Standard Terms and Conditions of Business

General

1.      These Terms and Conditions govern the use of our website www.franses.co.uk (‘the Website’) together with the Terms and Conditions on which any visitor to or user (‘You’) of this Website may order goods from us on the Website.

2.      J. Franses & Son Limited is a company registered in England & Wales under registration number 3789601 and whose registered office address is 23, Westover Road, Bournemouth, Dorset. BH1 2BZ (‘the Company, we, us’).  We own and operate the Website.   By using our Website You accept these Terms and Conditions in full and agree to be bound by these Terms and Conditions.  If You disagree with these Terms and Conditions or any part of them You must not use our Website.  We may make changes to these Terms and Conditions from time to time including posting a revised version of these Terms and Conditions on the Website.  Your use of the Website following changes to these Terms and Conditions will constitute your acceptance of those changes.

2.1.    Any advice, recommendation or valuation given by us or our employees, servants and agents to You in any form and which is not confirmed in writing by an authorised representative of the Company [and for the avoidance of doubt writing includes email] is followed or acted upon entirely at Your own risk and accordingly we shall not be liable for any such advice, recommendation or valuation which is not so confirmed.

2.2.    Any typographical, clerical or other error or omission in any sales literature, quotation, valuation, price list, acceptance of offer, invoice or other document or information issued by the Company or contained on the Website shall be subject to correction without any liability on the part of the Company.

(3)      Licence to use website

We or our licensors own all the intellectual property rights in the Website and all of the texts, pictures, videos and other content and material on the Website.  Subject to the licence below, all these intellectual property rights are reserved.

Your permission to use the Website is personal to You and non-transferable.  Your use of the Website is conditional upon Your compliance with the provisions contained within these terms and conditions and You agree that You may view download for caching purposes only, and print pages from the Website for Your own personal use, subject to the restrictions set out below and elsewhere in these terms and conditions

You must not:

(a)     republish material from this Website (including republication on another website);

(b)     sell, rent or sub-license material from the Website;

(c)     show any material from the Website in public;

(d)     reproduce, duplicate, copy or otherwise exploit material on our Website for a commercial purpose; 

(e)     edit, adapt, translate, reverse engineer, decompile or disassemble or otherwise modify any portion of the Website;

(f)      redistribute material from this Website (such as our newsletter); 

Notwithstanding the foregoing we grant the operators of public online search engines limited permission to use search retrieval applications to reproduce materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of such material solely in connection with each operator’s public online search service.   We reserve the right to revoke these exceptions either generally or in specific instances.

(4)      Acceptable use

You must not use: 

4.1     our Website in any way that causes, or may cause, damage to the Website or impairment of the availability or accessibility of the Website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.

4.2     our Website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.

4.3     conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.

4.4     use the Website to defame, abuse, harass, stalk, threaten or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity;

4.5     impersonate any person or entity, falsely state or otherwise misrepresent Your affiliation with any person or entity in connection with the Website or express or imply that we endorse any statement that You make;

4.6     interfere with or disrupt the operation of the Website or the servers or networks used to make the Website available or violate any requirements, procedures, policies or regulations of such networks; 

4.7     remove any copyright, trademark or other proprietary rights, notices from the Website or materials originating from the Website.

4.8     use our Website to transmit or send unsolicited commercial communications.

4.9     use our Website for any purposes related to marketing without our express written consent.

The Website may provide links to other websites and online resources.   We are not responsible for and do not endorse such external site or resources.  Your use of third party websites and resources is at Your own risk.

(5)     Restricted access

 We reserve the right to restrict access to areas of our Website, or indeed our whole Website, at our discretion.  Access to restricted areas of the Website may be subject to registration and other conditions.

If we provide You with a user ID and password to enable You to access restricted areas of our Website or other content or services, You must ensure that that user ID and password is kept confidential. 

We may disable Your user ID and password in our sole discretion without notice or explanation].

(6)      Limited warranties 

We do not warrant the completeness or accuracy of the information published on this Website; nor do we commit to ensuring that the Website remains available or that the material on the Website is kept up-to-date.

