Samuel Findings & Jewellers Ltd – Terms of Trading 2014

  1. PRICE
  1. All prices quoted exclude VAT (unless otherwise stated).
  2. VAT will be charged at the applicable rate at the time of delivery.
  3. All written or oral quotations lapse after 5 days (unless otherwise stated).
  4. The price quoted excludes delivery (unless otherwise stated).
  5. The price quoted will be an illustrative estimate only and the price charged will be the price current at the time of delivery.
  6. For goods containing precious metals the price charged will be based on the current or next available market fixing at the date of order acceptance.
  7. At any time before delivery we may adjust the price to reflect any increase in our cost of supplying the goods.
  1. You must pay us in cash or in cleared funds prior to delivery of the goods, unless you have an approved credit account.
  2. If you have an approved credit account, payment is due no later than 30 days after the end of the month in which the invoice was raised (unless otherwise agreed in writing).
  3. If you fail to pay us on the due date we may:
    1. Suspend or cancel any future deliveries;
    2. Cancel any discounts or special prices offered to you;
    3. Charge you interest at the rate set under s.6 of the Late Payment of Commercial Debts (Interest) Act 1998;
      1. Calculated on a daily basis from the date of our invoice until payment;
      2. Compounded on the first day of each month; and
      3. Before and after any judgment (unless a court orders otherwise):
    4. Claim fixed sum compensation from you under s.5A of the Act to cover our credit control overhead costs; and
    5. Recover (under clause 4.7 the cost of taking legal action against you to make you pay.
  4. If you have an approved credit account, we may withdraw it or reduce your credit limit or bring forward your due date for payment. We may do this at any time and without notice.
  5. You do not have the right to set off any money that you may claim from us against anything you may owe us.
  6. While you owe us money, we have a lien on any of your property in our possession.
  7. You are to indemnify us in full and hold us harmless from all expenses and liabilities we may incur (directly or indirectly) including financing costs and including legal costs on a full indemnity basis following any breach by you of any of your obligations under these terms.
  8. We may charge you a finance charge (both before and after any judgment) on the amount unpaid (and all amounts then due) at the rate of 2 per cent per calendar month until payment is made in full. (A part of a month is taken as a full month for the purpose of this calculation).
  1. TITLE
  1. Until you pay the debts you may owe us:           
    1. All goods supplied by us remain our property;
    2. You must store all goods so that they are clearly identifiable as our property;
    3. You must insure them against the risks for which a prudent owner would insure them and hold the policy on trust for us;
    4. You may use those goods and sell them in the ordinary course of your business but not if:
      1. We revoke that right by informing you either orally or in writing if you become insolvent.  We may treat you as insolvent if:        
        1. You are unable to pay your debts as they fall due; or
        2. You or any item of your property become the subject of any formal insolvency procedure, any application or proposal for any formal insolvency procedure or any application, procedure or proposal overseas with similar effect or purpose.
  2. You must inform us immediately if you become insolvent.
  3. If your right to use and sell the goods is no longer valid, you must allow us to remove the goods.
  4. We have your permission to enter any premises where the goods may be stored
    1. At any time to inspect them; and
    2. After your right to use and sell them is no longer valid, to remove them using reasonable force if necessary.
  5. Despite our retention of title to the goods, we have the right to take legal action against you to recover the price of the goods supplied should you fail to pay us by the due date.
  6. You are not our agent. You have no right to make any contract on our behalf or in our name.
  1. All delivery times quoted are estimates only.
  2. If we fail to deliver within a reasonable time, you may (by informing us in writing) cancel the contract.
  3. You may not cancel the contract if we receive your notice after the goods have been despatched.
  4. If you cancel the contract then you have no further claim against us under that contract.
  5. If you accept delivery of the goods after the estimated delivery time, it will be on the basis that you have no claim against us for delay (including indirect or consequential loss or increase in the price of the goods)
  6. We may deliver the goods in instalments. Each instalment will be treated as a separate contract.
  7. We can decline to deliver if we believe that it would be unsafe, unlawful or unreasonably difficult to do so or if the premises or access to them are unsuitable for our vehicles or vehicles of our agents.
  1. RISK
  1. The goods are at your risk from the time of delivery.
  2. Delivery takes place either:
    1. At our premises if you are collecting them or arranging carriage; or
    2. At your premises or address specified by you for delivery if we arranged carriage.
  3. You must inspect the goods at the time of delivery. If the goods are damaged or not delivered you must write to us within 5 days of delivery or the expected delivery time.
