1. OUR CONTRACT WITH YOU
1.1 Company details. Illoom Balloon Limited (company number 05936430) (we and us), is a company registered in England and Wales and our registered office and trading address is Cheshire Business Park, Cheshire Avenue, Lostock Gralam, Northwich, Cheshire, CW9 7UA. Our VAT number is 974896640. We operate the website http://192.168.1.148:8888/Store. To contact us email firstname.lastname@example.org.
1.2 Our contract. These terms and conditions (Terms) apply to the order by you and the supply of ILLOOMS® light up balloons by us to you (Contract). No other terms are implied by trade, custom, practice or course of dealing.
1.3 Entire agreement. The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
2. PLACING AN ORDER AND ITS ACCEPTANCE
2.1 Placing your order. Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the ILLOOMS® light up balloons specified in the order (Goods) subject to these Terms.
2.2 Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate.
2.3 Accepting your order. After you place an order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. We will confirm our acceptance to you by sending you an email that confirms that the Goods have been dispatched (Dispatch Confirmation). The Contract between you and us will only be formed when we send you the Dispatch Confirmation.
2.4 If we cannot accept your order. If we are unable to supply you with the Goods for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Goods, we will refund you the full amount as soon as possible.
3. OUR GOODS
3.1 The images of the Goods on our site and in product brochures are for illustrative purposes only. The colour of your Goods may vary slightly from those images. Although we have made every effort to be as accurate as possible, all sizes, weights, capacities, dimensions and measurements indicated on our site have a 5% tolerance.
3.2 A minimum order value of £20 (excluding VAT) applies to each order. Minimum order quantities apply in respect of all Goods. See http://192.168.1.148:8888/Store for further details.
4. DELIVERY, TRANSFER OF RISK AND TITLE
4.1 We will contact you with an estimated delivery date. Delivery is complete once the Goods have been delivered to the address set out in your order and the Goods will be at your risk from that time. You own the Goods once we have received payment in full, including of all applicable delivery charges. Occasionally our delivery to you may be affected by an Event Outside Our Control. See Clause 10 (Events outside our control) for our responsibilities when this happens.
4.2 If we fail to deliver the Goods, our liability is limited to the cost of obtaining replacement goods of a similar description and quality. However, we will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of goods.
4.3 The price of the Goods is inclusive of all delivery charges to UK addresses (subject to each order meeting the minimum order value). You may place an order for Goods from outside the UK for delivery within the UK via our website. If the delivery address is outside the UK please contact us (email@example.com).
5. PRICE OF GOODS AND DELIVERY CHARGES
5.1 The prices of the Goods will be as quoted on our site at the time you submit your order. We use our best efforts to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system.
5.2 Prices for our Goods may change from time to time, but changes will not affect any order you have already placed.
5.3 The price of Goods excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in VAT takes effect.
5.4 If we discover an error in the price of the Goods you have ordered we will contact you to inform you of this error and we will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. If we mistakenly 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 cancel supply of the Goods and refund you any sums you have paid.
5.5 All references to MRRP on the website and in product brochures are to the manufacturers recommended retail price for the Goods. You are free to determine your own re-sale price of the Goods.
6. HOW TO PAY
6.1 You can only pay for Goods using PayPal via http://192.168.1.148:8888/Store.
7. OUR WARRANTY FOR THE GOODS
7.1 The Goods are labelled for sale in the UK only.
7.2 We provide a warranty that on delivery, the Goods shall: (a) subject to Clause 3, conform with their description; and
(b) be free from material defects in design, material and workmanship.
7.3 Subject to Clause 7.4, if: (a) you give us notice in writing within 14 days of discovery that some or all of the Goods do not comply with the warranty set out in Clause 7.2; (b) we are given a reasonable opportunity of examining the Goods; and
(c) if we ask you to do so, you return the Goods to us at your cost, we will, at our option, repair or replace the defective Goods, or refund the price of the defective Goods in full.
7.4 We will not be liable for breach of the warranty set out in Clause 7.2 if: (a) you make any further use of the Goods after giving notice to us under Clause 7.3; (b) the defect arises as a result of us following any drawing, design or specification supplied by you; (c) you alter or repair the Goods without our written consent; (d) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or (e) the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
7.5 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.
7.6 These Terms also apply to any repaired or replacement Goods supplied by us to you.
8. OUR LIABILITY: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
8.1 Nothing in these Terms limits or excludes our liability for: (a) death or personal injury caused by our negligence; (b) fraud or fraudulent misrepresentation; (c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or (d) any other liability that cannot be limited or excluded by law.
8.2 Subject to Clause 8.1, we will under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for: (a) any loss of profits, sales, business, or revenue; (b) loss or corruption of data, information or software; (c) loss of business opportunity; (d) loss of goodwill; or (e) any indirect or consequential loss.
8.3 Subject to Clause 8.1, our total liability to you for all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed the price of the Goods.
8.4 Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.
9.1 Without limiting any of our other rights, we may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if: (a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within 14 days of you being notified in writing to do so; (b) you fail to pay any amount due under the Contract on the due date for payment; (c) you take 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 your assets or ceasing to carry on business; (d) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or (e) your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
9.2 Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.
9.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
10. EVENTS OUTSIDE OUR CONTROL
10.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
10.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract: (a) we will contact you as soon as reasonably possible to notify you; and (b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over. You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel, we will refund the price you have paid, including any delivery charges for Goods which we have not delivered to you.
11. COMMUNICATIONS BETWEEN US
11.1 When we refer to “in writing” in these Terms, this includes email.
11.2 Any notice or other communication given under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
11.3 A notice or other communication is deemed to have been received:(a) if delivered personally, on signature of a delivery receipt; (b) if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or (c) if sent by email, at 9.00 am the next working day after transmission.
11.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
11.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
12.1 ASSIGNMENT AND TRANSFER.
(a) We may assign or transfer our rights and obligations under the Contract to another.
(b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
12.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
12.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
12.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
12.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
12.6 Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.