Welcome to the Rupali Online website (the "Site") owned
and made available to you by Veema UK Limited a company registered under number
02794962 and whose registered office is Veema UK Ltd., Neptune Industrial Centre,22 Tithe Street, Leicester,LE5 4BN, UK
Please take the time to read these the terms and conditions herein
(the "Terms and Conditions") carefully as they form the whole
agreement between you and us and are designed to regulate your use of the Site
which we, Veema (UK) Limited operate from this URL.
1 your
acceptance
1.1 By Clicking on the ?Check Box? which follows these Terms and Conditions you
indicate an understanding and acceptance of them. Such acceptance is on your
own behalf and by accepting these Terms and Conditions you warrant and
represent that all Products ordered are for your own private and domestic use
only.
1.2 If you do not accept
these Terms and Conditions, you will not be able
to purchase any of the Products offered on the Site.
2 Definitions
2.1 Unless the
context requires otherwise the following definitions shall apply to these Terms
and Conditions:
"Content"
means
the textual and graphic content of the Site including but without limitation
to, text, graphics, images, photographs, sounds, music, video, animation, characterisation and trade marks;
"Database"
means
an electronic database in which details relating to you and/or your use of the
Site may be stored for the purposes of our providing the Services;
Insolvency
Event
means in respect of you:
a) you
being unable to pay your debts, or being capable of being deemed unable to pay
your debts; or
b) you
entering into any arrangement, compromise or composition in satisfaction of
your debts with your creditors.
"Intellectual Property Rights"
means
all intellectual property rights including but not limited to all registered
and unregistered trade marks, patents, service marks,
trade secrets, design rights (whether
registerable
or
otherwise), applications for any of the foregoing, copyrights and other rights
in works of authorship (including rights in computer software), moral and
artists' rights, semi-conductor topography rights, database rights, know-how,
trade or business names and other similar rights or obligations, whether
registerable or not, in any country (including the United Kingdom) for the full
term of the rights together with any extensions or renewals;
"Price"
means
the price for the Products as offered on the Site or otherwise notified to you
by us from time to time;
Products
means
the products we agree to supply to you under these Terms and Conditions.
Registration
Form
means our
standard form request for information, completion and submission of which being
your application for the Services.
"Site"
means
the website www.rupalionline.com which is owned and operated by us;
"we"
, "us" and
"our"
means
Veema (UK) Limited (a company registered in England and Wales under
number
02794962)
and whose registered office is HWCA Limited, Hamilton Office Park, 31 High View
Close, Leicestershire, LE4 9LJ.
3 registration
& purchasing
3.1 In order to
purchase any of the Products from the Site you must register with us by
completing and submitting an online form. We may, in our absolute discretion,
accept or refuse any registration application. If we accept your application,
we will send you confirmation of it.
3.2 Receipt
of your credit card details and debit of payments does not constitute our
acceptance of your purchase request. Our acceptance of your purchase request
takes place when you receive a confirmatory message from us which sets out your
order details ("Confirmation") at which point the contract is made.
You should retain a copy of this for your records.
3.3
We reserve the right to
decline your purchase request for any reason whatsoever.
4 price
4.1 The
Price of the Products are in pounds sterling and are expressed inclusive of
Value Added Tax ("VAT") (where applicable) which is charged at the
then prevailing rate.
4.2
Prices, offers, services
and Products are subject to availability and we may change them at any time.
4.3
UK delivery costs are
charged in addition to the cost of the Products and for the purpose of any
monies being owed to us shall form part of the Price.
4.4
If the address for
delivery is outside of the UK, further charges including but not limited to
import duties and taxes may be levied on the Products in transit. Any such
additional charges shall be borne by you. We shall not be liable for any damage
caused to the Products where the Products have been damaged during any opening
and inspection by customs or other authorities.
5 order
acceptance
5.1 Order
acceptance and the completion of the contract between you and us will take
place when you receive the Confirmation unless we have notified you that we do
not accept your order or you have cancelled it in accordance with the
instructions in these Terms and Conditions.
