Terms & Conditions
Dressing up is a lot of fun – but there’s still some small print to be aware of.
Please read and take note of our standard terms and conditions, which are updated from time to time.
- Rubie’s Masquerade Standard Terms and Conditions
Rubie’s would like to make it clear that it is not the company’s intention for our products to be sold on EBAY. We fully support those of our customers who have a bona fide specialist fancy dress website selling a wide range of licensed and non-licensed costumes and accessories from various suppliers, as long as the representations of any relevant licensed characters are in line with the approved images signed off by the licensors.
All Orders made whether via a catalogue, online, phone or by post, fax email or by any other means of communication shall be subject to our Terms and Conditions of Sale, a copy of which appears below, which shall be deemed incorporated into each Order together with the provisions of this Order Information section. In particular, please note that under Condition 2, each Order is subject to our acceptance, excludes any other terms we have not accepted or any prior communications or Catalogue description or any other document or verbal or written representation not expressly included in writing in the Order and accepted by us. Capitalised words in this section are as defined in Condition 1 below.
Orders are in pounds sterling at the list price as at date of delivery. We reserve the right to increase our prices on notification to you. See condition 6 for further details
ORDERS – UK AND IRELAND
Opening Order for a new account £1,500. Condition 6.3 below applies to all Orders below £200. Thereafter, delivery charges will be inclusive. Orders below £200 incur carriage charge of £12.50. Orders below £50 incur a £12.50 service charge in addition to the carriage charge. Wholesale customers will only be supplied with our express written permission. Backorders will be held on order for a maximum of 3 months for credit customers only, after which time they will be deleted. Backorders with a value of £100 or more are shipped free of charge if they are part of an original carriage paid order. Backorders below £100 will not be shipped but additional items may be ordered to achieve carriage paid value. Items with a list price of £1.50 or less must be bought in multiples of 12. NB: No backorders are held on credit card orders so customers will need to re-order. Backorders for promotional events such as Halloween and Book Week will be kept for the lifetime of the event and then cancelled with your agreement.
ORDERS – EXPORT
Customers who intend to sell outside the UK must obtain our permission in writing. Prices are ex-works and Condition 6.3 applies. Export customers are to provide their own transport or ask us to arrange it, in which case it is chargeable at cost plus a discretionary 10% administration charge. Credit accounts are not available. Pro-forma payment is required by bank transfer or approved Credit Card in sterling prior to shipment and within 5 days of request for payment, after which time goods will be returned to stock.
METHOD OF PAYMENT
We accept Cheques, all Major Credit Cards and BACS. We do NOT accept American Express. Picked orders will not be stored for customers pending payment under any circumstances. Credit card orders will be returned to stock and a fee levied if payment is not received following a minimum of 3 requests over a period of 5 working days or if a customer requests cancellation of an order already picked. The fee will be 5% of the value of the order with a minimum of £25. Credit Cards which decline when processed for payment will incur a £10 administrative charge. Approved credit accounts operate on strict 30 days net from date of invoice. Credit accounts will be withdrawn if terms are not strictly adhered to.
PLEASE NOTE: (IN SUMMARY)
YOU WILL NOT OWN THE GOODS WE DELIVER TO YOU IF YOU HAVE NOT PAID FOR THEM OR HAVE ANY OTHER OUSTANDING PAYMENT WITH US – SEE CONDITION 5 FOR DETAILS AND YOUR OBLIGATIONS TO US.
OUR LIABILITY TO YOU FOR THINGS WE DO WRONG OR FOR OUR ACTS AND/OR OMISSIONS IS SUBJECT TO IMPORTANT LIMITATIONS AND EXCLUSIONS – PLEASE READ CONDITION 8 BELOW FOR DETAILS
RETURNS & SHORTAGES PROCEDURES
(see further Condition 4.4 below)
We do not operate a sale or return facility. Only damaged Goods or Goods sent in error may be returned.
Where items are noticeably faulty following order receipt, please contact our Customer Service Team quoting your account number, related order number, your name and address details, details of the product and the reason for return. You will need to indicate whether you require a refund or a replacement. You will be advised of how to proceed with the return. Authorised returns must be done so with 28 days of that date. A completed Returns Authorisation form is mandatory to process your returns. Items received and at a later date found to be damaged / faulty will only be considered for return / credit provided Rubies Masquerade Co UK are notified within a reasonable period of time from when the item was originally dispatched. We have the right to deem a return unreasonable if the date exceeds such time.
