French Village Bakery Ltd
Terms and Conditions of Trading
Interpretation - In these Terms and Conditions (Terms), the following words and phrases shall have the following meanings:
“the Buyer” means the person, firm or Company who purchases the Goods from the Supplier;
“the Seller ” means French Village Bakery Ltd (also trading as French Village and French Village Bakery) or any other subsidiary company;
“Contract” means the contract between the Supplier and the Buyer which shall be deemed to incorporate these Terms;
“Goods” means any goods agreed in the Contract to be supplied by the Supplier to the Buyer;
“Place of Delivery” means the place to which the Goods are to be delivered.
In these Terms, reference to any statute or statutory provision shall be construed as a reference to such statute or statutory provision as amended, modified, re-enacted or replaced from time-to-time.
1 Basis of the Sale
1.1 Receipt of the Goods by the Buyer shall be deemed to be conclusive proof that the Buyer has accepted these Conditions in the absence of any express or other implied acceptance of these Conditions by the Buyer.
1.2 No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Seller.
1.3 Any advice or recommendation given by the Seller or its employees or agents to the Buyer or its employees or agents as to the Services or to the storage, application or use of the Goods (whether in conjunction with other materials or otherwise) which is not confirmed in writing by the Seller is followed or acted upon entirely at the Buyer's own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed.
1.4 Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller.
1.5 The Buyer shall provide to the Seller all information necessary to enable it to perform the Contract. If it does not do so, the Seller shall have such additional time to perform the Contract as may be required by it.
1.6 Plans by the buyer to cease trading, sell, relinquish or transfer their business are required under this contract to notify the seller in writing with a minimum of 4 weeks’ notice. Until such times as written notification is received, the Account Holder shall be deemed liable for all costs incurred.
2 Quotations & Price Lists
2.1 Any quotation or estimate given by the Seller is an invitation to the Buyer to make an offer only and no order of the Buyer placed with the Seller in pursuance of a quotation or estimate or otherwise shall be binding on the Seller unless and until it is accepted by an authorised representative of the Seller.
2.2 All quotes are only valid for the period prescribed by the Seller up to a maximum of 21 days or until earlier acceptance by the Buyer, after which time they may be altered by the Seller without giving notice to the Buyer.
2.3 No order which has been accepted by the Seller may be cancelled by the Buyer except with the agreement in writing of the Seller and on terms that the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of cancellation.
2.4 The Seller has the right to increase or decrease prices quoted or listed in any price list or guide without notice due to changes in the market value from time to time. No price charged previously by the Seller shall set precedence for future pricing of the same or similar product.
3 Payment
3.1.1 Direct Debit – The Buyer will agree to authorise a direct debit facility to be set up by The Seller whereby the terms of any outstanding invoice will be settled in 7 days. For every calendar week, The Seller will present for payment on Monday and The Buyer will be charged on Thursday.
3.1.2 Approved Credit (subject to approval) - The Sellers payment terms are strictly 20 days from Month End, therefore all invoices dated January are due on or before the 20th February, unless otherwise agreed to in writing. The seller has the right to revoke any special written agreements regarding payment terms if the buyer fails to adhere to the arrangement.
3.2 All accounts outside their authorised payment terms may, at the Sellers discretion, be subject to interest and compensation at the maximum rate applicable by law under The Late Payments in Commercial Transactions (Interest) Act 1998.
3.3 Any account opting for a manual payment method as opposed to an automated Card Authority or Direct Debit scheme may be subject to a reasonable monthly charge as deemed fit by the Seller: A Credit Card surcharge may apply to transactions unless advance agreement has been made in writing.
3.4 All payments being returned for whatever reason and by any method will be subject to the exact bank charge incurred by the seller plus an administration fee of up to £20 and must be paid immediately. The seller may prosecute under The Theft Act 1968 in the event of Cheques being repeatedly returned unpaid.
3.5 The seller reserves the right to withdraw Credit Facilities without notice if the cost of extending credit increases, reasonable information is obtained by the Seller to indicate insolvency, potential insolvency or increased risk to the Seller.
3.6 The seller will take all legal steps to recover all monies owing at any time which may include personal bankruptcy, company liquidation, garnishee order etc. The seller reserves the right, in the event of payment not being made, to pass the buyers details to a third party to recover all monies owing; all outlays, costs, charges, court/collection and/or professional fees incurred by the Seller will be payable by the Buyer.
3.7 The Seller will obtain and supply information about the Buyer to/from Credit Reference Agencies or other bodies for Credit Management purposes.
3.8 The Seller has the right to revoke, reject, alter or adjust any and all Long Term Agreements, Rebates or other incentives in the event of payments being made outside authorised contractual terms.
3.9 Title- Notwithstanding delivery having been made, title to all goods shall not pass to the Buyer (and shall remain with the Seller) until:
3.9.1 the Buyer shall have paid the price plus Vat (if applicable) in full
3.9.2 no other sums whatever (whether pursuant to a supply under these Terms and Conditions or otherwise) shall be due from the Buyer to the Seller and until then the Seller shall have the irrevocable right hereby given by the Buyer to enter on to the Buyers premises to recover all Goods and dispose of them at its discretion without being liable to the Buyer for any damage or loss caused by the exercise of such rights.
3.10 Risk- All Risk shall pass on Delivery of the goods to the Buyer.
4 Business Data & Contact Information
4.1 By recording your details with our Company, you signify that you accept the business details and proprietors and parties within details’ provided to us may be collected and used for the following purposes: email notifications regarding changes to service schedule, getting in contact about your account, pricing, product information, allergen information, product recalls, product updates, seasonal relevant promotions, customer service information. If you do not agree to business details provided being used in this way, please do not provide them on this form.
5 Distribution & Deliveries
5.1 Any claims for shortages or damage must be reported to the Seller as soon as possible, within 8 hours of delivery and the delivery docket marked accordingly.
5.2 Any goods ordered and supplied correctly are non-refundable unless express permission has been granted by the Quality Control department
5.3 The seller does not accept any non-specific clause (E.g. Unchecked) as an indication of any loss or damage; this must be specified in detail at the time of delivery.
5.4 The seller accepts no responsibility or liability for any consequential loss whatsoever incurred by the buyer.
5.5 The seller cannot guarantee timed deliveries and any indication given to the buyer shall be used as a guide only.
5.6 The Seller has the right to refuse orders for delivery under the minimum order value of £50, correct at time of print, subject to rise.
5.7 The person receiving the goods must, if we ask, sign electronically, as proof of delivery of the goods. Any computerised record of the receiver’s signature that has been obtained will be evidence of the delivery of the quantity.
5.8 When no one is available to sign for the goods, these may be left without signature; past deliveries left without signature which lead to payment being properly made will set precedent for acceptance of this practice being accepted. Delivery is validated when the Seller can verify the driver was at the Buyers location by using vehicle GPS, tracking, location software or other electronic means.
6 Jurisdiction
The parties irrevocably agree that the courts of Northern Ireland shall have exclusive jurisdiction to settle any dispute, which may arise out of, under, or in connection with these Conditions or the legal relationship established by them, and for those purposes irrevocably submit all disputes to the jurisdiction of the Northern Ireland courts.