Terms & Conditions
TERMS AND CONDITIONS
Hill Interiors is an importer and wholesaler of Furniture, Home Furnishings, Giftware and Replica Militaria. By placing an order with Us You will be deemed to have read, understood and accepted these terms and conditions which will be legally binding.
Any acceptance of the order depends entirely on the discretion of Hill Interiors.
These Terms and Conditions are for our UK Customers and must be read alongside the appendixes.
1. Definitions
1.1. “The Seller”, “Hill Interiors”, “We”, “Our” or “Us”, means Hill Giftware Ltd T/A Hill Interiors and The Way of the Warrior
“The Buyer” or “You”, means the person, partnership, firm or company which places the order with The Seller
“Order” means the purchase You make with Us The Seller
“The Goods” means the product or any item described in the order
“The Conditions”, “Terms” or “T&C’s” means the terms and conditions set out in this document as amended from time to time in accordance with clause 1.2
“Website” means the website operated by the Seller
1.2. The Seller reserves the right to change these terms and condition from time to time without notice to the Buyer and the changes will take place on the day they are posted. Any such changes will be posted on the Seller’s website.
2. Trade Accounts
2.1. We are a trade only supplier and require evidence of business trading before supplying any potential buyer. The Buyer must produce documentary proof, for example VAT certificate, Company Registration number, business invoice, etc. as well as a fully completed Hill Interiors trade application
2.2. We reserve the right to reject any application We consider to not be from a ‘bona fide’ trade Buyer
2.3. We reserve the right to cancel trade accounts without notice.
3. Basis of Sale
3.1. We consider that these Terms, the Order and Our price list set out the whole agreement between the buyer and the seller for the sale of the Goods. Please check that the details in the Terms and on the Order are complete and accurate before You commit Yourself to the contract. Should there be a mistake or omission, in Your opinion herein, please contact us within three working days. Any changes to the specification of the Goods or other variation to the Terms or Order that You agree with Our authorised employees and agents will only be binding if recorded in writing. We only accept responsibility for statements and representations by Our authorised employees and agents that are made in writing. Please ensure that You read and understand these Terms before You submit the Order, as You will be bound by them once a contract comes into existence between us in accordance with clause 3.6
3.2. These conditions apply to the Contract to the exclusion of any other terms that the Buyer seeks to impose or incorporate, or which are implied by trade, customer, practice or course of dealing
3.3. Any samples, drawings, or advertising We issue, and any illustrations or illustrations contained in Our online catalogues, websites or brochures, are produced solely to provide You with an approximate idea of the Goods they describe only. They shall not form part of the contract or have any contractual force
3.4. If any of these Terms are inconsistent with any term of the Order, the Order shall prevail
3.5. The Order is an offer by You to enter into a binding contract, which We are free to accept or decline at Our absolute discretion
3.6. These Terms shall become binding on You and Us when:
a) We issue You with written acceptance of an Order (Order Confirmation) or
b) We notify You that the Goods are ready
Whichever is the earlier, at which point a contract shall come into existence between both parties
3.7. Any quotation for the Goods is given on the basis that a binding contract shall only come into existence in accordance with clause 3.5. A quotation shall be valid for a period of 28 calendar days from its date of issue, unless We notify You in writing that We have withdrawn it during this period
3.8. We shall assign an order number to the Order and inform You of it. Please quote the order number in all subsequent correspondence with Us relating to the Order
3.9. You may at any time within 14 calendar days of placing an Order amend or cancel an Order by providing Us with written notice. If You amend or cancel an Order, Your liability to Us shall be limited to payment to Us of all costs We reasonably incur in fulfilling the Order until We receive Your amendment or cancellation, except that where the amendment or cancellation results from Our failure to comply with these Terms You shall have no liability to Us for it
3.9.1 Where We already have picked and packed the order then You will incur a £40 Cancellation fee to contribute towards the costs incurred by the Seller. Should the order have already been despatched but not yet received by You, this Cancellation Fee will increase to £40, plus £25 per pallet despatched
3.10. When You place an order
a) For in stock items, the stock will automatically be allocated to Your order once it is received on Our CRM system
b) Orders placed for items that are out of stock will be allocated to Your order against Our expected stock deliveries or kept on record on Your trade account and allocated to Your order against expected stock deliveries once they become available
Once a stock item is in stock it will only be held for a maximum of seven calendar days before being unallocated and made available for other customers
3.11. Goods are not sold on a ‘sale or return’ basis
3.12. We have the right to revise and amend these Terms from time to time to reflect changes in the market conditions affecting Our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in Our system’s capabilities. You will be subject to the policies and terms in force at the time that You order the Goods from Us, unless any change to those policies or these Terms is required by law or government or regulatory authority (in which case, it will apply to orders You have previously placed that We have not yet fulfilled)
