are responsible for ensuring that the information you provide us is correct. We will not be responsible for any errors caused by your providing incorrect information and we will charge you for any changes required due to the incorrect information provided.
4.3 Where we are making bespoke products based in your drawings, specifications and any other particulars submitted by you, and the products are to be manufactured or any process is to be applied to the products by us in accordance with a specification submitted by you, you shall indemnify us against all loss, damages, costs and expenses incurred by us in connection with settlement of any claim for infringement of any patent, copyright, design right, trade mark or other intellectual property rights of any other person which results from our use of your specification. We reserve the right to make changes in the specification.
5. YOUR RIGHTS TO MAKE CHANGES
If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
6. OUR RIGHTS TO MAKE CHANGES
6.1 We may change the product:
(a) to reflect changes in relevant laws and regulatory requirements; and
(b) to implement minor technical adjustments and improvements. These changes will not affect your use of the product.
7. PROVIDING THE PRODUCTS
7.1 The costs of delivery will be as displayed to you on our website.
7.2 Once we have accepted your order, we will let you know when we will provide the products to you. We aim to deliver the products within 15 days of the date we accept your order (save for bespoke items for which we will contact you with an estimated delivery date). All and any estimated delivery dates are for guidance only and time is not of the essence. We will, in most cases, give you at least 7 days’ notice of the proposed time and date of delivery.
7.3 We are not responsible for delays outside our control. If our supply of the product is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
7.4 Our products will generally be delivered between the hours of 9.00am to 4.00pm, Monday to Friday. If you require a delivery outside of these hours then this will be at additional cost.
7.7 All of our products will be assembled by us on delivery at the chosen location of your property and it is your responsibility:
7.6 Upon arrival, our delivery team will assess the access route and area where the product is to be assembled. If, in our reasonable opinion, there is any risk in transporting the product from the kerbside and/or assembling the product, then the product will be left at the front of the property.
7.7 After assembly of the product, we will dispose of all of the product packaging.
7.8 Without prejudice to any other Clause in these terms, if no one is available to take delivery and the products, we will charge you as set out in clause 7.11 and for the cost of returning the products to us, and any further delivery costs.
7.9 If you fail to take delivery of the products, we will, at our absolute discretion:
7.10 If, for any reason, we are unable to gain access to assemble the products, they will be left kerbside (i.e. as close as possible to the delivery address) and you will be charged additional costs if we have to re-attend for the purposes of assembly.
7.11 Where we have been unable to deliver due to your default, or unable to assemble due to your default, we will charge you abortive fees of £200.00 plus VAT per half day and £400.00 per full day. Also see Clause 10.2.
7.11 When you become responsible for the products. The product will be your responsibility from the time we deliver the product to the property address that you gave to us at the time of submitting your order.
7.12 When you own the product. You own a product once we have received payment in full.
7.13 If you are a business, even if we have delivered the product to you, title to the product shall not pass to you until we have received payment in full and until title to the products has passed to you, you shall:
(a) store the products separately from all other goods held by you so that they remain readily identifiable as our property;
(b) not remove, deface or obscure any identifying mark or packaging on or relating to the products;
(c) maintain the products in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
(d) not resell the products;
(e) immediately notify us if you (or any local or government authority) takes any step or action in connection with you entering administration, provisional liquidation or any composition or arrangement with your creditors (other than in relation to a solvent restructuring), 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 its assets or ceasing to carry on business or take any other action that will affect your ability to pay your debts to us, and should we receive such notification:
(i) we will require you to deliver up all products in your possession that have not been resold, or irrevocably incorporated into another product; and
(ii) if you fail to do so promptly, we will enter any premises of yours or of any third party where the products are stored in order to recover them.
7.14 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the products to you. If so, this will have been stated in the description of the products on our website. We will contact you to ask for this information. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and Clause 10.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
8. YOUR RIGHTS TO END THE CONTRACT
8.1 Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing, when you decide to end the contract and whether you are a consumer or business customer:
(a) If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product repaired or replaced), see Clause 12 if you are a consumer and Clause 13 if you are a business;
(b) If you want to end the contract because of something we have done or have told you we are going to do, see Clause 8.2;
(c) If you are a consumer and have just changed your mind about the product, see Clause 8.3. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions and you will have to pay the costs of return of the product;
(d) In all other cases (if we are not at fault and you are not a consumer exercising your right to change your mind), see Clause 8.6.
8.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) to (d) below the contract will end immediately and we will refund you in full for any products which have not been provided and you. The reasons are:
(a) we have told you about an upcoming change to the product or these terms which you do not agree to (see Clause 6.2);
(b) we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;
(c) there is a risk that supply of the products may be significantly delayed because of events outside our control.
(d) you have a legal right to end the contract because of something we have done wrong.