We will use reasonable efforts to ensure that the Website is available at all times, however we cannot guarantee that the Website or any individual function or feature of the Website will always be available and/or error free.  In particular the Website may be unavailable during periods when we are implementing upgrades to or carrying out essential maintenance on the Website.

We provide the Website on an “as is” basis and make no representations as to the quality, completeness or accuracy of any content available on the Website.  To the maximum extent permitted by law we expressly exclude:

(i)      all conditions, representations, warranties and other terms that might otherwise be implied by law into these terms of use;  and

(ii)     any and all liability to You whether arising under these Terms and Conditions or otherwise in connection with Your use of the Website

The foregoing is a comprehensive limitation of liability that applies to all damages of any kind including (without limitation) compensatory, direct, indirect or consequential damages, loss of data, income or profit, loss of or damage to property and claims for third parties.

(7)      Limitations and exclusions of liability

Nothing in these terms and conditions is intended to: (a) limit or exclude our or Your liability for death or personal injury resulting from negligence; (b) limit or exclude our or Your liability for fraud or fraudulent misrepresentation; (c) limit any rights You may have as a consumer under local law or other statutory rights which may not be excluded.

The limitations and exclusions of liability set out in this Section and elsewhere in these terms and conditions: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the Terms and Conditions or in relation to the subject matter of the terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty. 

To the extent that the Website and the information and services on the Website are provided free-of-charge, we will not be liable for any loss or damage of any nature.

We will not be liable to You in respect of any losses arising out of any event or events beyond our reasonable control.

We will not be liable to You in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.

We will not be liable to You in respect of any loss or corruption of any data, database or software.  

(8)      Indemnity

You hereby indemnify us and undertake to keep us indemnified against any losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute on the advice of our legal advisers) incurred or suffered by us arising out of any breach by You of any provision of these Terms and Conditions, or arising out of any claim that You have breached any provision of these Terms and Conditions. 

(9)      Breaches of these terms and conditions

Without prejudice to our other rights under these Terms and Conditions, if You breach these Terms and Conditions in any way, we may take such action as we deem appropriate to deal with the breach, including suspending Your access to the Website, prohibiting You from accessing the Website, blocking computers using Your IP address from accessing the Website, contacting Your internet service provider to request that they block Your access to the Website and/or bringing court proceedings against You.

If we terminate Your access to the Website You will not have the right to bring claims against us with respect to such termination and we shall not be liable for any termination of Your access to the Website.

(10)    Price and Payment

10.1.  When You place an order with us on the Website You will be required to enter Your email address and contact details.  Once Your order has been accepted by Us, You will receive a confirmatory email from Us to Your registered email address, together with an invoice for payment (‘Invoice’).  Our acceptance of Your order by way of this confirmatory email brings into existence a binding contract between us.

10.2   Unless otherwise stated on that invoice all prices are inclusive of any Value Added Tax

10.3   Payment will be due on the date of the Invoice unless otherwise agreed in writing by an authorized representative of the Company. In any case, the time of payment of the price shall be of the essence and receipts for payments will be issued only upon request.

10.4   If You fail to make payment of the price to the Company on the due date as specified within the Invoice then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to:-

(a)     cancel our contract with You, retain any goods ordered by You under that contract and recover damages for any loss suffered by the Company as a result of such cancellation; and/or

(b)     cancel any other contract which You may have with the Company and recover damages for any loss suffered by the Company as a result of such cancellation; and/or

(c)     charge You interest at the rate of 4% per annum above Barclays Bank Plc base lending rate for the time being on the amount due to the Company from the due date as stated under the Invoice to the date of actual payment thereof (both before and after any judgement) such interest to be paid on demand by the Company and all costs incurred in recovering any monies due.

(11)    Risk and Property

11.1   Risk of damage to or loss of the goods shall pass to You on whichever is the earlier of:

(a) the time of delivery of the goods to You by the Company or its agent;

(b) the time of collection of the goods by You or Your agents; and

(c) seven days after the date when the Company shall have notified You that the goods are available for collection.

