PRIVACY
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TERMS
& CONDITIONS
1. Active Workwear's Conditions Apply
1.1 Unless otherwise specifically agreed in writing
by Active Workwear ("Active Leeds Ltd"), all quotations
and contracts for the supply of goods by Active Workwear
are made upon these Conditions of Sale ("the Conditions")
which shall at all times override any terms and conditions
which the purchaser of such goods ("the Purchaser")
imposes or seeks to impose.
1.2 Delivery of any goods following a quotation for
supply made by Active Workwear will be made only upon
the Conditions. Orders are accepted subject to the
Conditions.
1.3 Any variation must be approved by an authorised
Active Workwear employee and be in writing. Any quotation
or estimate is given subject to the Conditions.
1.4 "The Contract" means any contract made between
the parties that incorporates the Conditions.
2. Payment Terms
2.1 Terms of payment are strictly net monthly (i.e.
payment on or before the end of the month following
the month during which the invoice is dated) and in
default Active Workwear shall be entitled without
notice to the Purchaser (even if the Purchaser has
a contract with a third party) to:
2.1.1 terminate any outstanding order or quotation;
2.1.2 withhold and/or suspend supplies; or
2.1.3 reduce the Purchaser's credit limit.
2.2 Active Workwear shall also be entitled, at their
discretion, to receive payment of any and all monies
in respect of goods supplied whether these monies
would ordinarily be due for payment at that time or
not.
2.3 In addition, Active Workwear shall be entitled
to charge the Purchaser interest on the amount unpaid
at the rate of 8% above HSBC Bank Plc base rate until
payment in full is made and the Purchaser will indemnify
Active Workwear in respect of all costs incurred by
Active Workwear in recovering payment, including the
cost of instructing Solicitors.
2.4 No payment shall be deemed to have been received
until Active Workwear has received cleared funds.
2.5 In the event that the Purchaser tenders payment
by cheque and the cheque is subsequently returned
by the Purchaser's Bankers unpaid, the Purchaser will
also indemnify Arco in respect of all resulting bank
charges incurred by Active Workwear.
2.6 The Purchaser shall make all payments due under
the Contract without any deduction whether by way
of set-off, counterclaim, discount, abatement or otherwise
unless the Purchaser has a valid court order requiring
an amount equal to such deduction to be paid by Active
Workwear to the Purchaser.
3. Prices
3.1 All prices displayed in Active Workwear's catalogues
both printed and online are subject to VAT where applicable.
3.2 Prices are correct at time of publishing and are
subject to change without prior notice.
3.3 The price charged to the Purchaser will be the
prevailing price at the time of ordering.
4. Retention of Title
4.1 Although risk in the goods supplied passes to
the Purchaser on delivery, legal title in such goods
shall not pass to the Purchaser until Active Workwear
has received in cleared funds the full price payable
for such goods and all other goods supplied by Active
Workwear to the Purchaser for which payment is then
due.
4.2 Until legal title passes, the Purchaser shall
hold the goods as Active Workwear's fiduciary agent
and bailee and shall keep them properly protected,
insured and stored separately from any other goods
(whether or not supplied by Active Workwear). Until
that time the Purchaser is entitled to resell or use
the goods in the ordinary course of its business but
shall account to Active Workwear for the proceeds
of sale and pending payment shall hold such proceeds
on trust for Arco absolutely.
4.3 The Purchaser's right to resell or use the goods
shall terminate automatically on the occurrence of
any event set out in Condition 10 and/or if any sum
owed to Active Workwear by the Purchaser is not paid
when due.
4.4 Until such time as legal title in the goods passes
to the Purchaser Active Workwear may at any time require
the Purchaser, its liquidator, receiver or administrator
to return the goods and/or may repossess the goods
by entering upon any premises of the Purchaser or
any third party where the goods are reasonably believed
to be stored.
4.5 In addition and without prejudice to any other
right or remedy available to Active Workwear, if the
Purchaser is in breach of the payment terms or of
any of its obligations under this clause, Active Workwear
shall be entitled to:
4.5.1 cancel the Contract;
4.5.2 suspend further deliveries; or
4.5.3 terminate any outstanding order or quotation
without incurring any liability whatsoever as a consequence
of this action.
4.6 Active Workwear reserves the right at any time
before title in the goods has passed to the Purchaser
to require the Purchaser to deliver up the goods if
any of the events specified in Condition 10 occurs.