3.13. By placing this order you confirm you are over the age of 18 years and legally able to enter into a contract.
4. Goods
4.1. Important Product Information: We strive to deliver inspired interiors, that excite both You and Your customers, and gives You complete satisfaction however these design-led products do contain variations due to the manufacturing process. These are not faults, but are what makes Your product unique and differentiates Our products
a) Many of Our products are hand-made or hand-finished. This is how they are intended, and the resultant variable finish is what helps to sell the unique product and set it apart from the mass-produced items to be found elsewhere
b) Hand-blown glass may have bubbles and or slight colour variations. Hand-made ceramics will vary slightly in shape and / or size. Hand-applied ceramic glazes, will have firing marks or glazes bubbles or glaze runs. These effects can be seen on the products when We exhibit at Our show or at Our own showroom. These items are not in any way faulty, it is how they are intended to be
c) We may occasionally alter or slightly change the design of items
When You place Your order, You do so on the understanding that these natural variations or batch variations may be present due to the manufacturing process and these are not faults
4.2. Subject to clause 3.3, the Goods are as:-
a) Described by the Seller in any catalogue of the seller; or
b) Described on the website; or
c) Inspected by the Buyer at the Sellers premises or exhibition; or
d) Described orally by the Seller at the request of the Buyer.
e) Designed
4.3. We warrant that on delivery, the Goods shall:
a) Conform in all material respects with their description / the manufacturer’s specification subject to any qualification or representation contained in Our brochures, advertisements, or any other documents
b) Be of satisfactory quality
c) Be fit for any purpose We say the Goods are fit for or for any reasonable purpose for which You use the Goods
d) Be free from material defects in design, material and workmanship subject to Clause 4.1 .
e) Comply with all applicable statutory and regulatory requirements for selling the Goods in the United Kingdom.
4.4. This warranty is in addition to Your legal rights in relation to Goods which are faulty or which otherwise do not conform to these Terms. Advice about Your legal rights is available from Your local Citizens’ Advice Bureau or Trading Standards office.
4.5. This warranty does not apply to any defect in the Goods arising from fair wear and tear, willful damage, accident, negligence by You or any third party, or use of the Goods in a way that We do not recommend, or it’s due to Your failure to follow Our instructions, or any alteration or repair You carry out without Our prior written approval
4.6. We will take reasonable steps to pack the Goods properly and use Our best endeavors to ensure that You receive Your order in good condition
4.7. All goods sold are intended for domestic use unless otherwise stated. We cannot accept responsibility if used for contract/commercial purposes
4.8. These Terms apply to any repaired or replacement Goods We supply to You in the unlikely event that the original Goods are faulty or do not otherwise conform to these Terms.