When an order is delivered via our courier, It will be the customer’s responsibility accurately to confirm the correct number of cartons have been received. Any variance to the indicated quantity must be clearly noted on the “Proof of delivery” before signing; any cartons later found to be missing, following signing of “Proof of delivery”, will not be credited.
Upon receipt of an order, you are requested to verify the correct items and quantities have been received, as detailed in your dispatch note / Invoice. Any discrepancies should be brought to the attention of the Rubies Customer Service Team within 7 days of receipt.
If a delivery is received via our courier and the contents appear to have been “Damaged in transit”, we advise you to immediately notify the courier and only sign for the delivery as “Received damaged”. Rubies do not take responsibility for damages caused in transit.
Rubies are not able to accept returned items that have been worn, altered or appear to be in a used state.
Any Non-Authorised returns will become liable for an administration charge of 5% of the total value along with any associated courier collection costs.
Rubies reserve the right to send spare parts if available.
(see further Condition 4.2 below)
We reserve the right to modify, improve or withdraw any item and amend design, specification or colour. Descriptions and sizes are for guidance only and customers should satisfy themselves as to the specification suitable for their requirements.
VAT NUMBER GB628760417
COMPANY REG 3508897
RUBIE’S MASQUERADE COMPANY (UK) LIMITED
TERMS AND CONDITIONS OF SALE
1 – INTERPRETATION
Construction. In these Conditions, the following rules apply:
1.1.1 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.1.2 A reference to a party includes its personal representatives, successors or permitted assigns.
1.1.3 A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
1.1.4 Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
1.2 Construction. In these Conditions, the following rules apply:
1.2.1 A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality).
1.2.2 A reference to a party includes its personal representatives, successors or permitted assigns.
1.2.3 A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
1.2.4 Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
1.2.5 A reference to writing or written includes faxes and emails.
1.3 In the event of a conflict between the terms set out in the online Catalogue and the hard copy Catalogue, the former shall prevail over the latter.
2 – BASIS OF CONTRACT
2.1 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.2 The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions. The Customer is responsible for ensuring that the terms of the Order and any applicable Specification submitted by the Customer are complete and accurate.
2.3 The Order shall only be deemed to be accepted when the Supplier issues a written acceptance of the Order, at which point the Contract shall come into existence.
2.4 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Supplier which is not set out in the Contract.
2.5 Any samples, drawings, descriptive matter, or advertising produced by the Supplier and any descriptions or illustrations contained in the Catalogue are produced for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force.
2.6 A quotation for the Goods given by the Supplier shall not constitute an offer. A quotation shall only be valid for a period of 20 Business Days from its date of issue.
3 – DELIVERY
3.1 The Supplier shall ensure that:
3.1.1 each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, all relevant reference numbers of the Customer and the Supplier, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered; and
3.1.2 if the Supplier requires the Customer to return any packaging materials to the Supplier, that fact is clearly stated on the delivery note. The Customer shall make any such packaging materials available for collection at such times as the Supplier shall reasonably request. Returns of packaging materials shall be at the expense of the Supplier.
3.2 The Supplier shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (“Delivery Location”) at any time after the Supplier notifies the Customer that the Goods are ready.
3.3 Delivery of the Goods shall be completed on the arrival of the Goods at the Delivery Location.
3.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the failure of the Customer to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
3.5 If the Supplier fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. The Supplier shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the failure of the Customer to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
3.6 If the Customer fails to take delivery of the Goods within 3 Business Days of the Supplier notifying the Customer that the Goods are ready, then, except where such failure or delay is caused by a Force Majeure Event or the failure of the Supplier to comply with its obligations under the Contract:
3.6.1 delivery of the Goods shall be deemed to have been completed at 9:00 am on the third Business Day following the day on which the Supplier notified the Customer that the Goods were ready; and
3.6.2 the Supplier shall store the Goods until delivery takes place, and charge the Customer for all related costs and expenses (including insurance).
3.7 If 10 Business Days after the day on which the Supplier notified the Customer that the Goods were ready for delivery the Customer has not taken delivery of them, the Supplier may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods.
3.8 The Customer shall not be entitled to reject the Goods if the Supplier delivers up to and including 5% more or less than the quantity of Goods ordered, but a pro rata adjustment shall be made to the Order invoice on receipt of notice from the Customer that the wrong quantity of Goods was delivered.