5.2
Where Products are provided to you in instalments, while each instalment
will constitute a separate contract, our failure to provide one or more of the
instalments shall not entitle you to terminate the contract as a whole.
5.3
You may cancel your order any time prior to your order being processed
by us by removing any unwanted goods from the online basket and logging out of
your account. We will also accept cancellations for orders made between 10am
and 6pm by telephoning 0116 246 4111 within 30 minutes of placing your order.
Whether a telephone order cancellation is received within 30 minutes of an
order being placed shall be determined by us solely.
6 payment
6.1 Payments
must be made on-line by supplying us your credit/debit card details. All
requests to purchase orders are subject to authorisation by the issuing card
authority.
6.2 Unless
we are negligent we will not be liable to you for any
losses caused as a result of unauthorised access to the personal and
transactional information you provide us when you place an order.
6.3 We
reserve the right to assume that anyone presenting credit card details do so
with your explicit authority to purchase Products from us. You will remain
liable for the Price even if you have not given authority for a third party to
use your details.
6.4 By
submitting an order, you specifically authorise us to transmit or to obtain
information about you from third parties from time to time, including but not
limited to your name, address, telephone number, debit or credit card details
or credit reports, to authenticate your identity, validate your payment card
and obtain authorisations for your payments for the Products.
6.5
You acknowledge and agree
that any review, feedback or rating which you leave on the Site may be
published and used by us and or any affiliate companies for any purpose.
6.6
All information obtained
under clause 6.3, above shall be held in accordance with our Privacy Policy,
which can be found on the Site.
6.7 You
must pay the Price on ordering the Products and time is of the essence. We
reserve the right to charge you interest in respect of late payment of any sum
due to us under these Terms and Conditions in accordance with statute.
7 your
rights of cancellation
7.1 If
you have placed an order you have a cooling-off period
in which you can withdraw from purchasing the Products.
7.2 Any
cooling-off period will end 7 working days from the Products are received. If
you wish to cancel your order you must notify us in writing within the
prescribed period.
7.3
Any cancellations or
refunds other than in accordance with the cooling-off period referred to above
will be in accordance with these Terms and Conditions.
8 o
ur
responsibilities
8.1 Subject
always to these Terms and Conditions, we shall:
8.1.1 endeavour to make the Site available;
8.1.2
use reasonable
skill and care in providing or procuring provision of the Products;
9 your
responsibilities
9.1 You
acknowledge and agree that:
9.1.1 as the registered cardholder
you are responsible and liable to meet the Price for all Product requests which
in our reasonable opinion have been made with your authorisation
(which shall be assumed unless there are reasonably apparent reasons why this
may not be the case);
9.1.2 you shall inform us
immediately if you have any reason to believe that a third party has
represented themselves as being in any way connected to you (or holds
themselves out as being you) placed an order for Products without your
authorisation;
9.1.3
all information
that you provide to us is and remains at all times true, accurate and complete
and complies with these Terms and Conditions;
9.1.4
you will pay the
Price promptly without deduction, counterclaim or set-off;
9.1.5
you shall comply
with these Terms and Conditions as amended from time to time, and further
acknowledge and agree that it is your responsibility to check these Terms and
Conditions, as may be amended, to ensure your continued acceptance of them;
9.1.6
you will adhere
to your obligations contained in our Code of Conduct document which can be fund on the Site.
10 changes
to the site
We
reserve the right to modify the Site (including its functionality) from time to
time without prior notice to you.
11 suspension
11.1 Without prejudice to
any other rights or remedies we may have, we reserve the right to suspend, in
whole or in part, the Site and/or your access to it, at any time and without
notice to you, in circumstances where:
11.1.1 In
our discretion solely we consider
your use of the Site may expose us to claims or other liabilities, expose us to
criticism, disrepute or cause us embarrassment howsoever arising or infringes
our rights or the rights of third parties; or
11.1.2 You
fail to pay the Price as it falls
due.
11.2 The period during which
we may suspend the Site and/or your access to it will continue until the
circumstances giving rise to our right to suspend the Site and/or your access
to it ceases to subsist or until our contract with you under these Terms and
Conditions is terminated.