5. Delivery
5.1 Terms and conditions for delivery are only applicable
in the UK. For delivery outside the UK please contact
our offices for further details.
5.2 Unless otherwise agreed delivery of the goods
shall take place at the Purchaser's place of business.
5.3 Where Active Workwear makes delivery of the goods
to the Purchaser's place of business or any other
place as agreed in writing, all charges in relation
to carriage, including, without limitation transport
costs, insurance and unloading, will at Active Workwear's
option, be borne by the Purchaser.
5.4 If for any reason the Purchaser does not accept
delivery of any of the goods when they are ready for
delivery then the goods will be deemed to have been
delivered, risk passing to the Purchaser (including
for loss or damage caused by Active Workwear's negligence)
and Active Workwear may:
5.4.1 store the goods until actual delivery whereupon
the Purchaser will be liable for all related costs
and expenses (including without limitation storage
and insurance); or
5.4.2 sell the goods at the best price readily obtainable
and (after deduction of all reasonable storage and
selling expenses) charge the Purchaser for any shortfall
below the Contract price.
5.5 Active Workwear reserves the right to deliver
in instalments and any failure to deliver one instalment
will not entitle the Purchaser to terminate the Contract.
5.6 The quantity of any consignment of goods as recorded
by Active Workwear upon despatch from Active Workwear's
place of business shall be conclusive evidence of
the quantity received by the Purchaser on delivery
unless the Purchaser can provide conclusive evidence
proving the contrary. 5.7 Claims for shortages or
damaged goods must be made in writing to Active Workwear
within 3 days of receipt.
5.8 Claims for non delivery must be made to Active
Workwear within 10 days of date of despatch shown
on invoice.
5.9 Active Workwear reserves the right to charge a
15% handling fee against the return of non-faulty
goods.
6. Quality
6.1 If the Purchaser establishes to Active Workwear's
reasonable satisfaction that there is a defect in
the goods or there is some other failure by Active
Workwear in relation to the conformity of the goods
with the Contract, then Active Workwear shall, at
its option and at its sole discretion and within a
reasonable time:
6.1.1 replace such goods with goods which are in all
respects in accordance with the Contract; or
6.1.2 issue a credit note to the Purchaser in respect
of the whole or part of the Contract price of such
goods as appropriate having taken back such goods,
subject, in every case, to the remaining provisions
of this Condition provided that the liability of Active
Workwear under this Condition shall in no event exceed
the purchase price of such goods and performance of
any one of the above options shall constitute an entire
discharge of Active Workwear's liability under this
warranty.
6.2 This Condition shall not apply unless the Purchaser:
6.2.1 notifies Active Workwear in writing of the alleged
defect within 3 days of the time when the Purchaser
discovers or ought to have discovered the defect;
and
6.2.2 affords Active Workwear a reasonable opportunity
to inspect the relevant goods.
6.3 If Active Workwear elects to replace the goods
pursuant to this Condition, Active Workwear shall
deliver the replacement goods to the Purchaser at
Active Workwear's own expense at the address to which
the defective goods were delivered and the legal title
to the defective goods which are being replaced shall
(if it has vested in the Purchaser) re-vest in Active
Workwear and the Purchaser shall make any arrangements
as may be necessary to deliver up to Active Workwear
the defective goods which are being replaced to Active
Workwear.
6.4 Active Workwear shall be under no liability under
the warranty in this Condition:
6.4.1 in respect of any defect arising from wilful
damage, negligence, abnormal storage conditions, failure
to follow Active Workwears's or the manufacturers
instructions whichever is appropriate (whether oral
or in writing).
6.4.2 if the total price for the goods has not been
paid by the due date for payment;
6.4.3 in respect of any type of defect or damage specifically
excluded by Active Workwear by notice in writing;
or
6.4.4 if the Purchaser makes any further use of the
goods after giving notice in accordance with this
Condition.
6.5 The warranties set out in this is document are
the only warranties which shall be given by Active
Workwear and all warranties, conditions and other
terms implied by statute are expressly excluded.
7. Liability
7.1 Subject to Condition 6 above this Condition sets
out the entire liability of Active Workwear (including
any liability for the acts or omissions of its employees,
agents and sub-contractors) to the Purchaser in respect
of:
7.1.1 any breach of the Conditions or the Contract;
and
7.1.2 any representation, statement or tortious act
or omission including negligence arising under or
in connection with the Contract.