5. Price and Payment
5.1 The price of the Goods shall be the price set out in the Order or in the Seller’s written acceptance of the Order, or, if no price is presented, the price as previously notified to the Buyer5.2 These prices exclude VAT. However, if the rate of VAT changes between the date of the 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 the rate of VAT takes effect
5.3 We reserve the right to change Our product’s prices at any time without further notice, although We will endeavor to provide notice of any wholesale price changes within the “My Account” section of the website and honour the price at which the product was originally purchased
5.3.1 We are committed to keeping Our prices constant and fair for all parties, however we also need to be able to adjust to market fluctuations and 3rd party costs
5.4 It is always possible that, despite Our best efforts, some of the Goods We sell may be incorrectly priced. We will normally check prices as part of Our dispatch procedures so that, where the correct price is less than Our stated price, We will charge the lower amount when dispatching the Goods to You. If the correct price is higher than the price stated on Our site, We will, at Our discretion, either contact You for instructions before dispatching the Goods, or reject the Order and tell You. If the pricing error is obvious and unmistakable and could have reasonably been recognised by You as an error, We do not have to provide the Goods to You at the incorrect lower price
5.5 Payment on all orders is required on a pro-forma basis by either, debit/credit card, cheque or BACS subject to Clause 5.6
5.6 30 Day accounts are available for regular buyers subject to an Account Application. All Accounts must be kept in good order with payments paid in full by the due date and are subject to:
5.6.1 Payment terms will be strictly nett monthly from invoice date, unless specifically stated to be otherwise in writing
5.6.2 Should a dispute or query not be raised by You in writing regarding the order’s invoice within 7 calendar days of the invoice being issue then this will be considered as Your acceptance as to the accuracy of the invoice
5.6.3 Without limiting any other remedies or rights that We may have, if You do not pay Us on time, We may unallocated goods on your order, cancel or suspend any other outstanding Order until You have paid the outstanding amounts
5.6.4 Interest will be charged monthly on all overdue accounts, applicable to 3.5% over Barclays plc basic rate
5.7 You must pay all amounts due under the Contract in full without any deduction or withholding except as required by law and You shall not be entitled to assert any credit, set-off or counterclaim against Us in order to justify withholding payment of any such amount in whole or in part. We may at any time, without limiting any other rights or remedies We may have, set off any amount owing to Us by You against any amount that We may owe You.
6. Returns & Damages
6.1 The Buyer must inspect the conditions of the Goods immediately upon receipt and report in writing within 3 working days from such inspection, via Our website returns form, any damaged Goods or discrepancies in Goods. If You fail to give such notice the condition of the said Goods shall be deemed to be in all respects in accordance with the Contract and You shall be bound to accept and pay for the same accordingly. The Buyer must keep the packaging intact when unwrapping the Goods. This is essential in preventing the Goods from being damaged on return. Under no circumstances can the Seller accept returns that do not have their original packaging
6.2 Goods are not accepted by the Seller for return from the Buyer without the prior consent of the Seller and associated reference number
6.3 Returns submitted over emails or the phone are not entertained
6.4 If We accept Your claim, We will arrange a collection of the goods on an agreed date and once We have analysed that the goods are either damaged or defective, We will offer one of the below options according to Your own claim:
a) Issue a credit note
b) Issue a discount
c) Provide You with a refund
d) Replace the Goods, this option is only available on Goods over the value of £20
e) Repair the Goods
6.5 All returns must be in the original packaging and in the same condition as it was received
6.6 All returns must include the returns note supplied to you on confirmation of the acceptance of your return claim
6.7 The courier company will only collect the approved goods based on Your Returns form
6.8 The courier company will only collect the returned product from the registered shipping address (meaning, the original delivery address) and under no circumstances will the product be collected from another address. This safeguard is in place to inspect the product at the original address to avoid any possibility of breakage in subsequent transits
6.9 If the product has been moved to another address, the return stands void.
6.10 Please refer to the Clause 4.1 to understand the natural occurrences on Our products to avoid getting Your claim rejected
6.11 The Consumer Rights Act 2015 is NOT applicable to Us, due to the fact that We only work on a trade basis. This law applies to consumers only, which You are held liable for as a Trade Account holder
6.12 Excluding Drop Ship orders all non-delivered orders or rejected orders will incur a recharge for all associated costs (for example full original delivery charge costs) plus a 10% restocking charge
6.12.1 If you order requires booking in with your warehouse or approval prior to dispatch it is your responsibility to inform us when placing your order on email or within the Delivery Instructions when checking out on the website.
