Terms of Trade for SIMPLY SALON
Simply Natural pride themselves on their quality product range and their high standard of customer care. In order to help us deliver to our salons and their clients we ask that our salon and freelance customers read and accept our terms of trade. In particular we would ask that orders are placed in good time to allow for despatch and delivery.
Summary of Key Points
- Simply Natural will only supply salon and freelance customers who either demonstrate they have the necessary training or participate in a Simply Natural designated training course.
- Please plan ahead. For example Where the Beauty Works hair extensions are being applied to a client for a special event such as a wedding or a landmark birthday, the planning often starts months beforehand. Please allow plenty of time for the delivery of the product by ordering in good time. This allows time to change colours, order additional units or correct mistakes as required.
Terms of Trade for Beauty Works Products
- In these Conditions: "BUYER" means the person who accepts a quotation or other proposal of the Seller for the sale of Goods or whose order for the Goods is accepted by the Seller. “GOODS" means the goods (including any instalment of the Goods or any part for them) which the Seller is supply in accordance with these Conditions. “SELLER" means Simply Natural Care Limited, Unit 10a Adelaide Business Centre, Albert road, Glenageary, County Dublin.."CONDITIONS" means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) included any special terms and conditions agreed in writing between the Buyer and The Seller. “CONTRACT" means the contract for the purchase and sale of the Goods. “WRITING" includes email, facsimile transmission and comparable means of communication.
- Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
- The headings in these Conditions are for convenience only and shall not affect their interpretation.
2. BASIS OF THE SALE
- The Seller shall sell and the Buyer shall purchase the Goods in accordance with any written quotation of the Seller which is accepted by the Buyer, or any order of the Buyer which is accepted by the Seller, subject in either case to these Conditions, which shall govern the Contract to the exclusion of the other terms and conditions subject to which any such question or order is accepted or purported to be accepted, or any such order is or purported to be made, by the Buyer.
- No variation to these Conditions shall be binding unless agreed in Writing between the authorised representatives of the Buyer and the Seller.
- The Seller's employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Seller in Writing. In entering in to the Contract the Buyer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed.
- Any advice or recommendation given by the Seller or its employees or agents to the Buyer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in Writing by the Seller is followed or acted upon entirely at the Buyer's own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed.
- Any typographical, clerical, or other error or omission in any Sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall by subject to correction without any liability on the part of the Seller.
3. ORDERS AND SPECIFICATIONS
- The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order (including any application specifications) submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with its terms.
- The quantity, quality and description of and any specification for the Goods shall be those set out in the Seller's quotation (if accepted by the Buyer) or the Buyer's order (if accepted by the Seller).
- The Seller holds a certain range of goods at its premises in Dublin which are available on General Order. Provided an order has been placed by the Buyer on or before 10.30 am on any business day and that order has been accepted by the Seller, that order will be dispatched that same business day for delivery by domestic courier the next business day.
- Any order placed by the Buyer, and accepted by the Seller, for goods which are not in stock at the Sellers premises in Dublin will be supplied as a Special Order. Where a Buyer places a Special Order for goods on or before 10.30 am on a business day the goods will be dispatched for delivery by domestic courier with five working days.
- The Seller reserves the rights to make any changes in the specification of the Goods which are required to confirm with any applicable safety of other statutory requirements.
- No order which has been accepted by the Seller may be cancelled by the Buyer accept with the agreement in Writing of the Seller and on terms that the Buyer shall indemnify the Seller is full against all loss (including loss of profit), cost (including the cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of cancellation.
4. PRICE OF THE GOODS
- The price of the Goods shall be the Seller's quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Seller's published price list current at the date of acceptance of the order.
- The Seller reserves the right, by giving notice to the Buyer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulation, alternation of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Buyer, or any delay caused by any instruction of the Buyer or failure of the Buyer to give the Seller adequate information or instructions.
- Except as otherwise stated under the terms of any quotation or in any price list of the Seller, and unless otherwise agreed in Writing between the Buyer and the Seller, all prices are given by the Seller on an ex works basis, and where the Seller agrees to deliver the Goods the Buyer shall be liable to pay the Seller's charge for transport, packaging and insurance.
- The price is exclusive of any applicable value added tax, which the Buyer shall be additionally liable to pay to the Seller.
5. TERMS OF PAYMENT
- The Buyer shall pay the price of the Goods in advance of the goods being dispatched by the Seller in full, notwithstanding that delivery may not have taken place and the property in the Goods has not passed to the Buyer. The time for payment of the price shall be of the essence of the Contract.
- If the Buyer fails to make any payment on the due date then, without prejudice to any other rights or remedy available to the Seller, the Seller shall be entitled to:
- cancel the Contract or suspend any further deliveries to the Buyer;
- appropriate any payment made by the Buyer to such of the Goods (or the Goods supplied under any other Contract between the Buyer and the Seller) as the Seller may think fit (notwithstanding any purported appropriation by the Buyer); and
- charge the Buyer interest (both before and after any judgement) on the amount unpaid, at the rate for 4 per cent annum above one month Dublin inter bank rate from time to time, until the payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
- Delivery of the Goods shall be made by the Buyer collecting the Goods at the Seller's premises at any time after the Seller has notified the Buyer that the Goods are ready for collection or, if some other place for delivery is agreed by the Seller, by the Seller delivering the Goods to the entrance to that place.
- Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods howsoever caused. Time for delivery shall not be of the essence unless previously agreed by the Seller in Writing.
- Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Seller to delivery any one or more of the instalments in accordance with these Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated.
- If the Seller fails to deliver the Goods for any reason other than any cause beyond the Seller's reasonable control or the Buyer's fault and the Seller accordingly liable to the Buyer, the Seller's liability shall be limited to the lesser or either the excess (if any) of the cost to the Buyer (in the cheapest available market) of similar Goods to replace those not delivered over the price of the Goods or the price of the Goods.
7. TRAINING AND QUALITY CONTROL
- As quality control is an essential part of the Beauty Works brand both the Buyer and the Seller agree that the correct application and use of the product is or paramount importance. No goods will be sold by the Seller to the Buyer unless the Seller is satisfied that the Buyer and their relevant employees have the necessary skills and training to correctly use the goods.
- The Buyer agrees to attend the necessary training courses run by the Seller, at the Buyers expense, for the purposes of obtaining the necessary training in the correct use and application of the goods.
- The Buyer agrees to purchase tools and accessories from the Seller for the purposes of ensuring the correct application of the goods.
8. RISK AND RETENTION OF TITLE
- Risk of damage to or loss of the Goods shall pass to the Buyer;
- in the case of Goods to be delivered at the Seller's premises, at the time when the Seller notifies the Buyer that the Goods are available for collection; or
- in the case of the Goods to be delivered otherwise that at the Seller's premises, at the time of delivery or, if the Buyer wrongfully fails to take delivery of the Goods, the time when the Seller has tendered delivery of the Goods.
- Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of all sums due by the Buyer to the Seller to the Goods and on any account whatsoever.
- Until such time as the property in the Goods passes to the Buyer, the Buyer shall hold the Goods as the Seller's fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Seller's property.
- All payments made by a Buyer in relation to a sale of Goods shall be allocated in a manner directed by the Seller at the time of payment. If not specific allocation is made, the Seller shall have absolute discretion as to how such payment shall be allocated in discharge of the price of the Good sold. The Seller's right of allocation need to be exercised as of the date of payment of any monies but may be exercised at any time the Seller chooses to exercise that right.
9. WARRANTIES AND EXCLUSION OF LIABILITY
THIS CLAUSE SHOULD BE READ CAREFULLY. IT LIMITS THE EXTENT OF THE SELLER'S LIABILITY IN CONTRACT. TORT AND OTHERWISE TO THE BUYER.
- Subject as expressly provided in these Conditions and expect where the Goods are sold to a person dealing as a consumer within the meaning of the Sale of Goods Acts 1893 - 1980 (as amended) all warranties, conditions or other terms implied by statute or common low are excluded to the fullest extent permitted by law.
- Subject to the Conditions set out below the Seller warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship for a period of 12 months from the date of their initial use or 12 months from delivery, whichever is the first to expire.
The above warranty is given by the Seller subject to the following conditions:
- The Seller shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller's instructions (whether oral or in writing), misuse or alteration or repair of the Goods without the Seller's approval.
- The Seller shall be under no liability under the above warranty (or any other warranty, conditions or guarantee) if the total price of the Goods has not been paid by the due date for payment.
- Any claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall (whether or not delivery is refused by the Buyer) be notified to the Seller within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not be entitled to reject the Goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods had been delivered in accordance with the Contract.
- Where any valid claim in respect of any Goods which is based on any defect in the quality or Condition of the Goods or their failure to meet specifications is notified to the Seller in accordance with these Conditions, the Seller shall be entitled to replace the Goods (or part in question) free of charge or, at the Seller's sole discretion, refund the Buyer the price of the Goods (or a proportionate part of the price), and subject only to the provisions of clause 8.6 below the Seller shall have no further liability to the Buyer.
- The Seller shall, subject to the normal rules concerning causation and remoteness of damage (except where the Goods are manufactured and/or any process is applied to the Goods in accordance with the Buyer's specifications) be responsible or liability of death or personal injury caused directly by the use of the Goods as a result of Seller's negligence provided that the Seller's liability under this clause 8.6 shall not exceed €10,000.00
- Save as hereinbefore provided, the Seller shall not be liable to the Buyer by reason of any representation, or any implied warranty, conditions or other terms, or any duty at common law, or under the express terms of the Contract, for any loss or damage, costs, expenses whatsoever (whether caused by the negligence of the Seller, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Buyer, except as expressly provided in these Conditions.
- the liability accepted by the Seller under Clause 6.5 above and under this Clause 9 is the absolute limit of the Seller's liability and all other liabilities are hereby expressly excluded and in particular, but without prejudice to the generality of the foregoing, the Seller will not be liable to the Buyer for any consequential loss, damage, costs and expenses of any nature whatsoever incurred or suffered by the Buyer or by a third party including without limitation any economic or other loss of turnover profits, business or goodwill.
- The Seller shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Seller's obligations in relation to the Goods, if they delay or failure was due to any case beyond the Seller's reasonable control.
- Any notice required or permitted to be given by either party to the other under these Conditions shall be in Writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving notice.
- No waiver by the Seller of any breach of Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
- If any provision of the Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the reminder of the provision in question shall not be affected thereby.
- Any dispute arising under or in connection with these Conditions or the sale of the Goods shall be referred to arbitration by a single arbitrator appointed by agreement or (in default) nominated on the application of either party by the President for the time being of the Incorporated Law Society of Ireland and the arbitration Acts 1954 to 1980 shall apply.11.6The Contract shall be governed by the lows of the Republic of Ireland and the Buyer hereby submitted to the jurisdiction of the Irish Courts.