11.3 Even if we suspend the
Site or your access to it under this clause 11, you will continue to be obliged
to pay any Price owing or that arises during the period when the Site is
suspended.
12 termination
12.1 Subject to clause 11
above we reserve the right to terminate your use of the Site at any time.
12.2
In the event of
termination, you will be entitled to a refund of that part of any Price you
have already paid but in respect of such time you have not had delivery of the
Products.
12.3 Notwithstanding clauses
12.1 and 12.2 above, we may at our absolute discretion terminate all or part of
the Services with immediate effect by giving written notice to you of:
12.3.1
your commiting a material breach of these Terms and Conditions,
or a series of breaches which when taken together amount to a material breach
of these Conditions, provided that in the case of a breach which is capable of
remedy you fail to remedy the breach within fourteen (14) days of receiv
ing a
written request to do so;
12.3.2
you being in material default of these Terms and
Conditions which is irremediable;
12.3.3
an
Insolvency Event
affecting you occurs; or
12.3.4 we
suffer from a Force Majeure Event
more particularly detailed in these Terms and Conditions.
12.4 Termination under these
Terms and Conditions shall not affect any rights or responsibilities that are
intended to continue, or come into force, after termination.
13 limitation
on liability
13.1 To
the fullest extent permitted by law we will not be liable to you or any third
party for any loss (in whatever form) and which arises out of or is related to
you ordering a Product or your use of the Site (howsoever occasioned, whether
directly or indirectly).
13.2
The Site is provided on an "as is" and "as
available" basis and
while we will take all commercially reasonable steps
to
minimise periods of interruption we do not warrant and reciprocally
you acknowledge
and agree that the Site may occasionally be unavailable for reason of repair,
maintenance and upgrading or may be unavailable due to the nature and quality
of the internet and or computer systems. We make no warranty, representation or
guarantee of uninterrupted or fault free provision of the Site.
13.3 You further acknowledge
and agree that we make no warranty and give no representation of any kind in
relation to information supplied to us by third parties we accept no
responsibility or liability for any inaccuracy in or arising out of any
information supplied by any third party.
13.4 Our
maximum liability to you
will not exceed the Price. Nothing in these Terms and Conditions excludes or
limits our liability for personal injury to you or death caused by our
negligence.
13.5
You shall indemnify us
against all costs (including legal costs), claims, damages, demands and
expenses arising directly or indirectly out of any claim by any third party
which arises in connection with your use of the Site unless it arises solely as
a result of our negligence.
13.6
No warranty, guarantee or
other term relating to quality or fitness for purpose is given in respect of
the Products supplied by us but we shall, where possible, assign to you the
benefit of any warranty, guarantee or indemnity given to us by any third party.
13.7 No warranty is given
that:
13.7.1 the
Site, any software available from the Site, or any
website to which the Site is linked will being free from viruses or other
defects;
13.7.2
the Material contained on the Site will be true, accurate
or complete in all respects, except always to the extent otherwise set out in
the Terms and Conditions and to any warranties which would be implied by law
(including without limitation, warranties as to satisfactory quality and
fitness for a particular purpose).
13.7.3
the type and
nature of Products being offered are suitable for your particular
circumstances;
13.7.4
that the information contained on the Site constitutes
professional advice or a recommendation for any particular service.
14 indemnities
You will
at all times and on demand fully indemnify us and keep us fully indemnified
from and against any claims, threatened or made against us arising as a result
of your non-compliance with any representations, warranties or obligations set
out in your order or these Terms and Conditions.
15 intellectual
property rights
15.1 We
are the owner or the licensee of all Intellectual Property in the Site, in the
material published on it, and in the documents and other content of the Site.
Those works are protected by copyright laws and treaties around the world. All
such rights are reserved.
16 linking
to and from the site
Links
to any third party websites on the Site are provided
solely for your convenience. Using these links will navigate you away from the
Site. We have not reviewed all of these third party
websites and do not control and are not responsible for these websites or their
content or availability and you use such third party websites entirely at your
own risk.