7 Promotion, Content, Images & Copyright
7.1 We make content and images available for Your use within Your “My Account” section of the website or available within the feeds made available through the website. The only provisions which apply to the use of this content is:
7.1.1 If You cease to trade, or Your account is suspended, You hereby agree to unreservedly remove the images from Your site immediately
7.1.2 We reserve the right to remove content from these areas, or to withdraw Our consent for You to use this content
7.1.3 It is Your responsibility to maintain all product information which you display as accurately as possible, regularly checking and updating information we make available on Our website or through a feed as these are updated on a regular basis, including but not limited to updating product images and specifications.
7.1.4 We encourage You to promote the aspirational lifestyle Your customers expect but no such promotion should bring Us or Our brand into disrepute
7.2 We do not encourage Our brand to be promoted and would actively encourage You to use Your own product codes, range names and product names in all Your product listings and promotion
7.3 Unless permission is granted in writing by a Director of The Seller, You are not allowed to order or use any of The Sellers products for the purpose of manufacturing or sourcing Your own equivalent products. Any Buyer considered to be doing this will:
7.3.1 Have their trade account cancelled with all outstanding payments being immediately due;
7.3.2 You will be liable for any indirect or consequential loss howsoever or whatsoever arising from this action.
7.4 Unless permission is granted in writing by a Director of The Seller, You are recommended to retail the product for a minimum of 2 times the current trade price.
8 Insolvency or Incapacity
8.1 You warrant that You are not at the time of entering into this agreement insolvent, and know of no circumstances which would entitle any creditor to appoint a receiver or administrator or to petition for winding-up or bankruptcy or to exercise any other rights over or against Your assets
8.2 If the Buyer becomes subject to any event or takes steps towards insolvency or incapacity, such as suspending payment of its debts or commences negotiations with any class of creditor, or the Seller reasonably believe that the Buyer is about to become subject to any of them and notifies the Buyer accordingly, then, without limiting any other right or remedy available to the Seller, the Seller may cancel or suspend all further deliveries under the Contract or under any other contract between the Buyer and The Seller without incurring any liability to the Buyer, and all outstanding sums in respect of goods delivered to the Buyer shall become immediately due
8.3 In such circumstances laid out in Clause 8.2 We may for the purpose of recovery of the goods enter any premises where they are stored or reasonably thought to be stored as We would be legally entitled to recover it as Our property as title would be vested in Hill Giftware Ltd. (see Clause 9.3 – 9.6).
9 Title and Risk
9.1 The Goods will be at Your risk and Your responsibility from the time of delivery or from when You collect the Goods from Us.
9.2 Ownership of the Goods will only pass to You when We receive payment in full of all sums due for the Goods, including all delivery charges. Delivered or collected Goods shall remain Our sole and absolute property as legal and equitable owners until fully paid for and other costs incurred have been paid for if applicable. You acknowledge that You are in possession of the Goods on the condition that full payment is made to Us for the same. Until then, You have undertaken to store such Goods on Your premises separately from other goods/stock and are readily identifiable as Our property, keep them safe and cover any risk in the event of any damage or loss
9.3 Your right to possession of such Goods shall cease if Your actions entitle a receiver to take possession of Your assets or entitle any person to petition for the winding up or bankruptcy
9.4 We may for the purpose of examination or recovery of the Goods enter any premises where they are stored or reasonably thought to be stored as We would be legally entitled to recover it as Our property as title would be vested in Hill Giftware Ltd. If You sell any property belonging to Us before the title is transferred, the proceeds must be held in trust and shall not be mixed with any other money or paid into an overdrawn account. It must remain identifiable as money belonging to Us
9.5 You undertake and warrant that no order will be placed during Your insolvency and You know of no circumstances at the point of order or before delivery that would entitle any creditor to appoint a receiver or petition for winding up or bankruptcy or to exercise any other rights against Your assets.