3.9 The Supplier may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate Contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
4 – SPECIFICATION AND QUALITY
4.1 The Goods are described in the Catalogue of the Supplier.
4.2 The Supplier reserves the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirements.
4.3 The Supplier warrants that on delivery the Goods shall:
4.3.1 conform in all material respects with their description;
4.3.2 be free from material defects in design, material and workmanship.
4.4 Subject to clause 4.5, if:
4.4.1 the Customer gives notice in writing to the Supplier within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in clause 4.1;
4.4.2 the Supplier is given a reasonable opportunity of examining such Goods; and
4.4.3 the Customer (if asked to do so by the Supplier) returns such Goods to the place of business of the Supplier at the cost of the Customer
4.4.4 the Customer provides full details of the account number, related Order number, name and address details and details of the Goods and non-conformity the Supplier shall, at its option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
4.5 The Supplier shall not be liable for failure of the Goods to comply with the warranty set out in clause 4.1 in any of the following events:
4.5.1 the Customer makes any further use of such Goods after giving notice in accordance with clause 4.4; or
4.5.2 the defect arises because the Customer failed to follow the oral or written instructions of the Supplier as to the storage, commissioning, installation, use and maintenance of the Goods or (if there are none) good trade practice regarding the same; or
4.5.3 the defect arises as a result of the Supplier following any drawing, design or specification supplied by the Customer; or
4.5.4 the Customer alters or repairs such Goods without the written consent of the Supplier; or
4.5.5 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
4.5.6 the Goods differ from their description as a result of changes made to ensure they comply with applicable statutory or regulatory requirements
4.5.7 an unreasonable time has elapsed between delivery and the notification on non-conformity.
4.5.8 the non-conformity relates to a defect or discrepancy in the number of units ordered and delivered which was reasonably apparent on inspection.
4.6 Except as provided in this clause 4, the Supplier shall have no liability to the Customer in respect of the failure of the Goods to comply with the warranty set out in clause 4.1.
4.7 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.
4.8 These Conditions shall apply to any repaired or replacement Goods supplied by the Supplier.
5 – TITLE AND RISK
5.1 The risk in the Goods shall pass to the Customer on completion of delivery.
5.2 Title to the Goods shall not pass to the Customer until the earlier of:
5.2.1 the Supplier receives payment in full (in cash or cleared funds) for the Goods and any other goods that the Supplier has supplied to the Customer, in which case title to the Goods shall pass at the time of payment of all such sums; and
5.2.2 The Customer resells the Goods, in which case title to the Goods shall pass to the Customer at the time specified in clause 5.4.
5.3 Until title to the Goods has passed to the Customer, the Customer shall:
5.3.1 store the Goods separately from all other goods held by the Customer so that they remain readily identifiable as the property of the Supplier;
5.3.2 not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
5.3.3 maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
5.3.4 notify the Supplier immediately if it becomes subject to any of the events listed in clause 7.2; and
5.3.5 give the Supplier such information relating to the Goods as the Supplier may require from time to time.
5.4 Subject to clause 5.5, the Customer may resell the Goods in the ordinary course of its business (but not otherwise) before the Supplier receives payment for the Goods. However, if the Customer resells the Goods before that time:
5.4.1 it does so as principal and not as the agent of the Supplier; and
5.4.2 title to the Goods shall pass from the Supplier to the Customer immediately before the time at which resale by the Customer occurs.
5.5 If before title to the Goods passes to the Customer the Customer becomes subject to any of the events listed in clause 7.2 then, without limiting any other right or remedy the Supplier may have:
5.5.1 the right to resell the Goods by the Customer or use them in the ordinary course of its business ceases immediately; and
5.5.2 the Supplier may at any time
22.214.171.124 require the Customer to deliver up all Goods in its possession which have not been resold, or irrevocably incorporated into another product; and
126.96.36.199 if the Customer fails to do so promptly, enter any premises of the Customer or of any third party where the Goods are stored in order to recover them.
6 – PRICE AND PAYMENT
6.1 The price of the Goods shall be in pounds sterling and at the price set out in the Catalogue, or, if no price is quoted, the price set out in the published price list of the Supplier in force as at the date of delivery. In the event of a conflict between the prices set out in the online Catalogue and the prices set out in the hard copy Catalogue, the former shall prevail over the latter.
6.2 The Supplier may, by giving notice to the Customer at any time up to 5 Business Days before delivery, increase the price of the Goods to reflect any increase in the cost of the Goods that is due to:
6.2.1 any factor beyond the control of the Supplier (including foreign exchange fluctuations, increases in taxes and duties, and increases in labour, materials and other manufacturing costs); or
6.2.2 any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or
6.2.3 any delay caused by any instructions of the Customer or failure of the Customer to give the Supplier adequate or accurate information or instructions.