17 delivery
17.1
Dates for delivery of the Products and or Services are an estimate only
and time is not of the essence.
17.2
You shall be responsible for inspecting the Products on delivery for any
apparent defects or errors. If any defects are discovered during this
inspection, you must notify us immediately. You shall be deemed to have
accepted the Products and or Services should notification of your rejection not
be given to us within 10 days of payment. Anybody presenting themselves as
acting on your behalf in order to inspect or accept delivery of the Products
shall be deemed to be your representative and as such has all relevant
authorities to accept the Products.
17.3
If you do not accept the Products for any reason other than as set out above we will store them at your expense, charging a daily
storage rate. In such an instance you will be responsible for collecting the
Products from our premises at a time which is convenient to both parties. If 30
days after completion of the work you have either not accepted delivery or
collected the Products from our premises, we reserve the right, at our option,
to deliver the Products to your premises at your cost for both fuel and an
hourly rate to cover our time. In both instances you will remain liable for the
Price. We will not be liable for any damage to the Products while they are in
storage or transit.
17.4 Risk
in
the Products will pass to you on delivery.
Title
in any Products supplied by us to you shall not pass to you until we have
received in cleared funds all sums due to us.
17.5
Until ownership of the Products has passed to you, you will hold the
Products on a fiduciary basis as our bailee and keep them separately and marked
clearly as belonging to us. We reserve the right to enter your premises and you
shall grant us access to recover any Products supplied by us to you if payment
is not made on the due date. Until all sums owing to us have been paid in full
and in cleared funds you shall properly store, protect and insure the Products
against loss or damage and in the event of a relevant claim shall hold the
proceeds of such insurance on our behalf as our trustees. You agree to be held
personally liable to compensate us for any loss suffered should you trade or
otherwise dispose of the Products before we have been paid in full and cleared
funds.
17.6 Delivery of Products shall be made by a courier of our choosing.
17.7
Further information can be found in our Delivery Information document
which can be found on the Site.
18 refunds and returns
18.1
The
returned items need to be in a sellable condition. Return postage is at your
own cost and risk. You have a legal obligation to take reasonable care of
the goods while they are in your possession. If you fail to comply with this
obligation, we may have a right of action against you for compensation. This
applies to all goods that are returned. If you return goods claiming they are
defective, we will examine the returned goods and will notify you of your
refund via email within a reasonable period of time. We will process the refund
due to you as soon as possible. Please ensure that you retain the postage
receipt and obtain adequate insurance to cover the value of the returned goods.
As we cannot accept any liability of items until they have been received in
full by our offices. We are unable to provide a free returns service, and
therefore all return postage costs are to be covered by the customer. If you
return an item to us outside of the terms and conditions of our return policy
and your statutory rights do not apply we may not
refund you.
18.2
Replacement products will only be available where in our
absolute discretion the Products have been damaged or we have made an error in
processing your order.
18.3
Subject to clause 18.1 we will replace damaged or
erroneous Products. It is your responsibility to provide us with an unambiguous
statement of why the Products are being returned when returning the Products.
18.4
Unless hand delivered and passed to a member of our staff,
we shall not be held responsible for loss of any Products returned to us in
accordance with this clause 18.
18.5
Only unworn (if appropriate) products returned in their
original packaging will qualify for a refund.
18.6
We reserve the right at our sole discretion to offer a
refund of the Price instead of a replacement of the Products where Products are
returned to us.
18.7
Further information can be
found in our Exchange & Refunds document which can be found on the Site.
19 assignment
You
shall not assign or otherwise dispose of all or any of your rights or
obligations under these Terms and Conditions without obtaining our prior
written consent.
20 notices
20.1 Any notice
required to be given under or in connection to these Terms and Conditions shall
be in writing, signed by or on behalf of the party giving it and shall be
served by pre-paid first-class post, recorded delivery or registered post to
the address and for the attention of the relevant party notified for such
purpose, or to such other address as that party may have notified to the other
party in accordance with this clause 20.