11.2    Notwithstanding delivery and the passing of risk in any goods or any other provisions of these Terms and Conditions, all goods shall remain the sole and absolute property of the Company until such time as the Company has received in cash or cleared funds payment in full of the price of such goods, and payment in full of other sums due by You to the Company.

(12)   Termination of Contract 

12.1   You have the legal right to cancel Your order (*Save in respect of personalised or engraved items) up to seven working days from the date after receipt of Your confirmatory email and Invoice.  Saturdays, Sundays and Bank Holidays are not included within the [seven] day allowance period.   You do not need to give us any reason for cancelling Your contract nor will You have to pay any penalty.  Cancellation of orders must however be made in writing or by way of email to the following email address : info@franses.co.uk.   If the effective items have been despatched prior to notification of cancellation these items must not be unpacked when they are received and must be returned to us (at Your own expense and risk) at our contact address as soon as possible.  If You have already received the goods before You cancel then You must send the goods back to our contact address at your own cost and risk. 

         (*Personalised or engraved items can only be cancelled prior to receiving Your confirmatory email).

12.2   We reserve the right to cancel Your contract between us if:

         (a)     we have insufficient stock to deliver the goods you have ordered;

         (b)     we do not deliver to Your area;  or

         (c)     one or more of the goods You ordered was listed at an incorrect price due to a typographical error or an error in the price information received by us from our suppliers.

         If we cancel Your contract we will notify You by email and will credit to Your account any sums deducted by us under the terms of the Invoice as soon as possible but in any event within 30 days of Your order.  We will not be obliged to offer any additional compensation for disappointment suffered.

12.2   In the event of the occurrence of any of the following, in addition to our rights listed above, the Company shall have the right forthwith to terminate any contract then subsisting between the Company and You and upon notice of such termination being posted by the Company to You any subsisting contract shall be deemed to have been terminated without prejudice to any claim or right the Company might otherwise make or exercise:-

(a)     You shall make default in or commit a breach of any contract or other obligation to the Company; or

(b)     any distress or execution shall be levied upon  Your property or assets; or

(c)     You shall make or offer to make any arrangements or composition with creditors or commit any act of bankruptcy; or

(d)     any petition or receiving order in bankruptcy shall be presented or made against You; or

(e)     (if You shall be a limited company) any resolution or petition to wind-up You (other than for the purpose of an amalgamation or reconstruction) shall be passed or presented; or

(f)      (if You shall be a limited company) a receiver or an administrative receiver shall be appointed in respect of You's undertaking, property or assets or any part thereof; or

(g)     (if You shall be a limited company) an administrative order shall be made in respect of You; or

(h)     (if You shall be a limited company) You is unable to pay debts within the meaning of Section 123 of the Insolvency Act 1986 (but with the omission of the words "the satisfaction of the Court" in Section 123(1) and 123(2) of that Act) or stops, or suspends payment of all or material part of its indebtedness.

(13)    Delivery

13.1   UK Delivery

We offer the following types of delivery within the UK: 

Royal Mail Special Delivery

13.2   EU Delivery / Rest of the World

We offer the following types of delivery within the EU/Europe and/or outside the UK:

Fedex standard service

13.3     All delivery times are based around working days (Mon-Fri) to the exclusion of Bank Holidays, are estimates only and refer to the time from which we receive your order.  Please note that the day we receive your order may not be the day you placed your order.  For example, if you place an order on Sunday, the order will not be processed through our order management system until Monday.

13.4     These delivery times represent the level of service we endeavour to achieve for all orders but we do not guarantee that products will be delivered at a particular time on a particular date.  On occasion we may incur internal delays, which will increase these time frames.  We use Royal Mail for the distribution of all our packages.  On occasion delays beyond our control may be caused by the Royal Mail.   We shall have no liability to you for any failure to deliver the goods you have ordered or any delay in doing so or for any damage or defect of goods that is caused by any event or circumstance beyond our reasonable control including without limitation strikes, lockouts and other industrial disputes, breakdown of systems or network access, flood, fire, explosion or accidents.