10 Limitation of Liability
10.1 Nothing in these Conditions shall limit or exclude the liability of the Seller for:
10.1.1 Death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors.
10.1.2 Fraud or fraudulent misrepresentation.
10.1.3 Any matter in respect of which would be unlawful for the Seller to exclude or restrict liability.
10.2 Subject to clause 7.1:
10.2.1 The Seller shall under no circumstances whatever be liable to the Buyer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in contact with the Contract;
10.2.2 The total liability of the Seller to the Buyer 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
10.3 We will not be liable for any indirect or consequential loss howsoever or whatsoever arising from, or in connection with the supply of defective goods, delay in delivery, non-delivery, or loss or damage to goods whilst in transit to the property of the purchaser, or any third party. Further We will not be liable for any damage to property, fixtures or fittings during, or after the delivery of product to You. It is Your responsibility to ensure that there is sufficient access to enable safe delivery of goods and assist the driver in off-loading
10.4 Except as set out in these Conditions, all warranties, conditions and other terms implied by stature or common law are, to the fullest, extent permitted by law, excluded from the Contract.
11 Notices
All notices sent by You to Us must be sent recorded delivery and addressed to Hill Giftware Ltd, T/A Hill Interiors, Hill House, Burneston, North Yorkshire, DL8 2JW and emailed to [email protected]. We may give notice to You at either the e-mail or postal address You provided to Us in the Order. Notice will be deemed received and properly served one working day after an e-mail is sent or three working days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that the letter was properly addressed, stamped and placed in the post and, in the case of an e-mail that the e-mail was sent to the specified e-mail address of the addressee.
12 Assignment
You may not transfer any of Your rights or obligations under these Terms to another person without Our prior written consent, which We will not withhold unreasonably. We can transfer all or any of Our rights and obligations under these Terms to another organization, but this will not affect Your rights under these Terms.
13 General
13.1 Unless otherwise agreed in writing by the Seller, these conditions supersede any earlier conditions appearing on the Seller’s website or elsewhere and override any terms and conditions stipulated, incorporated or referred to by the Buyer, either in order or in any negotiations
13.2 The Seller’s employees have no authority to make any representation, statement or report not contained in or incorporated into a quote on behalf of Us and We will not be bound by any unauthorised representation, statement or report
13.3 If any court or competent authority decides that any of the provisions of these Terms are invalid, unlawful or unenforceable to any extent, the term will, to that extent only, be severed from the remaining terms, which will continue to be valid to the fullest extent permitted by law, subject to Clause 13.6
13.4 If We fail, at any time while these Terms are in force, to insist that You perform any of Your obligations under these Terms, or if We do not exercise any of Our rights or remedies under these Terms, that will not mean that We have waived such rights or remedies and will not mean that You do not have to comply with those obligations. If We do waive a default by You that will not mean that We will automatically waive any subsequent default by You. No waiver by Us of any of these Terms shall be effective unless We expressly say that it is a waiver and We tell You so in writing
13.5 A person who is not party to these Terms shall not have any rights under or in connection with them under the Contracts (Rights of Third Parties) Act 1999
13.6 These Terms shall be governed by English law and both parties irrevocably submit to the exclusive jurisdiction of the English courts.
14 Force Majeure
14.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of Our obligations under these Terms that is caused by events outside Our reasonable control (Force Majeure Event)
14.2 A Force Majeure Event includes any act, event, non-occurrence, omission or accident beyond Our reasonable control and includes, in particular (without limitation), the following:
a) Strikes, lock-outs or other industrial action
b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war
c) Act of God, fire, explosion, storm, flood, earthquake, subsidence, epidemic, pandemic or other natural disaster
d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport
e) Impossibility of the use of public or private telecommunications networks
14.3 Our obligations under these Terms are suspended for the period that the Force Majeure Event continues, and We will have an extension of time to perform these obligations for the duration of that period. We will take reasonable steps to bring the Force Majeure Event to a close or to find a solution by which Our obligations under these Terms can be performed despite the Force Majeure Event.