TERMS & CONDITIONS OF SALE
These terms and conditions of sale shall apply to all sales of fireworks from Hallmark Fireworks to you 'the Customer'. We shall sell and you shall purchase the fireworks in accordance with any order made by you and accepted by us. No variation of these terms and conditions of sale shall be binding unless agreed in writing by one of our directors.
Any order submitted by you shall be accepted by us only when confirmed by us in a written acknowledgement which is issued on the condition that these terms and conditions are incorporated into the agreement. You are responsible for ensuring the accuracy and completeness of your order and your compliance with our ordering procedures details of which we will let you have from time to time. The quantity and specification of fireworks we supply will be as set out in your order confirmed by us in our written acknowledgement. We reserve the right to make any changes in the specification of the fireworks necessary to comply with any applicable legal requirements; change in specification of the fireworks necessary to comply with any applicable legal requirements; change the specification of the fireworks provided that this does not materially affect their quality of performance. You cannot cancel an order which has been accepted by us unless we agree and on terms that you indemnify us in full against all loss (including loss of profit), costs, damages, charges and expenses incurred by us as a result of cancellation.
PRICE AND PAYMENT
The price of the fireworks shall be the price listed in our published price list current at the date of acceptance by us of your order, exclusive of VAT which is additionally payable by you. We may in some circumstances offer a discount on our published price list. Such discounts are made at our discretion and will be revoked in the event of any delay in payment. Our quoted prices for orders does not include for delivery, being that charge made by the authorised carrier we use. Where we have offered account facilities our Terms of Payment are as follows. Where you order fireworks from us and request delivery in any year, in the period from First of October to Fifth of November, you must pay us the price of the fireworks plus VAT, and any other payment due to us in respect of that order, without deduction, latest by the Twelfth of November. Paying on time is a condition of the agreement. If you fail to make a payment at the time required, without prejudice to any other right or remedy available to us, then: any discount quoted to you in respect of your order will be revoked and you must pay all the amounts due to us without any discount: we reserve the right to charge you interest on the unpaid amount (adding back any discount) at a rate per year of 3% conditions as a result or circumstances outside our imposed control. These circumstances would include, but not be limited to restrictions imposed by any governmental (UK or EU) or any parliamentary or local authority, accidents, natural disasters, shortages of material or labour or abnormal weather conditions.
REGISTRATION & STORAGE
You acknowledge that to hold fireworks for retail purposes you must register your name and premises with your local authority and that it is your responsibility to obtain and maintain the requisite registration. You acknowledge that there are prescribed governmental requirements which apply to the storage of different types of fireworks and safety precautions which must be adhered to. Once you are in possession of the fireworks it is your responsibility to comply with these requirements.
We shall be entitled, at our discretion and without prejudice to any of our other rights, to either terminate any order made by you and accepted by us, or suspend delivery in respect of order, until further notice by notification to you in writing in the event that: you fail to take delivery of the fireworks when required: you fail to make a payment to us by the due date; you default in any of your obligations under these terms and conditions. You make any voluntary arrangement with your creditors, or become bankrupt or subject to an administration order, or a trustee in bankruptcy, liquidator, receiver is appointed over any of your property or assets or you cease or threaten to cease business or we reasonably decide that any of these events is likely to occur in relation to you.
