Terms and Conditions
BASIS OF SALE
All Customer Orders will constitute an offer to buy Goods or provide Services which The Consortium for Purchasing and Distribution Limited (trading as "West Mercia Supplies") may accept or decline, subject to these Terms & Conditions of Sale ('Terms & Conditions'). The Contract will constitute the entire understanding between West Mercia Supplies and the Customer. These Terms & Conditions take precedence over any previous Terms and Conditions of West Mercia Supplies, and exclude any others stipulated or incorporated or referred to by the Customer, whether in the Order or any course of dealings established between West Mercia Supplies and the Customer, unless agreed in writing by an authorised representative of West Mercia Supplies. Products are not intended for resale. West Mercia Supplies reserves the right to refuse orders from dealers and distributors. West Mercia Supplies cannot accept orders from individuals under the age of 18.
Every care is taken to ensure that illustrations and descriptions are as accurate and informative as possible.
West Mercia Supplies reserves the right to change the design, specification and source of supply as necessary. In such cases every reasonable effort will be made to supply Goods of equal or better quality. Colours shown in the electronic or printed Catalogue should be used as a guide only as variations due to photography and publishing can occur. Any typographical, clerical or other error or omission in any published Catalogue, sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by West Mercia Supplies will be subject to correction without any liability on the part of West Mercia Supplies.
If an error is found, West Mercia Supplies will inform you as soon as possible and offer you the option of reconfirming your order at the correct price or cancelling your order. If you cancel, West Mercia Supplies will refund or credit you for any sum that has been paid by you or debited from your credit card for the goods.
All furniture dimensions quoted are as accurate as possible but please allow a 10mm leniency. All upholstered swatches within the furniture section namely 'essentials' and 'inspired' have been discontinued by industry suppliers in 2017 hence alternative options have been selected and will differ slightly from the products previously provided.
All Prices are quoted in UK pounds sterling. It is West Mercia Supplies' policy to try to maintain prices during the valid period of the electronic or printed. However, West Mercia Supplies reserves the right to amend prices without prior notice at any time. All published prices are exclusive of any applicable VAT unless stated otherwise. This is chargeable on all Goods at the current rate at the date of despatch. Certain products are protected from the application of discounts or special offers and these are highlighted in our catalogue and on our website. In addition, some products are subject to availability and prices may fluctuate; please check online for the latest prices.
A £35 administration charge will be added to each order made for the exercise book overprinting service. Minimum 10 boxes required. Delivery is expected within 10 working days from confirmation of the Customer's requirements.
PRICE MATCH GUARANTEE
In the event that the Customer finds the same item in any other current Business to Business mail order catalogue at a lower price, West Mercia Supplies will match that price, subject to the following conditions:
The price must be a current published price, be generally available to all business customers and based on the same purchase quantity. Proof of pricing must be provided in the form of photocopy or fax and dated catalogue pages. West Mercia Supplies may wish to verify any such prices with the vendor. The item's price must be inclusive of any delivery and administration charges and be available on similar credit terms. In the event that the Customer's order has already been processed, then West Mercia Supplies will issue a credit against the Customer's account for the agreed difference in price. Claims must be made on an individual basis per order and are not ongoing.
Any agreed price match is applied on an order by order basis and does not represent an ongoing commitment.
Orders for both Stock and Non-Stock items for delivery in the mainland UK or the Isle of Wight are normally inclusive of any standard delivery charges. Certain Non-Stock Items may be subject to an additional delivery charge, as indicated on the relevant page of the Catalogue, online or as advised by West Mercia Supplies when the order is placed. Mainland UK does not include Northern Ireland, The Scilly Isles, The Scottish Isles, The Isle of Man, The Channel Islands and the rest of the World.
Any dates quoted by West Mercia Supplies for the delivery of Goods are approximate only and West Mercia Supplies shall not be liable for any delay in delivery beyond the reasonable control of West Mercia Supplies. Deliveries shall be made by West Mercia Supplies or an appointed third party to a ground floor covered site. Please note this does not apply to pallet deliveries when the customer will be responsible for moving and unpacking the order and disposing of the pallet. Where the Customer requires delivery to be made other than to a ground floor covered site, the Customer shall advise West Mercia Supplies accordingly at the time of placing the Order. West Mercia Supplies may make additional charges for delivery other than to the ground floor and the Customer will be liable for such additional charges. Any special delivery instructions must be clearly set out by the Customer on the Order. All deliveries should be checked against the advice note, which should be signed to confirm receipt of goods. Any discrepancies should be notified to Enquiries within 7 days of delivery, except where deliveries were made direct by suppliers when discrepancies must be notified to West Mercia Supplies within the period specified on the supplier's delivery note and no later than 7 days from the date of delivery.