6.3 Unless otherwise indicated in the Order, the price of the Goods is exclusive of the costs and charges of packaging, insurance and transport of the Goods, which shall be invoiced to the Customer.
6.4 The price of the Goods is exclusive of amounts in respect of value added tax (“VAT”). The Customer shall, on receipt of a valid VAT invoice from the Supplier, pay to the Supplier such additional amounts in respect of VAT as are chargeable on the supply of the Goods.
6.5 The Supplier may invoice the Customer for the Goods on or at any time after the completion of delivery.
6.6 The Customer shall pay the invoice in full and in cleared funds by the end of the month following the month the invoice was dated. Payment shall be made to the bank account nominated in writing by the Supplier. Time of payment is of the essence.
6.7 If the Customer fails to make any payment due to the Supplier under the Contract by the due date for payment, then the Customer shall pay interest on the overdue amount at the rate of 4% per annum above the base rate of National Westminster Bank PLC from time to time. Such interest shall accrue on a daily basis from the due date until actual payment of the overdue amount, whether before or after judgment. The Customer shall pay the interest together with the overdue amount.
6.8 The Customer shall pay all amounts due under the Contract in full without any set-off, counterclaim, deduction or withholding (except for any deduction or withholding required by law). The Supplier may at any time, without limiting any other rights or remedies it may have, set off any amount owing to it by the Customer against any amount payable by the Supplier to the Customer.
7 – TERMINATION AND SUSPENSION
7.1 If the Customer becomes subject to any of the events listed in clause 7.2, the Supplier may terminate the Contract with immediate effect by giving written notice to the Customer.
7.2 For the purposes of clause 7.1, the relevant events are:
7.2.1 the Customer suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or (being a company or limited liability partnership) is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986, or (being an individual) is deemed either unable to pay its debts or as having no reasonable prospect of so doing, in either case, within the meaning of section 268 of the Insolvency Act 1986, or (being a partnership) has any partner to whom any of the foregoing apply;
7.2.2 the Customer commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than (where the Customer is a company) where these events take place for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer;
7.2.3 (being a company) a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of the Customer, other than for the sole purpose of a scheme for a solvent amalgamation of the Customer with one or more other companies or the solvent reconstruction of the Customer;
7.2.4 (being an individual) the Customer is the subject of a bankruptcy petition or order;
7.2.5 a creditor or encumbrancer of the Customer attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of its assets and such attachment or process is not discharged within 14 days;
7.2.6 (being a company) an application is made to court, or an order is made, for the appointment of an administrator or if a notice of intention to appoint an administrator is given or if an administrator is appointed over the Customer;
7.2.7 (being a company) the holder of a qualifying charge over the assets of the Customer has become entitled to appoint or has appointed an administrative receiver;
7.2.8 a person becomes entitled to appoint a receiver over the assets of the Customer or a receiver is appointed over the assets of the Customer;
7.2.9 any event occurs, or proceeding is taken, with respect to the Customer in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in clause 7.2.1 to clause 7.2.8 (inclusive);
7.2.10 the Customer suspends, threatens to suspends, ceases or threatens to cease to carry on all or a substantial part of its business;
7.2.11 the financial position of the Customer deteriorates to such an extent that in the opinion of the Supplier the capability of the Customer to adequately fulfil its obligations under the Contract has been placed in jeopardy; and
7.2.12 (being an individual) the Customer dies or, by reason of illness or incapacity (whether mental or physical), is incapable of managing his or her own affairs or becomes a patient under any mental health legislation.
7.3 Without limiting its other rights or remedies, the Supplier may suspend provision of the Goods under the Contract or any other contract between the Customer and the Supplier and/or cancel any discounts or credit terms, if the Customer becomes subject to any of the events listed in clause 7.2.1 to clause 7.2.9, or the Supplier reasonably believes that the Customer is about to become subject to any of them, or if the Customer fails to pay any amount due under this Contract on the due date for payment.
7.4 On termination of the Contract for any reason the Customer shall immediately pay to the Supplier all of the outstanding unpaid invoices and interest of the Supplier.
7.5 Termination of the Contract, however arising, shall not affect any of the parties’ rights, remedies, obligations and liabilities that have accrued as at termination.
