Terms & Conditions of Sale

All orders accepted by DairyBits are subject to the Terms and Conditions of Sale set out below:

 

1. General

All orders for products and services on the DairyBits ('DB') website are accepted by DB subject to these terms and conditions of sale. No other terms will apply to the supply of products and services by DB unless agreed in writing by an authorised signatory of DB or expressly stated otherwise in these terms and conditions of sale.
 
All descriptions of the products and services contained in the DB website or otherwise communicated to the Customer are approximate only and shall not form any part of the contract between DB and the Customer. DB shall not be liable to the Customer for any errors or omissions in its catalogue. The advertising of products and services in the DB catalogue is not an offer capable of acceptance; it merely constitutes an invitation by DB for the Customer to make an offer to purchase products and services.
 
These terms and conditions do not apply to export transactions, to which separate terms and conditions of sale apply.
 
DB is a business-to-business supplier. The DB catalogue is intended for use by business customers and not by consumers or private individuals.
 

2. Prices

The prices of the products and services  as quoted by DB’s employees are current at the date of dispatch of the ordered products or the date of provision of the ordered services. Products which are not stocked by DB will be sold at the prices set out in the relevant quotation supplied by DB. All prices exclude VAT, which DB will add at the rate applicable at the date of order dispatch. DB reserves the right to change prices without prior notice at any time.
 

3. Ordering

DB reserves the right to decline to trade with any company or person. In addition, DB may decline to accept any order, whether or not payment has been received, by giving notice of non-acceptance to the Customer by telephone or facsimile within a reasonable period of receipt by DB of the order.
 
If the Customer orders the wrong product or number of products, or duplicates orders, the provisions of clause 12 will apply.
 

4. Delivery

Times and dates for delivery quoted by DB's employees are approximate only and DB shall not be liable for the consequences of any delay in delivery. Delivery of products that require special handling may take additional handling time.
 

5. Inspection, Delivery Delays and Non-Delivery

The Customer must inspect the products as soon as is reasonably possible after delivery and shall, within  3 days of the due date for delivery, give notice to DB in detail of:
Any defect in the product that is apparent on reasonable examination. In this case DB shall, at DB's discretion, replace the products or refund the purchase price. In any event the Customer must refuse parcels delivered in a damaged condition;
Any shortfall in products delivered. In this case DB shall, at its discretion, send the undelivered products or refund the price of the undelivered products;
Any delivery of products not in accordance with the order. In this case DB shall, at DB's discretion, replace the products or refund the purchase price;
Any non-delivery of the products. In this case DB shall, at DB’s discretion, send the undelivered products or refund the price of the undelivered products.
 
If the Customer fails to give any such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, and the Customer shall be deemed to have accepted the products accordingly. DB's record of the products dispatched (including the quantity) shall be conclusive evidence of the products received by the Customer, unless proven otherwise by the Customer.
Except where the customer is dealing as a consumer (as defined in the Unfair Contract Terms Act 1977 section 12 and/or the Unfair Terms in Consumer Contracts Regulations 1999 regulation 3 (1)) the remedies set out in these terms and conditions are the Customer's exclusive remedies for non-delivery or short delivery of products, or for apparent defects in the products or delivery of products not in accordance with the order. DB shall not be liable for any losses, consequential or otherwise, or for costs (including legal costs), expenses, liabilities, injuries, loss of profits, business or economic loss, depletion of goodwill, damages, claims, demands, proceedings, judgments or otherwise arising from these circumstances.
 

6. Payment

If DB has not granted credit to the Customer, payment terms are cash with order.
 
If credit has been granted, the Customer shall pay the price of the product or service by the 20th day of the month following the month in which the products are dispatched. All payments must be made without any set-off, deduction or counterclaim.
 
If any sum is not paid on the due date for payment then, without prejudice to any other right or remedy:
all sums then outstanding from the Customer will immediately become due and payable notwithstanding that such sums would not otherwise be due until a later date, and DB may apply a compensation charge as an estimate of administrative and other wasted costs incurred by DB to the Customer.
 
DB may also charge the Customer interest from the due date until payment is made in full (both before and after any judgment) on the amount unpaid at a rate which is 8 per cent per annum above the Bank of England base rate as set at 31 December for the period 1 January to 30 June inclusive in the following year and as set at 30 June for the period 1 July to 31 December inclusive, compounded monthly.
 

7. Risk and Ownership

Risk of loss of or damage to the products shall pass to the Customer on delivery. Ownership of the products shall not pass to the Customer until all sums due to DB from the Customer for those products have been received by DB (in cash or cleared funds). If the Customer is late in paying any sum to DB, then DB shall be entitled to the immediate return of all products where the ownership has not passed to the Customer. The Customer authorises DB and its agents to recover the products, and to enter any premises of the Customer for that purpose. Demand for or recovery of the products by DB shall not of itself discharge either the Customer's liability to pay the whole of the price and take delivery of the products or DB's right to sue for the whole of the price.
 

8. Product and Availability Information

DB reserves the right, without prior notice, to discontinue any product or to make design changes as part of its continuous program of product improvement, or to assist product availability, and such changes may take place during the life of any DB catalogue.
 