West Mercia Supplies reserves the right to charge a redelivery cost when a delivery made on a day arranged with the Customer has been refused or not been possible. Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract. Failure by West Mercia Supplies to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Customer in respect of any one or more of the instalments shall not entitle the Customer to treat the Contract as a whole as repudiated.
DATA PROTECTION & CONFIDENTIALITY
- In the Agreement, the terms Controller, Processor, Data Subject, Personal Data, Special Categories of Personal Data, Processing, Data Protection Impact Assessment and Personal Data Breach shall be as defined in the General Data Protection Regulation EU 2016/679 ("GDPR") and "Data" shall mean the Personal Data and Special Categories of Personal Data provided to West Mercia Supplies by the Customer in connection with the Agreement. "Data Protection Legislation" means the GDPR and any national implementing laws, regulations and secondary legislation, as amended, revised, re-enacted, consolidated or updated from time to time.
- The Customer acknowledges that it is a Controller and that West Mercia Supplies is a Processor.
- Both parties will comply with all applicable requirements of the Data Protection Legislation. This clause is in addition to, and does not relieve, remove or replace, a Party's obligations under the Data Protection Legislation.
- West Mercia Supplies shall:
- ensure that its employees shall, Process the Data only on the Customer's instructions as set out or referred to in the Agreement to provide the Services;
- provide appropriate technical and organisational measures:
- to ensure the protection of the rights of the Data Subjects; and
- ensure an appropriate level of security, assessing, in particular, the risks that are presented by Processing, to protect the Data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, Data transmitted, stored or otherwise Processed;
- take all reasonable steps to ensure the reliability of any of its staff who have access to and/or process Data in connection with the Services, including duties of confidentiality under any employment contracts;
- assist the Customer, at the Customer's cost, in responding to any request from a Data Subject and in ensuring compliance with applicable obligations under the Data Protection Legislation with respect to security of Processing, Personal Data Breach notifications and communications, Data Protection Impact Assessments and consultations with supervisory authorities or regulators;
- notify the Customer without undue delay after becoming aware of a Personal Data Breach;
- notify the Customer immediately if it considers that any of its instructions infringe the Data Protection Legislation;
- at the Customer's written direction, delete or return the Data to the Customer after the end of the provision of the Services relating to Processing, except that:
- West Mercia Supplies may keep any Data, if required by any applicable laws to store the Personal Data; and
- West Mercia Supplies may keep Data stored in any system back-ups; and
- maintain complete and accurate records and information to demonstrate its compliance with this clause and provide access to the same for the purpose of a customer conducted audit. Any audits must be no more than once in a twelve (12) month period and must be on not less than thirty (30) days' notice.
- The parties also acknowledge that West Mercia Supplies may also use services and/or products from other third parties in order to provide the Services under the Agreement and that, in doing so, West Mercia Supplies may transfer Data to such third parties. This may include (by way of example only) third parties that provide online storage and other facilities. The Customer consents to the appointment by West Mercia Supplies of sub-processors provided that:
- West Mercia Supplies notifies the Customer in writing of each sub-processor prior to the Processing of any Data by the relevant sub-processor and shall notify the Customer in writing of any change in the identity of the sub-processor from time to time; and
- West Mercia Supplies shall put in place with any sub-processor, written contractual obligations which are at least equivalent to the obligations imposed on West Mercia Supplies pursuant to this clause.
- If West Mercia Supplies becomes aware of its sub-processor (including RM group entities) ("Recipient") wishing to transfer Data outside the European Economic Area to countries which have not been approved by the European Commission as having adequate protections in place for the purpose of the transfer of personal data pursuant to the Data Protection Legislation, West Mercia Supplies shall require that the Recipient enters into an agreement incorporating the standard contractual clauses approved by the European Commission for transfers of personal data to processors outside of the European Economic Area where West Mercia Supplies would sign as data exporter on behalf of the Customer and the Recipient will sign as data importer and this agreement shall include security obligations on the Recipient which are no less onerous than those contained in this Agreement.
- Either Party may, at any time on not less than 30 days' notice, revise the above clause 6 by replacing it with any applicable controller to processor standard clauses or similar terms forming Party of an applicable certification scheme.
- Subject to clauses 9 – 11, West Mercia Supplies shall remain fully liable to the Customer for the performance of any sub-processor appointed by it pursuant to clause 5.
- The Customer agrees to comply with its obligations under Data Protection Legislation and warrants that it has all necessary consents and notices in place in relation to its collection, processing and provision of Data, to enable the lawful transfer of the Data to West Mercia Supplies in connection with, and for the duration of, the Services provided under the Agreement.