13.5     Packages will be delivered to the delivery address that was provided when the order was placed.  You must make arrangements to receive packages despatched to that address.  A signature will be required for proof of receipt.  If it is not possible to deliver the goods, Royal Mail will leave a card with contact details for your local collection point. This will allow you to arrange an alternative delivery date. You will also have the option to collect your package from your local collection point, should you prefer to.

13.6     If your package has not been delivered within our estimated delivery time, please firstly check whether Royal Mail has attempted a delivery when you were not at your delivery address. All shipped packages require a signature, if you were out your package may be being held by your local collection point. A card will have left with their telephone number to call. You will also have the option to collect your package from your local collection point, should you prefer to.

           All packages sent using Royal Mail are able to be tracked once a delivery has been attempted. Should you suspect your order to have been lost by Royal Mail please contact our Customer Relations Team at info@franses.co.uk who will be happy to investigate on your behalf.

14.      Liability

14.1   If the goods we deliver are not what you ordered or are damaged or defective or the delivery is of an incorrect quantity we shall have no liability to you unless you notify us in writing at our contact address  or by email at info@franses.co.uk of the problem within 14 working days of the delivery of the goods in question.

14.2   If you do not receive the goods ordered within 14 days of the date on which you ordered them we shall have no liability to you unless you notify us in writing at our contact address or by email at info@franses.co.uk of the problem within 21 days of the date on which you ordered the goods.

14.3   If you notify a problem to us under clauses 12.1 and 12.2 above our only obligation will be at your option:

         14.3.1         to make good any shortage or non-delivery;

         14.3.2         to replace any goods that are damaged or defective;  or

         14.3.3         to refund to you the amount paid by you for the goods in question accordance with clause 14 below. 

14.4   Save as precluded by law we will not be liable to you for any indirect or consequential loss, damage or expenses (including loss of profits, business or goodwill) howsoever arising out of any problem you notify to us under this condition an we shall have no liability to pay any money to you by way of compensation other than to refund to you the amount paid by you for the goods in question under clause 12.3.3 above.

14.5   You must observe and comply with all applicable regulations and legislations including obtaining all necessary customs, import or other permits to purchase goods from our Website.   The importation or exportation of certain of our goods to you may be prohibited by certain national laws.  We make no representation and accept no liability in respect of the export or import of the goods you purchase.

14.6   Nothwithstanding the foregoing nothing in these terms and conditions is intended to limit any rights you might have as a consumer under applicable local law or other statutory rights that may not be excluded nor in any way to exclude or limit our liability to you for any death or personal injury resulting from our negligence.

14.7   [Specific provision for personalised or engraved items].

(15)    Your Required Information

15.1   To purchase from our Website You will need to register a number of details with us.  You will be required to provide information about yourself that is up to date and accurate.  The key information that we will require includes your first name and surname and/or company name, your email address, phone number (in case we need to contact you directly about an order query), your deliver address including accurate post code.  We will not be able to complete any transactions without the billing address of the credit You have used to complete a purchase on line (if applicable).  We would also advise that You read our privacy policy at www.franses.co.uk              for full details of our policy on how we use information collected about You. 

(16)    Validity

16.1   In the event that any provision of these Terms and Conditions shall be determined to be illegal, invalid or unenforceable, such illegality or unenforceability shall not affect the validity and enforceability of the remaining provisions of these conditions which shall be construed as if such legal or invalid or unenforceable provisions had not been inserted.

(17)    Set-Off

17.1   The Company may apply all or any part of any sum owing by the Company to You in relation to any matter whatsoever in or towards payment of any sum owing to the Company.

(18)    Notices

18.1   Any notice required or permitted to be given by any party to another under these Terms and Conditions shall be in writing addressed to that other at its registered office or principal place of business or last known address of such other address as may at the relevant time have been notified pursuant to this Condition to the party giving the notice.

(19)    Governing Law and Jurisdiction

19.1   All contract between the Company and You shall in all respects be governed by English Law and all disputes which may arise out of or in connection with these Terms and Conditions.