7.6 Clauses which expressly or by implication survive termination of the Contract shall continue in full force and effect.
8 – LIMITATION OF LIABILITY
8.1 Nothing in these Conditions shall limit or exclude the liability of the Supplier for:
8.1.1 death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors (as applicable); or
8.1.2 fraud or fraudulent misrepresentation; or
8.1.3 breach of the terms implied by section 12 of the Sale of Goods Act 1979; or
8.1.4 defective products under the Consumer Protection Act 1987; or
8.1.5 any matter in respect of which it would be unlawful for the Supplier to exclude or restrict liability.
8.2 Subject to condition 8.1, the Supplier shall not in any circumstances be liable, whether in tort (including for negligence or breach of statutory duty howsoever arising), contract, misrepresentation (whether innocent or negligent) or otherwise for:
8.2.1 loss of profits; or
8.2.2 loss of business; or
8.2.3 depletion of goodwill or similar losses; or
8.2.4 loss of anticipated savings; or
8.2.5 loss of goods; or
8.2.6 loss of use; or loss or corruption of data or information; or
8.2.7 any special, indirect, consequential or pure economic loss, costs, damages, charges or expenses.
8.3 Subject to clause 8.1, the total liability of the Supplier to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the price of the Goods.
Neither party shall be liable for any failure or delay in performing its obligations under the Contract to the extent that such failure or delay is caused by a Force Majeure Event. A Force Majeure Event means any event beyond a party’s reasonable control, which by its nature could not have been foreseen, or, if it could have been foreseen, was unavoidable, including strikes, lock-outs or other industrial disputes (whether involving its own workforce or a third party’s), failure of energy sources or transport network, acts of God, war, terrorism, riot, civil commotion, interference by civil or military authorities, national or international calamity, armed conflict, malicious damage, breakdown of plant or machinery, nuclear, chemical or biological contamination, sonic boom, explosions, collapse of building structures, fires, floods, storms, earthquakes, loss at sea, epidemics or similar events, natural disasters or extreme adverse weather conditions, or default of suppliers or subcontractors.
9 – GENERAL
9.1 Assignment and other dealings.
9.1.1 The Supplier may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights or obligations under the Contract.
9.1.2 The Customer may not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights or obligations under the Contract without the prior written consent of the Supplier.
9.2.1 Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid first-class post or other next working day delivery service, commercial courier, fax or email.
9.2.2 A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 9.2.1; if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed; or, if sent by fax or email, one Business Day after transmission.
9.2.3 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
9.3.1 If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of the Contract.
9.3.2 If one party gives notice to the other of the possibility that any provision or part-provision of this Contract is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
A waiver of any right or remedy under the Contract or law is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. No failure or delay by a party to exercise any right or remedy provided under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
9.5 Third party rights.
A person who is not a party to the Contract shall not have any rights to enforce its terms.
Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is in writing and signed by the Supplier.
9.7 Governing law.
The Contract, and any dispute or claim arising out of or in connection with it 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.
Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
ADDITIONAL TERMS FOR EXPORT CUSTOMERS ONLY
- Opening Order for a new account is £1,500. Minimum order value is £500 thereafter, orders placed under £500 will be placed in back order and picked only when the value exceeds £500.
- Prices are UK EX WORKS and international shipping terms will be outlined by INCOTERMS® 2010 by the International Chamber of Commerce (ICC) if the terms are applicable. Orders will be enforced by these terms, and are only negotiable if agreed with Rubies UK before an order is agreed and processed.
- The goods invoice raised will not include any re-work and certificate costs that may incur during or after the picking of goods and when issuing any paperwork needed for customs purposes.
- No certificates or added paperwork will be issued unless requested by the customer in advance, and if are requested, they will be charged at cost in a separate invoice.
- Export customers are to provide their own transport or ask Rubies’ to obtain a quote from a 3rd Party forwarder. In this case it will be chargeable at cost plus a discretionary 10% administration charge. An invoice for payment will be raised for any accepted quote for payment.
- Credit accounts are not available.
- We accept all Major Credit Cards and BACS. We do NOT accept American Express.
- Payment is required by bank transfer or approved Credit Card in Pound Sterling before the shipment is released / collected, and within 5 days of request for payment. After this time goods will be returned to stock, and a charge applied if payment is not received following a minimum of 3 requests over a period of 5 working days, or if a customer requests cancellation of an order already picked. The charge will be 5% of the value of the order, and the minimum charge amount will be £25, regardless of the order cost.