- The Customer shall indemnify and hold harmless West Mercia Supplies against all costs, claims, losses, damages and expenses (including legal expenses) arising out of, or in connection with, any breach of this clause by the Customer and/or its employees, agents and/or sub-contractors.
- The Customer acknowledges that West Mercia Supplies is reliant on the Customer for direction as to the extent to which West Mercia Supplies is entitled to use and process the Data. Consequently, West Mercia Supplies will not be liable for any claim brought by the Customer or any Data Subject arising from any action or omission by West Mercia Supplies to the extent that such action or omission resulted from the Customer's instructions.
CREDIT REFERENCE AGENCIES
If the Customer applies for a credit account we may obtain information about the Customer from a credit reference agency to check credit status and identity. The agency will record our enquiry and this may be seen by other organisations who also make enquiries about the Customer. We may use credit scoring in making decisions about the Customer's application.
Customers who are individuals have a legal right to receive, direct from the credit reference agency, a copy of the personal data about them, held by the credit reference agency (for a fee of £2.00) and to have errors corrected. Contact details of credit reference agencies which we use will be provided on request.
COMMUNICATIONS WITH CUSTOMERS
As part of West Mercia Supplies' commitment to quality it is possible that telephone calls may be recorded for monitoring purposes. Any recordings will be used for this purpose and no other.
CANCELLATIONS & RETURNS
Customers must contact West Mercia Supplies within 7 days of delivery to obtain authorisation to return any Goods. Goods returned by the Customer without prior authorisation will not be credited. West Mercia Supplies reserves the right to charge the Customer up to 20% of the full price to cover any collection and restocking costs it may incur as a result of a customer ordering error. Customers must return all products unused and in their original boxes and packaging, including any manuals, software or accessories supplied with the products. Computer software and consumables (discs, cartridges, cassettes etc) can only be returned if the original packaging is unopened and any seals intact. Failure to follow these guidelines may invalidate any claim. West Mercia Supplies cannot accept returns on certain products that are made to order, assembled prior to delivery or assembled and installed, unless they are faulty, and all crockery items. Items affected by this exception are indicated on the relevant page of the Catalogue.
In the event products are out of stock West Mercia Supplies reserves the right to substitute equal or higher quality products and this will be notified on the documentation. Such alternative product may affect the price the customer pays. In the event the substitute is not acceptable to the Customer, West Mercia Supplies will accept the return and refund providing the goods are unused and in original packaging.
West Mercia Supplies cannot guarantee the availability of all products. The information provided on the website or in a Catalogue is for reference only, and is not intended to guarantee the availability of a product.
OWNERSHIP & RETENTION OF TITLE
Risk of damage to or loss of the Goods shall pass to the Customer on delivery of the Goods to the Customer or in accordance with the Customer's instructions. West Mercia Supplies shall not be liable for damage to Goods occurring after delivery to the Customer or for damage occurring during carriage where the Customer or the Customer's appointed carrier transports the goods.
Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Customer until West Mercia Supplies has received in cash or cleared funds payment in full of the Price of the Goods and all other goods agreed to be sold by West Mercia Supplies to the Customer for which payment is then due.
Until such time as the property of the Goods passes to the Customer, the Customer shall hold the Goods as West Mercia Supplies' fiduciary agent and bailee, and shall keep the Goods separate from those of the Customer and third parties and properly stored, protected and insured and identified as West Mercia Supplies' property. Until such time as the property title of the Goods passes to the Customer (and provided the Goods are still in existence and have not been resold), West Mercia Supplies shall be entitled at any time to require the Customer to return the Goods to West Mercia Supplies and, if the Customer fails to do so forthwith, to enter upon any premises of the Customer or any third party where the Goods are stored and repossess the Goods.
The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of West Mercia Supplies, but if the Customer does so all monies owing by the Customer to West Mercia Supplies shall (without prejudice to any other right or remedy of West Mercia Supplies) forthwith become due and payable.
West Mercia Supplies reserves the right to sub-contract any of its rights and obligations under the Contract.
PAYMENT TERMS - CREDIT ACCOUNT HOLDERS
This shall only apply to credit account holders. UK Customers holding approved credit account facilities with The Consortium must pay within 21 days from the date of invoice unless otherwise agreed. Customers should allow 7 days for normal banking and postal delays when making payment. Failure to comply with the Conditions may result in the withdrawal of credit account facilities and any sums outstanding will then become payable immediately.
West Mercia Supplies reserves the right to charge interest on all overdue balances on credit accounts at a rate of 4% above RBS plc base rate, accruing daily.
In the event that the account is passed to a third party for collection of outstanding balances, West Mercia Supplies will claim reimbursement of all costs incurred in that collection from the Customer. Periodic reviews will be carried out on credit account activity. Dormant credit accounts or credit accounts with continuous late payment may be closed. Credit accounts may only be reopened on a new application.