7.2 Nothing in the Conditions excludes or limits the
liability of Active Workwear for death or personal
injury caused by Active Workwear's negligence, or
for fraudulent misrepresentation.
7.3 Liability for any direct loss or damage which
arises out of or in connection with the Contract shall
be limited to the contract value.
7.4 Active Workwear shall not be liable to the Purchaser
for any loss of profit or other economic loss (direct
or indirect), indirect or consequential loss or damage,
costs, expenses or other claims for consequential
compensation whatsoever (howsoever caused) or loss
or damage (contractual, tortious, breach of statutory
duty or otherwise) which arises out of or in connection
with the Contract, or for any liability incurred by
the Purchaser to any other person for any economic
loss, claim for damages or awards howsoever arising
from the goods or otherwise.
8. Safety and Product Recalls
8.1 The Purchaser shall comply at all times with the
written instructions and all written guidelines issued
from time to time attached to the goods concerning
their storage and use and the Purchaser shall refer
its employees and its customers to such instructions
and guidelines.
8.2 The Purchaser should satisfy itself that the persons
responsible for the storage and use of any goods supplied
by Active Workwear have all the information required
on health and safety and Active Workwear shall not
be liable to the Purchaser in any civil proceedings
brought by the Purchaser against Active Workwear in
respect of a breach of the user instructions or any
applicable health and safety legislation or any regulations,
orders or directions made pursuant to such health
and safety legislation in force from time to time
or under any directive, regulation, order or other
instrument relating to health and safety where such
exclusion of liability is permitted by law.
8.3 The Purchaser shall keep Active Workwear properly
informed of all customer complaints concerning the
goods and shall comply with any directions of Active
Workwear in any issues, proceedings or negotiations
relating to such complaint.
8.4 In the event of any recall of the goods by Active
Workwear the Purchaser shall co-operate fully and
promptly with any steps taken by Active Workwear under
the Condition below.
8.5 Active Workwear may at its discretion recall any
goods already sold by Active Workwear to its customers,
(whether for a refund or credit or for replacement
of the goods which shall in each case by undertaken
by Active Workwear) and/or issue any written or other
notification to its customers about the manner of
use of any goods already sold by Active Workwear to
its customers. The customer agrees to give all reasonable
assistance to Active Workwear or the manufacturer
in resisting any claim which may arise under any recall
of product by Active Workwear or the manufacturer
of such product.
9. Force Majeure
9.1 Active Workwear reserves the right to defer the
date of delivery or to cancel the Contract or reduce
the volume of the goods ordered by the Purchaser (without
liability to the Purchaser) if it is prevented from
or delayed in the carrying on of its business due
to circumstances beyond the reasonable control of
Active Workwear including, without limitation, acts
of God, governmental actions, war or national emergency,
acts of terrorism, protests, riot, civil commotion,
fire, explosion, flood, epidemic, lockouts, strikes
or other labour disputes (whether or not relating
to either party's workforce), or restraints or delays
affecting carriers or inability or delay in obtaining
supplies of adequate or suitable materials provided
that, if the event in question continues for a continuous
period in excess of 180 days, the Purchaser shall
be entitled to give notice in writing to Active Workwear
to terminate the Contract.
10. Termination
10.1 Active Workwear may, as it thinks fit, (without
prejudice to any other rights or remedies it may have
against the Purchaser) immediately suspend further
performance of the Contract or cancel delivery of
the goods or stop any goods in transit or by notice
in writing to the Purchaser terminate the Contract
without liability to Active Workwear if:
10.1.1 the Purchaser commits a material breach of
any of its obligations under the Contract which is
incapable of remedy;
10.1.2 the Purchaser fails to remedy a breach of its
obligations under the Contract which is capable of
remedy, or persists in any breach of any of its obligations
under the Contract after having been requested in
writing by Active Workwear to remedy or desist from
such breach within a period of 14 days;
10.1.3 any distress execution or diligence is levied
upon any of the Purchaser's goods or property and
is not paid out within 7 days of it being levied;
10.1.4 the Purchaser (being a partnership) or the
Purchaser's partner offers to make any arrangements
with or for the benefit of the creditors of the Purchaser
or the Purchaser's partner generally or there is presented
in relation to the Purchaser or the Purchaser's partner
a petition of bankruptcy;
10.1.5 the Purchaser (being a limited company) is
deemed to be unable to pay its debts within the meaning
of Section 123 of the Insolvency Act 1986 or the Purchaser
calls a meeting for the purpose of passing a resolution
to wind up its company or such a resolution is passed
or the Purchaser presents or has presented a petition
to wind up or present or have presented a petition
or appoint an administrator or have an administrative
receiver or receiver appointed to the whole or any
part of the Purchaser's business, undertaking, property
or assets;
10.1.6 the Purchaser ceases, or threatens to cease,
to carry on business;
10.1.7 a secured lender to the Purchaser takes any
steps to obtain possession of the property on which
it has security or otherwise to enforce its security.