  4. You must give us a fair chance to inspect the damaged goods.
  1. We warrant that the goods:
    1. Comply with their description; and
    2. Are free from material defect at the time of delivery (provided you comply with clause 6c)
  2. We give no other warranty (and exclude any warranty, term or condition that would otherwise be implied) as to the quality of the goods or their fitness for purpose.
  3. If you believe that we have delivered goods that are defective in materials or workmanship, you must:
    1. Inform us in writing with full details as soon as possible; and
    2. Allow us to investigate (we may need to access your premises and to be provided with product samples).
  4. If the goods are found to be defective in material or workmanship, following our investigations, and you have complied with clause 6c in full, we will at our discretion, repair the goods replace the goods or refund the price.
  5. We are not liable for any other loss or damage arising from the contract or the supply of the goods or their use, even if we are negligent, including:
    1. Direct financial loss, loss of profits or loss of use; and
    2. Indirect or consequential loss.
  6. Our total liability to you is limited to the value of the goods supplied to you.
  1. If we must prepare the goods in accordance with your specifications or instructions, you must ensure that:
    1. The specifications or instructions are clear and accurate;
    2. Goods prepared in accordance with those specifications or instructions will be fit for the purpose for which you intend to use them; and
    3. Your specifications or instructions will not result in the infringement of any intellectual property rights of a third party, or in the breach of any applicable law or regulation.
  2. We reserve the right to:
    1. Make any changes in the specifications of our goods that are necessary to ensure they conform to any applicable safety or statutory requirements; and
    2. Make without notice any minor modifications in our specifications we think necessary.
  3. You accept that there will be a tolerance on all items supplied by weight and or length and or quantity are subject to a tolerance of + or – 5% of the specified dimensions, weight, length and/or quantity.
  1. We will at no time accept returns of cut metal or chain.
  2. We will accept the return of other goods from you only:
    1. By prior arrangement (confirmed in writing);
    2. On payment of an agreed handling charge, unless the goods were defective when delivered; and
    3. Where the goods are as fit for sale on their return as they were on delivery.
  3. For hygiene reasons we will not accept returns on earrings or body jewellery.
  1. This clause applies except where it is inconsistent with any other written agreement between us, where we supply goods over an international border or overseas.
  2. The Incoterms of the International Chamber of Commerce which are in force at the time when the contract is made apply to exports but these terms prevail if there is any inconsistency.
  3. Unless otherwise agreed, the goods are supplied ex works our place of manufacture.
  4. Where the goods are to be sent by us to you by a route including sea transport we are under no obligation to give notice under section 32(3) of the Sale of Goods Act 1979.
  5. You are responsible for arranging testing and inspection of the goods at our premises before shipment. We are not liable for any defect in the goods which would be apparent on inspection unless a claim is made before shipment.
  6. We are not liable for any damage during transit.
  7. We are not liable for the death or personal injury arising from the use of the goods delivered in the territory of another state within the meaning of s26 (3) (b) Unfair Contract Terms Act 1977.
  1. You may not cancel the order unless we agree in writing.
  2. If you cancel the contract you will have no further claim against us under that contract.
  3. If the order is cancelled for any reason you are then to pay us for all stock that we may then hold or to which we are committed for the order.
  4. We may suspend or cancel the order if:
    1. You fail to pay us any money when due;
    2. You become insolvent;
    3. You fail to honour your obligations under these terms.
  1. Any waiver or variation of these terms is binding in honour only if:
    1. Made or recorded in writing;
    2. Signed on behalf of each party;
    3. Expressly stating an intention to vary these terms.
  2. All orders that you place with us will be on these terms. By placing an order with us you are expressly waiving any other printed terms that you may have to the extent that they are inconsistent with our terms.
    1. If we are unable to perform our obligations to you or only able to perform them at unreasonable cost because of circumstances beyond our control, we may cancel or suspend any of our obligations to you, without liability.
    2. Examples of these circumstances include act of God, accident, explosion, war, terrorism, fire, flood, transport delays, strikes and other industrial disputes and difficulty in obtaining supplies.


    1. English law is applicable to any contract made under these terms.
    2. We reserve the right at our sole discretion to commence proceedings against you in the jurisdiction where the goods are situated.