8.3 Exercising your right to change your mind if you are a consumer (Consumer Contracts Regulations 2013). If you are a consumer then for most products bought online you have a legal right to change your mind within 14 days and receive a refund. These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in these terms.
8.4 When consumers do not have a right to change their minds. Your right as a consumer to change your mind does not apply in respect of any products that are made to your specifications or personalised (bespoke products).
8.5 How long do consumers have to change their minds? If you are a consumer how long you have to change your mind depends on what you have ordered and how it is delivered. As you have purchased goods, you have 14 days after the day we deliver them to you (or someone you nominate) receives the goods, unless the goods are split into several deliveries over different days. In this case you have until 14 days after the day you receive the last delivery.
8.6 Ending the contract where we are not at fault and there is no right to change your mind. Even if we are not at fault and you are not a consumer who has a right to change their mind (see Clause 8.1), you can still end the contract before it is completed, but you will have to pay us compensation. A contract for goods is completed when the product is delivered. If you want to end a contract before it is completed where we are not at fault and you are not a consumer who has changed their mind, just contact us to let us know. The contract will end immediately and we will refund any sums paid by you for products not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you reasonable compensation for the net costs we will incur as a result of your ending the contract. This means that:
9. HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER WHO HAS CHANGED THEIR MIND)
9.1 Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
In each case informing us of your full name, address, details of when and what you ordered and when you received the product.
9.2 Returning products after ending the contract. If you end the contract for any reason after products have been dispatched to you or you have received them, you must allow us to collect them from you. Please call customer services on 01702 804200 9.00am to 5.00pm Monday to Fridays (excluding public and bank holidays) or email us at [email protected] to arrange collection.
9.3 When we will pay the costs of return. We will pay the costs of return:
(a) if the products are faulty or misdescribed;
(b) if you are ending the contract because we have told you of an upcoming change to the product or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong.
In all other circumstances (including where you are a consumer exercising your right to change your mind) you must pay the costs of return.
9.4 What we charge for collection. If you are responsible for the costs of return and we are collecting the product from you, we will charge you the direct cost to us of collection. The costs of collection will be the same as our charges for standard delivery however, if we provided delivery free of charge, then we will charge you a reasonable amount for the cost of collection.
9.5 How we will refund you. If you are entitled to a refund under these terms we will refund you the price you paid for the products including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
9.6 When we may make deduction from refunds if you are a consumer exercising your right to change your mind. If you are exercising your right to change your mind:
(a) We may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in a shop. For example, if you assemble the product. If we refund you the price paid before we are able to inspect the goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
(b) The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of a product within 3-5 days at one cost but you choose to have the product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
9.7 When your refund will be made. We will make any refunds due to you as soon as possible.
If you are a consumer exercising your right to change your mind then your refund will be made within 14 days from the day on which we receive the product back from you. For information about how to return a product to us, see Clause 9.2.
10. OUR RIGHTS TO END THE CONTRACT
10.1 We may end the contract if you break it. We may end the contract for a product at any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 5 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products;
(c) you do not, within a reasonable time, allow us to deliver the products to you;
(d) you do not allow us to, or we are unable to assemble the product upon delivery due to a fault on your part.
10.2 You must compensate us if you break the contract. If we end the contract in the situations set out in Clause 10.1, save as set out in Clause 10.3, we will refund any money you have paid in advance for products we have not provided but we may deduct or charge you reasonable compensation for the net costs we will incur as a result of your breaking the contract.
10.3 Where a product remains in our custody and control, as a result of your breach of contract, without prejudice to any other remedies available to us under this contract, we reserve the right to sell the goods at the best price readily available and (after deducting all reasonable storage, insurance and selling costs) we will account to you for the excess over the purchase price, or charge you for any shortfall below the purchased price.
10.4 We may withdraw the product. We may write to you to let you know that we are going to stop providing the product. We will let you know at least 10 days in advance of our stopping the supply of the product and will refund any sums you have paid in advance for products which will not be provided.
11. IF THERE IS A PROBLEM WITH THE PRODUCT
If you have any questions or complaints about the product, please contact us. You can use any of the contact information provided in Clause 2.
12. YOUR RIGHTS IN RESPECT OF DEFECTIVE PRODUCTS IF YOU ARE A CONSUMER
12.1 If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. This means that the products have to match the description given to them, be of satisfactory quality and fit their specific purpose
12.2 Your obligation to return rejected products. If you a legal right to reject products as they do not confirm to the contract as set out in Clause 12.1 you must allow us to collect them from you. We will pay the costs of postage if upon receipt we agree that the product was faulty or misdescribed.