10.2 Notwithstanding any such termination or suspension
in accordance with the above the Purchaser shall pay
Active Workwear at the Contract rate all payments
subsisting at the time of termination.
11. Product Information
11.1 Whilst Active Workwear has made every effort
to ensure that details and information given in both
our printed and online publications are accurate at
the time of issue, full technical specifications are
not necessarily included and furthermore, Active Workwear's
policy is one of continuous improvement and the right
is reserved to alter details and information as the
need arises.
11.2 Accordingly, the Purchaser should check any details
and information they wish to rely on with Active Workwear
at the time of purchase. Active Workwear cannot accept
liability in respect of any errors or omissions herein
contained or for any loss or damage, malfunction or
consequential loss arising from reliance upon our
publications.
12. Active Workwear Disclaimer
12.1 Any products shown in both our printed or online
publications do not represent endorsement by Active
Workwear of any other products, services or organisations.
13. Colour Reproduction
13.1 The colour reproductions of the garments featured
in both our printed or online publications are as
accurate as the printing or electronic process will
allow.
14. Data Protection
14.1 Active Workwear will at all times comply with
its obligations under the Data Protection Act 1998.
For further information please see Active Workwear's
Privacy Policy.
15. Assignment
15.1 The Purchaser shall not be entitled to assign
the Contract or any part of it without the prior written
consent of Active Workwear.
15.2 Active Workwear may assign the Contract or any
part of it to any person, firm or company.
16. General
16.1 Each right or remedy of Active Workwear under
the Contract is without prejudice to any other right
or remedy of Active Workwear whether under the Contract
or not.
16.2 Each party agrees to keep secret and confidential
all information obtained or disclosed as a result
of the relationship of the parties under the Contract.
16.3 If any provision of the Contract is found by
any court, tribunal or administrative body of competent
jurisdiction to be wholly or partly illegal, invalid,
void, voidable, unen-forceable or unreasonable it
shall to the extent of such illegality, invalidity,
voidness, voidability, unenforceability or unreasonableness
be deemed severable and the remaining provisions of
the Contract and the remainder of such provision shall
continue in full force and effect.
16.4 Failure or delay by Active Workwear in enforcing
or partially enforcing any provision of the Contract
will not be construed as a waiver of any of its rights
under the Contract.
16.5 Any waiver by Active Workwear of any breach of,
or any default under, any provision of the Contract
by the Purchaser will not be deemed a waiver of any
subsequent breach or default and will in no way affect
the other terms of the Contract.
16.6 The parties to this Contract do not intend that
any term of this Contract will be enforceable by virtue
of the Contracts (Rights of Third Parties) Act 1999
by any person that is not a party to it.
16.7 The formation, existence, construction, performance,
validity and all aspects of the Contract shall be
governed by English law and the parties submit to
the exclusive jurisdiction of the English courts.
17. All Rights Reserved
17.1 No part of any Active Workwear publication may
be reproduced or transmitted in any form or by any
means including photocopying and recording, without
the written permission of the copyright holder, application
for which should be addressed to the publisher.
17.2 Such written permission must be obtained before
any part of this publication is stored in a retrieval
system of any nature.
17.3 All prices are subject to VAT. All prices are
subject to alteration without notice. We reserve the
right to amend the Conditions which are subject to
confirmation at the time of application.
Active Workwear - trading name of Active Leeds Ltd
- Co no: 5197205
56 Bradford Road, Stanningly, Leeds, LS28 6EF
Tel: 0113 256 7021 Fax: 0113 256 6600
Active Workwear - Leeds. An Official Supplier and distributer for www.SnickersWorkwear.com - Sweden. Providing a full range of Snickers workwear, snickers trousers and snickers clothing.
Free Delivery on Orders over £75.00 plus Special Offers.
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