If any provision of these terms and conditions is held by a competent authority to be invalid or unenforceable in whole or in part this will not affect the validity of the other provisions or remainder of the provision in question. No waiver by us in respect of any breach of these terms and conditions by you shall be considered as a waiver of any subsequent breach. This agreement is personal to you and you may not transfer any of your rights or responsibilities under it without our prior written consent. Notices must be in writing and sufficiently served if delivered by hand, sent by first class pre paid post or facsimile to us, at our registered office and to you, at your last address known to us. These terms and conditions are governed by UK law and you agree to submit to the non-exclusive jurisdiction of the UK courts. Our undertaking in these terms are subject to the following conditions: the fireworks must be kept and stored in conditions which comply with current government regulations. If you do not keep and store the fireworks in the required conditions we cannot be held responsible for faults in the fireworks which arise from fair wear and tear, wilful damage to, or misuse of, the fireworks or adjustments or modifications to the fireworks made by you. Claim by you in respect of any shortages and/or defects in the fireworks must be notified to us by you within 2 days of the delivery date (where the defects are obvious on inspection) or within a reasonable time (where defects are not obvious on inspection). You will be deemed to have accepted the fireworks if you do not notify us of any defects in accordance with this term and once accepted you cannot reject the fireworks. Where you make a valid claim in respect of any shortages and/or defects in the fireworks in accordance with this term and conditions and we are liable for the claim we can, at our option make up the shortage or replace the fireworks (or a proportionate price of the fireworks), or issue a credit note, but we shall have no other liability to you.
YOUR UNDERTAKING AND INDEMNITY
You undertake to comply at all times with these terms and conditions and in addition undertake as follows: that you will handle the fireworks entirely in accordance with their handling instructions, the handling instructions will be made clear on their packaging or described in our brochure or are as otherwise described or notified by us to you prior to their delivery date; that you are aged 18 years or over and that you will only sell on the fireworks to persons who are 18 years or over and who otherwise comply with the legal requirements relating to the sale and storage of fireworks. You agree to indemnify us against all liabilities incurred by us as a result of you breaching any limitation claims by third parities and the costs incurred or brought against us together with any legal or other costs incurred when enforcing your indemnity.
LIMITATION OF LIABILITY
The limit of our liability to you is the make up of any shortfall, replacement, refund of the price of fireworks, or issue of a credit note as provided for in terms. We are not responsible to you to any greater extent and in particular we are not liable to you for any indirect or consequential loss (including without limitation financial loss such as loss of profit, or otherwise) which you may incur for whatever reason, as a consequence of our failure to comply with these terms and conditions. This term does not operate to exclude or limit our liability in respect of death or personal injury caused by us failing to comply with these terms and above the Bank of England base rate from time to time, before and after any judgement that we may obtain against you; we can cancel this agreement or suspend further supplies of fireworks to you; we can apply any other payment made by you to us against your debts due to us under this agreement. If you become subject to insolvency proceedings, or we reasonably decide that you may become unable to pay your debts as they fall due, the price of the fireworks will be payable by you immediately, Hallmark Fireworks Ltd do not offer ‘Sale or Return’ on any products in any way, shape or form.
If you ask us to do so, we will deliver the fireworks to the address required by you and you agree to pay us, at the same time As you pay the price of the fireworks, the charges (if any) plus VAT described above. Any dates quoted for delivery of the fireworks are approximate only and although we will make all reasonable efforts to ensure the delivery of the fireworks on the delivery date agreed between us we cannot guarantee this. Where the fireworks are to be delivered in instalments, each instalment is to be considered as an amount to be invoiced.
RISK AND PROPERTY
Risk of damage to or loss of the fireworks shall pass to you at the time of delivery to you. Property in the fireworks shall not pass to you until we have received payment in full in cleared funds of the price of the fireworks and all other sums due to us from you. Until such time as the property in the fireworks has passed to you, you must keep the fireworks separately from other property stored, protected and insured and identified as belonging to us. Until such time as the property in the fireworks has passed to you, we may take the fireworks back from you. You will allow us access to your premises, or arrange access for us to other premises where the fireworks maybe stored to allow to do this. If we choose we may take proceedings against you to recover the price of the fireworks even if ownership has not passed to you.
Subject to terms, we undertake, as at the date of delivery of the fireworks that the fireworks correspond with their published specification in our brochure (including that they comply with the relevant UK or European Regulations) and are of satisfactory quality. If you are purchasing the fireworks in the course of a business aside from our undertakings in this term, all other warranties, conditions or other terms implied by law are excluded to the fullest extent permitted by law.