Denhay Terms of sale
1. These terms
1. What these terms cover. These are the terms and conditions on which we supply products to you. They are aimed at our business customers, not consumers. These terms and conditions apply to the order by you and supply of goods by us to you (the “contract”).
2. Why you should read them. Please read these terms carefully before you submit your order to us. These terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there is a problem and other important information. If you have any questions about these terms, please contact us.
2. Information about us and how to contact us
1. Who we are. We are Denhay Farms Limited a company registered in England and Wales. Our company registration number is 504226 and our registered office is 5th Floor, The Paragon, Counterslip, Bristol BS1 6BX. Our main trading address is Denhay Farms Ltd, Heathpark, Devonshire Road, Honiton Devon EX14 1SD. Our VAT number is GB 186 6534 27.
2. How to contact us. You can contact us by calling us on 01404 548262 or by e-mailing us at [email protected].
3. How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the e-mail address or postal address you provided to us in your order. When we use the words “writing” or “written” in these terms, this includes communication by e-mail.
3. Our contract with you
1. Placing your order. Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the goods specified in the order subject to these terms.
2. Correcting order errors. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate.
3. Acknowledging receipt of your order. After you place an order, you may receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted.
4. How we will accept your order. Our acceptance of your order will take place when we e-mail you expressly confirming we accept it, at which point a contract will come into existence between you and us.
5. If we cannot accept your order. If we are unable to accept your order, we will inform you during the checkout process you will not be able to submit your order. You will not be charged.
6. Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
7. We only sell to the UK. Our website is solely for the promotion of our products in the UK. Unfortunately, we do not accept orders from nor deliver to addresses outside the UK.
8. Entire agreement. The contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the contract.
9. Variation. Any variation of the contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
4. Our products
1. Products may vary slightly from their pictures. The images of the products on our website are for illustrative purposes only and may include recipe suggestions or other items not included in your order. Although we have made every effort to display the colours accurately, we cannot guarantee that your device’s display of the colours accurately reflects the colour of the products. Your product may vary slightly from those images. Although we have made every effort to be as accurate as possible, because our products are handmade, all sizes, weights, capacities, dimensions and measurements indicated on our website have a 5% tolerance. You will not be charged or refunded for variations in weight of products within this tolerance.
2. Product packaging may vary. The packaging of the product may vary from that shown on images on our website.
3. Our packaging will keep perishable goods safe for 36 hours. Perishable goods must be consumed, frozen or refrigerated within 36 hours from the time of dispatch. You must follow our care and storage instructions for the products.
5. Your rights to make changes
If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
6. Our rights to make changes
1. Minor changes to the products. We may change the product or cancel the order if there are changes in relevant laws and regulatory requirements. We will contact you by telephone or email to let you know of any change or cancellation required by law or regulation.
2. Substitution of products. Where you have ordered a product which we cannot provide (by way of example, because it is a perishable product which would not be edible by the time it is delivered to you) we may, at our sole discretion, provide a substitute of that product which we believe to be similar or materially identical to the product you ordered. You will not be charged additional fees for substituted products. Before making a substitution we may attempt to contact you by telephone or email to confirm the substitution with you.
7. Providing the products
1. Delivery costs. The costs of delivery will be as displayed to you on our website or as confirmed in our acceptance of your order.
2. When we will provide the products. During the order process we will let you know an estimated date when we will provide the products to you.
3. Late Delivery. If your delivery arrives outside of the period indicated to you during the order process and accepted by us, we may offer you a refund of the difference between the delivery cost at your elected period and the delivery cost for the time the products are delivered.
4. We are not responsible for delays outside our control. If our supply of the products is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
5. If no one is available at your address to take delivery when the product is delivered. If no one is available at your address to take delivery of your order it will be left at a safe and convenient place, which you have specified to us in your order. If the products cannot be left at a safe and convenient location, or none has been specified, or you are not in, our courier will leave your products either;
1. with a neighbour; or
2. in a place which the courier determines to be suitable.
We take no responsibility for any lost or damaged products if either 7.5.1 or 7.5.2 happens, there is no one at the address you have provided at the delivery slot you have selected to accept your order or if you fail to specify a safe and convenient location.
6. When you become responsible for the product. The product will be your responsibility from the time we deliver the product to the address you gave us, or take any of the steps outlined at 7.5.
7. When you own the goods. The products which form your order become your goods once we have received payment in full.
8. What will happen if you do not give required information to us. We may need certain information from you so that we can supply the products to you, for example, delivery instructions. We ask for this information when checking-out on our website. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract (and clause 10.1.2 will apply) or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
8. Your rights to end the contract
1. You can always end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing and when you decide to end the contract:
1. If what you have bought is faulty or misdescribed you may have a legal right to end the contract, see clause 11;
2. If you want to end the contract because of something we have done or have told you we are going to do, see clause 8.2;
2. Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out below the contract will end immediately and we will refund you in full for any products which have not been provided. The reasons are:
1. we have told you about an upcoming change to the product or these terms which you do not agree to;
2. we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;
3. there is a risk that supply of the products may be significantly delayed because of events outside our control;
4. you have a legal right to end the contract because of something we have done wrong.
3. Where an order contains perishable products. You can cancel any order that contains perishable products (for example, meat) up to 9am the day before the delivery date you specify in your order. For example, if you have ordered perishable product to be delivered at any time on a Thursday, you have until 9am on Wednesday morning to cancel your order.
4. When you don’t have the right to cancel your order after delivery. You do not have a right to cancel your order after delivery has been made (unless the products can be shown to have been defective when we delivered them to you) in respect of:
1. products which are perishable products (such as raw meats);
2. products sealed for health protection or hygiene purposes, once these have been unsealed after delivery;
3. any products which become mixed inseparably with other items after their delivery.