Unless otherwise confirmed, nothing on the DB website or any other form of communication is to be taken as a representation of the source of origin, manufacture, or production of the products or any part of them.
 

9. Warranty

For products purchased from DB: DB warrants that if any product is defective, it will replace or repair the product or refund the purchase price. This warranty is subject to a claim being made in writing to DB within 6 months of the original date of dispatch, or such other longer period as may be indicated by DB for specific products from time to time in writing.
 
These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of DB. The Customer must return or dispose of the products, or make them available for collection by DB, in accordance with DB's instructions and suitably packaged.
 
The Customer must contact DB to notify DB of the return of any products prior to returning any products and obtain a returns number, which is to be quoted on all paperwork. Returned products must be accompanied by an advice note stating the original invoice number in respect of the products and the nature of any claimed defect. Where the Customer returns products otherwise than in accordance with these warranty provisions, DB may refuse such products and return them to the Customer at the cost of the Customer.
 
DB will not be liable to the Customer for any loss, damage or liability of any kind whatsoever which arises out of the breach of implied warranties, terms or conditions (statutory or otherwise) or breach of any other duty of any kind imposed on DB by operation of law. The Customer acknowledges that it is responsible for ensuring that the products and services it orders are fit for the purposes for which it intends to use them.
 

10. Limitations of Use

Products sold by DB are not recommended or authorised for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.
 

11. Liability

DB shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, injuries, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the DB technical helpline) whether or not due to its negligence or that of its employees, agents or sub-contractors.
 
DB shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with: (i) any express or implied terms of the contract between DB and the Customer, or of any order accepted by DB; (ii) any duty of any kind imposed on DB by law arising out of or in relation to the contract between DB and the Customer or order; (iii) any defect in the products or services; (iv) intellectual property rights infringement; or (v) any other loss whatsoever arising out of these terms and conditions of sale.
 

12. Cancellations and Returns

The Customer may not cancel orders once accepted by DB. DB may, at its discretion and in writing, allow an order to be cancelled subject to DB recovering from the Customer the costs incurred by DB. In the event of cancellation of part of any order only, DB may invoice the Customer any difference in selling price per unit applicable to the quantity actually dispatched up to the time of cancellation compared to the quantity ordered.
 
The customer may only return products to DB, and receive a credit or refund, on the following conditions:
The Customer must contact DB prior to the return of any products and obtain the prior consent of DB and obtain a returns number (to be quoted on all returned paperwork)
Return must be made within 21  days of the date of delivery (as stated on the delivery documentation). Products must be returned to DB in their original condition and packaging and in a condition which will enable them to be immediately fit for re-sale. 
 
Products must be returned to DB adequately packed and dispatched freight prepaid, clearly labelled to: 
CUSTOMER RETURNS DEPARTMENT, DairyBits, The Stables
Wolvey Lodge Business Centre
Wolvey
Leicestershire
LE10 3HB
 
The Customer must follow any specific instructions which appear in the DB catalogue or with any product regarding its return to DB;
The Customer must quote the invoice details or the DB reference number on the DB Customer Returns Form from the original dispatch note, otherwise any credit given for the returned products will be based upon the lowest sales price; and
For products returned due to Customer error or no longer required and returned in accordance with 1 - 3 above a handling charge will be applied. 
 
Where the Customer returns products to DB not in accordance with (i) - (iii) above (for example, after 30-days from the date of dispatch or in an unfit state) DB will refuse delivery and return the products at the Customer's expense or may apply a handling charge which relates to the actual cost of reprocessing 
 
Where the Customer returns products to DB not in accordance with 1 - 3 above (for example, after 30-days from the date of dispatch or in an unfit state) DB will refuse delivery and return the products at the Customer's expense or may apply a handling charge which relates to the actual cost of reprocessing 
 
This returns policy excludes software, calibrated products, production packaging products, non-catalogue products, extended range products and specially manufactured products. DB accepts no responsibility for any loss of or damage to products in transit from Customer to DB or for any items received by DB with them."
 

13. Force Majeure

A force majeure event is any event beyond the reasonable control of DB (including strikes, traffic congestion, the downtime of any external line, or DB's inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If DB is prevented or restricted from carrying out all or any of its obligations under these terms and conditions of sale by reason of any force majeure event, then DB shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than fourteen days, DB may cancel the affected order or cancel the whole or any part of these terms and conditions of sale, without any liability to the Customer.
 

14. Rights in the Website and Catalogue

The Customer acknowledges that DB and its licensors own the intellectual property rights in the DB website, the catalogues, the catalogue and website content and the stock numbers, and that their whole or partial reproduction without DB's prior written consent is prohibited.
 

Law and Jurisdiction

The contract between DB and the Customer based on these terms and conditions of sale as applicable to each Customer order shall be governed by and interpreted in accordance with English Law and the Customer submits to the non-exclusive jurisdiction of the High Court of Justice in England, but DB may enforce the contract in any court of competent jurisdiction.

 

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