20.2 A
notice shall be deemed to have been received in the case of pre-paid
first-class post, three Working Days from the date of posting;
20.3 In proving service, it shall be
sufficient to prove that the envelope containing the notice was addressed to
the relevant party at its address previously notified for the receipt of
notices (or as otherwise notified by that party) and delivered either to that
address or into the custody of the postal authorities as pre-paid first-class
post, recorded delivery, registered post or airmail letter.
21
waiver
Our
failure or neglect to exercise any of our rights or remedies under these Terms
and Conditions should not be construed as a waiver of our rights nor in any way
affect the validity of the whole or part of these Terms and Conditions nor
prejudice our right to take subsequent action.
22 severance
If any part of these Terms and Conditions are held invalid,
illegal or unenforceable for any reason by any court of competent jurisdiction,
that part shall be severed without effect to the remainder.
23 entire
agreement
23.1 These Terms and Conditions
together with any documents on the Site constitute the entire agreement and
understanding between you and us in respect of the matters dealt with in them
and supersedes, cancels and nullifies any previous agreement between you and us
in relation to such matters notwithstanding the terms of any previous agreement
or arrangement expressed to survive termination.
23.2 You acknowledge and agree that,
in placing an order you do not rely on, and shall have no remedy in respect of,
any statement, representation, warranty or undertaking (whether negligently or
innocently made) other than as expressly set out in these Terms and Conditions.
24 headings
The headings are for convenience only and shall not affect the
interpretation of these Terms and Conditions.
25 use of the site
25.1
You must not misuse the
Site.
25.2
In accepting these Terms
and Conditions you agree you will not:
25.2.1
commit or encourage a
criminal offence;
25.2.2
transmit or distribute a
virus, trojan, worm, logic bomb or post any other material which is malicious,
technologically harmful, in breach of confidence or in any way offensive or
obscene;
25.2.3
hack into any aspect of
the Service;
25.2.4
corrupt any data and or
information;
25.2.5
cause annoyance to other
users;
25.2.6
infringe upon the rights
of any other person's proprietary rights;
25.2.7
send any unsolicited advertising
or promotional material, commonly referred to as "spam"; or
25.2.8
attempt to affect the
performance or functionality of any computer facilities of or accessed through
the Site.
25.3 You
agree that you shall fully indemnify and keep us fully indemnified against any
breach of your obligations under this clause 25.
26 amendments
We reserve the right to change or amend these Terms and Conditions
at any time and without prior notice. You
will
be taken as accepting the then current Terms and Conditions each time you
choose to order a Product or use the Services.
27 exclusion of third party rights
The Contracts (Rights of Third
Parties) Act 1999 shall not apply to these Terms and Conditions and no person
other than you and us shall have any rights under them nor shall they be
enforceable under that Act by any person other than you and us.
28 force
majeure
28.1 We shall not be considered to be
in default of these Terms and Conditions or liable to you by reason of any
delay or failure in the performance of our obligations under these Terms and
Conditions if caused in whole or in part by any act, omission or circumstance
beyond our control (an ?Event of Force Majeure?).
28.2 An Event of Force Majeure shall
include, but not be limited to, an act of God, flood, storm, fire, war,
terrorist act, riot, strike or other industrial action, act of Government,
breakdown of machinery, shortages of materials, or a delay or failure on the
part of any sub-contractor, supplier or carrier of goods or materials relating
to these Terms and Conditions.
28.3 We
shall endeavour to resume performance of our obligations as soon as the Event
of Force Majeure has ceased.
28.4 If
an Event of Force Majeure continues for a period of more than 1 month from the
date of its commencement either you or us shall be entitled to terminate any
contract between us immediately on notice to the other without liability except
for any rights and liabilities which have accrued up to the date of termination
of our contract.
29 governing
law and jurisdiction
29.1 These
Terms and Conditions and any dispute, controversy, proceedings or claim of
whatever nature arising out of or in any way relating to them or their
formation shall be governed by and construed in accordance with the laws of
England.
29.2 Both
we and you irrevocably submit to the exclusive jurisdiction of the courts of
England to hear and determine any suit, action or proceedings or settle any
disputes arising out of or in connection with these Terms and Conditions.