12.3 For detailed information about your legal rights please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.
13. YOUR RIGHTS IN RESPECT OF DEFECTIVE PRODUCTS IF YOU ARE A BUSINESS
13.1 If you are a business customer we warrant that on delivery, and for a period of 12 months from the date of delivery (warranty period), any products which are goods shall:
13.2 Subject to Clause 13.3, if:
(a) you give us notice in writing during the warranty period within 7 days of discovery that a product does not comply with the warranty set out in Clause 13.1 and:
(b) we are given a reasonable opportunity of examining such product; and
(c) you return such product to us at our cost or allow us to collect the product,
we shall, at our option, repair or replace the defective product, or refund the price of the defective product in full.
13.3 We will not be liable for a product’s failure to comply with the warranty in Clause 13.1 if:
(a) you make any further use of such product after giving a notice in accordance with Clause 13.2(a);
(b) the defect arises because you failed to follow our oral or written instructions as to the installation, commissioning, use or maintenance of the product or (if there are none) good trade practice;
(c) the defect arises as a result of us following any drawing, design or specification supplied by you;
(d) you alter or repair the product without our written consent;
(e) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions; or
(f) due to your failure to comply with the General Product Safety Regulations 1994.
13.4 Except as provided in this Clause 13, we shall have no liability to you in respect of a product’s failure to comply with the warranty set out in Clause 13.1.
13.5 These terms shall apply to any repaired or replacement products supplied by us under Clause 13.2.
14. PRICE AND PAYMENT
14.1 Where to find the price for the product. The price of the product (which excludes VAT) will be the price indicated on the order pages when you placed your order and does not include the cost of delivery. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see Clause 14.3 for what happens if we discover an error in the price of the product you order.
14.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the product in full before the change in the rate of VAT takes effect.
14.3 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the product’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the product’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order. If we 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 end the contract, refund you any sums you have paid and require the return of any goods provided to you.
14.4 When you must pay and how you must pay. The methods of payment that we accept are set out on the website. Credit card payments are subject to a 2.5% surcharge. You must pay for products:
14.5 Our right of set-off if you are a business customer. If you are a business customer you must pay all amounts due to us under these terms in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
14.6 We can charge interest if you pay late. If you do not make any payment to us by the due date we may charge interest to you on the overdue amount (calculated pro rata on a daily basis) on overdue accounts from the date payment is due in accordance with the terms of the Late Payment of Commercial Debts (interest) Act 1998 (as amended) until the date of actual payment, whether before or after judgment. You must pay interest together with any overdue amount.
14.7 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
15. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A CONSUMER
15.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
15.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products as summarised at Clause 12.1 or our failure to complete our service with reasonable skill and care where we have assembled the product.
15.3 We are not liable for business losses. If you are a consumer we only supply the products for to you for domestic and private use. If you use the products for any commercial, business or re-sale purpose our liability to you will be limited as set out in Clause 16.
16. OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU IF YOU ARE A BUSINESS
16.1 Nothing in these terms shall limit or exclude our liability for:
(a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation; or
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982.
16.2 Except to the extent expressly stated in Clause 13.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
16.3 Subject to Clause 16.1:
(a) 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 or in connection with any contract between us; and
(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to the cost paid for the product.
17. HOW WE MAY USE YOUR PERSONAL INFORMATION
17.1 How we will use your personal information. We will use the personal information you provide to us:
(a) to supply the products to you;
(b) to process your payment for the products; and
(c) if you agreed to this during the order process, to give you information about similar products that we provide, but you may stop receiving this at any time by contacting us.
17.2 We will only give your personal information to other third parties where the law either requires or allows us to do so.
17.3 For full details of how we will use your personal information please see our Privacy and Cookies Policy on our website.
18. OTHER IMPORTANT TERMS
18.1 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation. We will always tell you in writing if this happens and we will contact you to let you know if we plan to do this. If you are unhappy with the transfer you may contact us to end the contract within 7 days of us telling you about it and we will refund you any payments you have made in advance for products not provided.
18.2 You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
18.3 Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
18.4 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
18.5 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
18.6 We will not be liable to you or deemed to be in breach of contract by reason of delay or failure to perform any of our obligations if the delay or failure due to acts caused beyond our reasonable control.
18.7 Which laws apply to this contract and where you may bring legal proceedings if you are a consumer. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
18.8 Which laws apply to this contract and where you may bring legal proceedings if you are a business. If you are a business, any dispute or claim arising out of or in connection with a contract between us or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.
CANCELLATION FORM FOR CONSUMER CUSTOMERS
(Complete and return this form only if you wish to withdraw from the contract)
To: Sovereign Design Play Systems Limited
40 Towerfield Road
Essex SS3 9QT.
Email: [email protected]
I/We [*] hereby give notice that I/We [*] wish to cancel my/our [*] contract of sale of the following goods:
Name of consumer(s):
Address of consumer(s):
Signature of consumer(s) (only if this form is notified on paper):
[*] deleted as applicable