Terms of service

Terms and Conditions of Sale

1

Goods

1.1

“Goods” means any goods to be supplied by ELLI POPP to the customer (including any part or parts of them) in accordance with condition 1.2 below.

1.2

The quantity and description of the Goods shall be as set out in the Order Confirmation (as defined in paragraph 4.3 below).

1.3

Cancellations or alterations to ordered Goods (such as size, colour, reference, quantity) may be made by the customer in writing within 24 hours of confirmation of the order.

2

Terms and Conditions

2.1

These terms and conditions apply to all ELLI POPP sales.  Any sale and purchase of Goods from Elli Popp shall be on these terms and conditions to the exclusion of all others.

2.2

Any variation to these terms and conditions and any representations about the Goods shall have no effect unless expressly agreed in writing and signed by an authorised representative of ELLI POPP.

3

Point of Sale

3.1

The Goods are at the risk of the customer from the time of dispatch the Goods by ELLI POPP.

3.2

Ownership of the Goods shall not pass to the customer until ELLI POPP has received in full all sums due to it in respect of the Goods and all other sums which are or become due to ELLI POPPfrom the customer on account.  The customer may resell the Goods before ownership has passed to it provided that any sale shall be in the customer’s ordinary course of business, at full market value and deemed a sale of ELLI POPP’s property.

4

Price and Payment

4.1

Unless otherwise stated by ELLI POPP in writing, the price for the Goods shall be the price set out in the confirmed order

4.2

The price for the Goods shall be exclusive of any value added tax and all other costs related to carriage and insurance, all of which the customer shall pay in addition unless otherwise agreed in writing.

4.3

Payment in full of the price for the Goods is due in the invoice currency immediately upon receipt of the invoice.

4.4

Payment may be made by cheque or bank transfer, details of which will be provided on the invoice form.  No payment will be deemed to have been received until ELLI POPP has received cleared funds.

4.5

ELLI POPP may pass debt ownership to a third party for collection of payment. If full payment of the price for the Goods has not been received within 15 days of delivery (or deemed delivery) of the Goods, ELLI POPP or such third party may begin legal proceedings to recover payment.

4.6

The customer shall make all payments due in full without any deduction (be it set-off, counterclaim, discount, abatement or otherwise).

5

Delivery

5.1

ELLI POPP will provide an estimated delivery date with confirmation of the order.  ELLI POPP will provide confirmation of the actual delivery date no later than 3 days prior to the estimated dispatch date.

5.2

Any dates specified by ELLI POPP are intended to be an estimate and time for delivery shall not be of the essence.  Without prejudice to the foregoing, ELLI POPP will inform the customer immediately of any unforeseen delays to delivery.

5.3

ELLI POPP shall not be liable for direct, indirect or consequential losses (including without limitation pure economic loss, loss of profits, loss of business, deletion of goodwill and other similar loss) costs, damages or expenses caused directly or indirectly by any delay in the delivery of the Goods. The customer is not permitted to terminate or rescind unless a delay exceeds 30 days. Elli Popp’s responsibility in such cases is limited to a full refund of the initial payment after that date.

5.4

Unless otherwise agreed, delivery of Goods shall take place at the customer’s address notified to ELLI POPP from time to time and on a date to be mutually agreed between ELLI POPP and the customer.

5.5

If for any reasons the customer fails to accept the delivery of any Goods on the agreed delivery date, the customer shall be liable for all related costs and expenses (including without limitation storage, insurance and redelivery).

5.6

The quantity of any consignment of Goods as recorded by ELLI POPP upon dispatch from ELLI POPP shall be conclusive.

6

Resale

6.1

The customer agrees to display ELLI POPP merchandising tags on all Goods and to the best of its abilities to display Goods in so as to promote the relevant brand and associated labels of the Goods.

6.2

ELLI POPP reserves the right to resell any goods, samples or unsold stock from time to time at price points discretionary to ELLI POPP.

7

Privacy Policy

Customer details may be used by ELLI POPP to send information on ELLI POPP events and updates from time to time but will not be disclosed to third parties.

8

Liability

8.1

Any claims against ELLI POPP by the customer in respect of damaged Goods must be made in writing to ELLI POPP within 7 days of the date of delivery of the Goods.  Any liability of ELLI POPP for damaged Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at a pro rata rate. In exceptional circumstances a refund will be offered if agreed in writing by both parties in advance of the purchase/sale.

8.2

All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded.

8.3

Unless otherwise provided by law, ELLI POPP’s total liability in contract, tort misrepresentation or otherwise, arising in connection with the performance or contemplated performance under these terms and conditions will be limited to the price payable by the customer in respect of the Goods.  ELLI POPP shall not be liable to the customer for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise, whether direct, indirect or consequential (howsoever caused) which arise out of or in connection with these terms and conditions.

9

Governing Law

These terms and conditions shall be governed by English Law and the parties submit to the exclusive jurisdiction of the English Courts.