West Mercia Supplies reserves the right to request a non-refundable deposit. The Customer will be advised at the point of order should this term apply.
If the Customer fails to make any payment on the due date then, without prejudice to any other right or remedy available to West Mercia Supplies, West Mercia Supplies shall be entitled to: Cancel the Contract or suspend any further deliveries to the Customer; and/or appropriate any payment made by the Customer to such of the Goods or Services (or any Goods or Services supplied under any other Contract between West Mercia Supplies and the Customer) as West Mercia Supplies may think fit; and charge the Customer interest on the amount unpaid at the rate of 4% above the RBS plc base rate, accruing daily.
PAYMENT TERMS - NON CREDIT ACCOUNTS
All Customer payments shall be made in UK pounds sterling. In the case of credit card or debit card or purchasing card transactions, the Customer shall pay the Price of the Goods or Services by such cards at the time of placing the Order and West Mercia Supplies shall be entitled to recover the Price. No Order will be fulfilled until the full payment amount has been authorised by the appropriate credit, debit or purchasing card service provider.
Eligible bodies such as Registered Charities may be subject to VAT exemption on goods to be used as medical devices/aids. A written VAT exemption declaration must be submitted at the time of ordering to qualify for VAT exemption.
WARRANTIES AND LIABILITIES
West Mercia Supplies warrants that the Goods are of satisfactory quality and that the Services will be provided with reasonable care and skill. West Mercia Supplies shall not be liable for any defect in the Goods arising from fair wear and tear, wilful damage, accident, and negligence by you or any third party, use otherwise than as recommended by West Mercia Supplies, failure to follow West Mercia Supplies' instructions or any alteration or repair carried out without West Mercia Supplies' approval. If the Goods supplied to you develop a defect or you have any other complaint about the Goods or the Services, you should notify West Mercia Supplies in writing at Hammond Way, Trowbridge, Wiltshire, BA14 8RR. This does not affect your statutory rights. All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from this Contract.
West Mercia Supplies shall not be liable pursuant to the contract for any loss of profit or goodwill or from any type of indirect, incidental, special, consequential or exemplary loss, damage, costs or expenses (even if West Mercia Supplies has been advised of the possibility of such damages). Regardless of any statutory or other limitation periods any claim or cause of action arising in connection with this Contract, other than a Consumer's statutory rights which shall not be so restricted, must be issued within one (1) year after such claim or cause of action arose (failing which it will be barred).
Except in respect of fraud or death or personal injury caused by West Mercia Supplies' negligence, or liability for defective products under the Consumer Protection Act 1987, the entire liability of West Mercia Supplies in connection with the Contract shall not exceed the price of the Goods and/or Service to be provided hereunder.
West Mercia Supplies shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or failure to perform, any of West Mercia Supplies' obligations in relation to the Goods or Services, if the delay or failure was due to any cause beyond West Mercia Supplies' reasonable control.
No waiver by West Mercia Supplies of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision of the Contract.
If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby.
ALTERATIONS TO THE CONDITIONS
West Mercia Supplies reserves the right to amend the Terms & Conditions at any time without notice. These will be available both online and available on request.
Nothing in these Conditions is intended to affect the statutory rights of a Consumer.
LAW & JURISDICTION
The Contract shall be governed by the laws of England and shall be subject to the non-exclusive jurisdiction of the English courts.
Copyright The Consortium for Purchasing and Distribution Limited. 2018. E & OE. West Mercia Supplies™ is the registered trademark of The Consortium for Purchasing and Distribution Limited.
The pages within any catalogues produced on behalf of West Mercia Supplies in printed, electronic or other form are subject to copyright. Certain contents of pages can be accessed, downloaded and stored on a temporary basis for the purpose of ordering. Any permanent storage or copying or redistribution of any of the information set out in the website of West Mercia Supplies is strictly prohibited. Browsers are also prohibited from modifying any details on the website of West Mercia Supplies and from reproducing or publicly displaying or distributing any such details for any commercial purpose whatsoever.
It is the Customer's responsibility to virus check all materials before downloading them from the website of West Mercia Supplies for any purpose.
Links made to other websites are made entirely at the Buyer's own risk and West Mercia Supplies accepts no liability of any kind in relation to any linked sites. (The permission of West Mercia Supplies is required in writing before 3rd party linking to its website.)
West Mercia Supplies® is a trademark of The Consortium for Purchasing and Distribution Ltd. Copyright 2018. Registered Office: 140 Eastern Avenue, Milton Park, Milton, Abingdon, Oxfordshire, OX14 4SB. Registered in England and Wales No. 03100039