9. How to end the contract with us
1. Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
1. Phone or e-mail. Call us on 01404 548262 or e-mail us at [email protected]. Please provide your name, address, details of the order and, where available, your phone number and e-mail address.
2. By post. If you simply write to us at Denhay Farms Ltd, Heathpark, Devonshire Road, Honiton Devon EX14 1SD, including the information required above, we may be able to cancel the contract provided we receive the notice at least two working days before your selected delivery date.
Please note that if you wish to end the contract before products are dispatched, we must receive notice from you at least one working day before your selected delivery date.
2. Returning products after ending the contract. If you end the contract for any reason after products have been dispatched to you or you have received them, we are unable to receive them due to being perishable. You will still be charged for these products (save to the extent we have delivered faulty or defective products where you will not be charged).
3. How we will refund you. Where you are entitled to a refund, we will refund you the price paid for the products including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
4. Deductions from refunds. The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer.
5. When your refund will be made. We will make any refunds due to you as soon as possible.
10. Our rights to end the contract
1. We may end the contract if you break it. We may end the contract for a product at any time by writing to you if:
1. you do not make any payment to us when it is due;
2. you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products, for example, delivery information; or
3. you do not, within a reasonable time, allow us to deliver the products to you or collect them from us;
4. you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
5. your financial position deteriorates to such an extent that in our opinion your capability to adequately fulfil your obligations under the contract has been placed in jeopardy.
2. Termination of the contract shall not affect your or our rights and remedies that have accrued as at termination.
3. Any provision of the contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
4. You must compensate us if you break the contract. If we end the contract in the situations set out in clause 10.1 we will refund any money you have paid in advance for products we have not provided but we may deduct or charge reasonable compensation for the net costs we will incur as a result of your breaking the contract.
11. If there is a problem
How to tell us about problems. If you have any questions or complaints about the product, please contact us. You can call us on 01404 548262 or by e-mail us at [email protected].uk.
For the avoidance of doubt, perishable products (such as meat) once dispatched for delivery cannot be returned.
12. Price and payment
1. Where to find the price for the product. The price of the product (which includes VAT) will be the price indicated on the order pages when you placed your order. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see clause 12.2 for what happens if we discover an error in the price of the product you order.
2. What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order. If we discover an error in the price of the products you have ordered we will contact you to inform you of this error and we will give you the option of continuing to purchase the products at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. If we accept and process your order where a pricing error is obvious and unmistakable and could reasonably have been recognised by you as a mispricing, we may end the contract and refund you any sums you have paid.
3. When you must pay and how you must pay. We accept payment by Master Card, Visa, Visa Delta and Switch. You must pay for the products before we dispatch them.
4. What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know.
13. Our warranty for the goods
1. The goods are intended for use only in the UK. We do not warrant that the goods comply with the laws, regulations or standards outside the UK.
2. We provide a warranty that on delivery, the goods shall:
1. subject to clause 13.4, conform in all material respects with their description;
2. be free from material defects in design, material and workmanship;
3. be of satisfactory quality (within the meaning of the Sale of Goods Act 1979); and
4. be fit for any purpose held out by us.
3. Subject to clause 13.4, if:
1. you give us notice in writing within a reasonable time of discovery that some or all of the goods do not comply with the warranty set out in clause 13.2;
2. we are given a reasonable opportunity of examining the goods; and
3. if we ask you to do so, you return the goods to us at our cost,
4. we will, at our option, replace the defective goods, or refund the price of the defective goods in full.
4. We will not be liable for breach of the warranty set out in clause 13.2 if:
1. you make any further use of the goods after giving notice to us under clause 13.3;
2. the defect arises as a result of us following any drawing, design or specification supplied by you;
3. you alter or repair the goods without our written consent;
4. the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
5. the goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
5. We will only be liable to you for the goods’ failure to comply with the warranty set out in clause 13.2 to the extent set out in this clause 13.
6. The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the contract.
7. These terms also apply to any repaired or replacement goods supplied by us to you.
14. Our responsibility for loss or damage suffered by you
1. Nothing in these terms limits or excludes our liability for:
1. death or personal injury caused by our negligence;
2. fraud or fraudulent misrepresentation;
3. breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
4. any other liability that cannot be limited or excluded by law.
2. Subject to clause 14.1, we will under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the contract for:
1. any loss of profits, sales, business, or revenue;
2. loss of business opportunity;
3. loss of anticipated savings;
4. loss of goodwill; or
5. any indirect or consequential loss.
3. Subject to clause 14.1, our total liability to you for all losses arising under or in connection with the contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed the price of the goods.
4. Except as expressly stated in these terms, we do not give any representations, warranties or undertakings in relation to the goods. Any representation, condition or warranty which might be implied or incorporated into these terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the goods are suitable for your purposes.
15. How we may use your personal information
1. How we will use your personal information. We will use the personal information you provide to us:
1. to supply the products to you;
2. to process your payment for the products; and
3. if you gave your consent to do so during the order process, to inform you about similar/complimentary products that we or third parties provide, but you may stop receiving these at any time by contacting us.
2. We will only give your personal information to third parties where;
1. the law either requires or allows us to do so; or
2. you have agreed that we may share your information with third parties.
16. Other important terms
1. We may transfer this Agreement to someone else. We may transfer our rights and obligations under these terms to another organisation.
2. You need our consent to transfer your rights to someone else. You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
3. Nobody else has any rights under this contract. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
4. If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
5. Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
6. The law that applies to this contract and where legal proceedings can be brought. These terms are governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this contract to the exclusive jurisdiction of the English courts.