    3. If you are more than one person, then each of you has joint and several obligations under these terms.
    4. If any of these terms are unenforceable as drafted, then it will not affect the enforceability of any other term and if it would be enforceable if amended it should be treated as so amended.
    5. All printed materials, catalogues, brochures, promotional materials and our internet site are to be treated as illustrative only. Their contents form no part of our contract with you.
    6. No contract will create any other right enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999) by any person not identified as the buyer or seller.
    7. The only statements you can rely on in making the contract with us are those made in writing by an authorised representative of the company.
    1. Use of Our Website
      1. We may change anything on our website at any time at our absolute discretion.
      2. We have no responsibility for the content of any website other than our own even if our own site links to another website.
      3. We retain all rights to our website design and all images on it. We have copyright and other rights to the design, look, style, appearance and content. You may not at any time, copy, modify, reproduce, publish, distribute or broadcast in any format any material found on this site. You may view and print from the website only in the capacity as a buyer or potential buyer from us.
      4. We may restrict or suspend the use of the website at our discretion. Where possible we will give advance warning of this.
    2. Online Accounts
      1. You may open an online account with us. You will need to log into our website using your own personal log in information to access the information stored in your account. You must keep your account name and password confidential and safe to prevent unauthorised users from accessing your account.
      2. You must tell us immediately if you suspect that your account is being used without your authority and/or if you believe the security of your account has been compromised.
      3. You are responsible for all activity on your account including purchases, returns and cancellations.
      4. Please inform us promptly of any changes to the details on your account.
      5. We may at any time and without notice or reason, suspend, modify or close accounts.
    3. Placing an Online Order
      1. When you place an online order, you are offering to buy the goods from us. There is no commitment from us to supply these goods at this price or at all, until we accept your offer.
      2. Goods are subject to availability and we do not guarantee the stock of any item on our website.
      3. We will inform you if any items you have ordered are not in stock or cannot be supplied.
      4. If after you place an online order, we become aware that the price or description we have supplied is incorrect, we will email you to tell you. You can then choose whether to continue with the order at the revised price and or description or you can choose to cancel the order in whole or part. We will then refund the relevant portion of your payment.
      5. On placing your order, we may send you an email to confirm that we have received your order and that we are processing it. This email is not a confirmation that your order has been accepted. There is no binding contract created at this stage.
      6. When your payment has been received and we have processed the order for delivery, we will contact you to tell you we have accepted your order
      7. We may pass your details to third parties for address, identity, fraud and credit checks to protect us and you from fraud.
    4. Price
      1. The prices and delivery charges shown online are estimates only. Once the goods are ready for despatch, we will contact you to let you know the actual price.
      2. We will charge you the price of goods inclusive of VAT at the current rate of 20%.
      3. You must pay for the goods and delivery when you place an order with us unless we have agreed that you may have a credit account.
    5. Delivery
      1. All quoted delivery times are estimates only and we cannot guarantee delivery at a particular time and date.
      2. If we are prevented from delivering within 30 days after receiving your order we will give you the option to either accept substitute goods or cancel the order. IF you cancel the order we will refund the relevant part of the payment and this will constitute acceptance that you have no further claim against us under the contract.
      3. If you accept delivery of the goods after the estimated delivery time it will be on the basis that you have no claim against us for delay including loss of profits or any other financial loss whether direct or indirect or consequential.
      4. We may deliver the goods in instalments.
      5. We have to deliver to the cardholder at the address registered on the payment card.
    6. Warranties
      1. We warrant that the goods on our website:
        1. Comply in material respects with their description
        2. Are free from material defects at the time of delivery
      2. The descriptions on the website are only for identification. Goods may vary slightly from their description or appearance, technical specification and/or weight and performance.
      3. If you believe that you have been supplied goods which are defective in material or workmanship then you must inform us in writing as soon as possible with full details and allow us to investigate.
      4. If the goods are found to be defective in material or workmanship and you have complied with all conditions relating to your claim in full, we will at our discretion replace the goods or refund the price.
      5. We are not liable for any loss or damage including indirect or consequential loss, financial loss, loss of profits or any other loss arising from the supply of these goods or their use even if we are negligent.
      6. For all liabilities to you under these terms, our liability is limited in damages to the price of the goods.