Conditions of Sale

This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the products (Products) listed on our website www.principalfurniture.co.uk (our site) to you. Please read these terms and conditions carefully before ordering any Products from our site. You should understand that by ordering any of our Products, you agree to be bound by these terms and conditions.

You should print a copy of these terms and conditions for future reference.

Please click tick the box marked "I have read and accept your conditions of sale" on the order screen if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Products from our site.

1. INFORMATION ABOUT US
1.1. www.principalfurniture.co.uk is a site operated by Morleys of Bicester Limited (we). We are registered in England and Wales under company number 242437 and with our registered office at 472-488 Brixton Road, London SW9 8EH. Our main trading address is Arkwright Road, Bicester, Oxon OX6 7UU. Our VAT number is GB 236514864.

2. SERVICE AVAILABILITY
2.1. Our site is only intended for use by educational, charitable and business organisations based in the United Kingdom, the European Union and British Forces Post Office addresses. We do not accept orders from outside these areas or from private individuals.

3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
3.1. After placing an order (Order), you will receive an e-mail from us acknowledging that we have received the Order. Please note that this does not mean that the Order has been accepted. The Order constitutes an offer to us to buy a Product. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending an order confirmation (Order Confirmation) to the [delivery] [contact email] address specified in the Order). The contract between us (Contract) will only be formed when we send you the Order Confirmation.
3.2. The Contract will relate only to those Products listed in the Order Confirmation. We will not be obliged to supply any other Products which may have been part of your Order until the order of such Products has been confirmed in a separate Order Confirmation.
3.3. You shall be responsible for ensuring the accuracy of the terms of any Order (including any applicable specification) submitted by you, and for giving us any necessary information relating to the Products within a sufficient time to enable us to perform the Contract.
3.4. We reserve the right to make any changes in the specification of the Products which are required to conform with any applicable safety or other statutory requirements or which do not materially affect their quality or performance.
3.5. If the Products are to be manufactured or any process is to be applied to the Products by us in accordance with a specification submitted by you, you shall indemnify us against all loss, damages, costs and expenses awarded against or incurred by us in connection with or which we agree to pay in settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from our use of your specification.
3.6. Where Products other than our standard products are supplied by us to your specification, the Products may vary in accordance with normal trade tolerances from dimensions specified by you in the Order and you shall not be entitled to make any claim against us in respect of any such variations.
3.7. For the avoidance of doubt, where we supply a sample of the Products to you and you inspect such sample, that sample is supplied or inspected solely to enable you to judge for yourself the quality of the bulk, and not so as to constitute a sale by sample. You shall take the Products at your own risk as to their corresponding with the said sample, and subject to the normal variation between the bulk and sample accepted by the trade.
3.8. No order which has been accepted by us may be cancelled by you except with our written agreement and on terms that you shall indemnify us in full against all loss (including loss of profit), costs (including the cost of all labour and material used), damages, charges and expenses incurred by us as a result of cancellation

4. OUR STATUS
4.1. We may provide links on our site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking, that products you purchase from third party sellers through our site, or from companies to whose website we have provided a link on our site, will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller. We will notify you when a third party is involved in a transaction, and we may disclose your customer information related to that transaction to the third party seller.

5. CONSUMER RIGHTS
5.1. We only contract with educational, charitable and business organisations and, accordingly, the Consumer Protection (Distance Selling) Regulations 2000 do not apply to any Contract made under these terms and conditions

6. AVAILABILITY AND DELIVERY
6.1. We shall use our reasonable endeavours to meet any date agreed for delivery. In any event time of delivery shall not be of the essence and we shall not be liable for any losses, costs, damages or expenses incurred by you or any third party arising directly or indirectly out of any failure to meet any estimated delivery date.
6.2. If we are unable to deliver the Products on any agreed delivery date because you or a person nominated by you are not at the delivery address or if access to that address is denied or is not safely or lawfully possible, we reserve the right to:
(a) store the Products until actual delivery and charge you for the reasonable costs (including insurance) of storage and of any unsuccessful attempt to deliver the Products; or
(b) sell the Products at the best price readily obtainable and (after deducting all reasonable storage, attempted delivery, insurance and selling expenses) refund the balance (if any) of any payment you have made to us or charge you for any shortfall between any payment you have made us and the price we obtain on the sale of the Products.

7. RISK AND TITLE
7.1. The Products will be at your risk from the time of delivery.
7.2. Ownership of the Products will only pass to you when we receive full payment of all sums due in respect of the Products, including delivery charges.

8. PRICE AND PAYMENT
8.1. The price of any Products will be as quoted on our site from time to time, except in cases of obvious error.
8.2. These prices exclude VAT and delivery costs, which will be added to the total amount due and shown in your shopping basket.
8.3. Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you an Order Confirmation.
8.4. Our site contains a large number of Products and it is always possible that, despite our best efforts, some of the Products listed on our site may be incorrectly priced. We will normally verify prices as part of our dispatch procedures so that, where a Product's correct price is less than our stated price, we will charge the lower amount when dispatching the Product to you. If a Product´s correct price is higher than the price stated on our site, we will normally, at our discretion, either contact you for instructions before dispatching the Product, or reject your order and notify you of such rejection.
8.5. We are under no obligation to provide the Product to you at the incorrect (lower) price, even after we have sent you a Dispatch Confirmation, if the pricing error is obvious and unmistakeable and could have reasonably been recognised by you as a mis-pricing.
8.6. Unless you have an account with us, payment for all Products must be by cheque or credit or debit card. We accept payment with Switch, Mastercard and Visa.

9. OUR REFUNDS AND REFUNDS POLICY
9.1 When you return a Product to us (for instance, because have notified us in accordance with paragraph 19.2 that you do not agree to any change in these terms and conditions or in any of our policies, or because you claim that the Product is defective), we will examine the returned Product and will notify you of any refund via e-mail within a reasonable period of time. Products ordered in error or which you no longer require must be returned within 7 days of delivery unused, complete and in their original packaging. Products made to your specification may not be returned unless they are defective.
9.2 We will usually process the refund due to you as soon as possible and, in any case, within 30 days of the day we confirmed to you via e-mail that you were entitled to a refund for the defective or unwanted Product. Products returned by you because of a defect will be refunded in full, including a refund of the delivery charges for sending the item to you. In the case of Products returned by you because you have ordered them in error or because you no longer require them we will refund only the price of the Product excluding delivery charges and after applying a restocking charge of 25% of the value of the Product and carriage plus VAT.
9.3 We will usually refund any money received from you using the same method originally used by you to pay for your purchase.

10. OUR LIABILITY AND GUARANTEE
10.1 We hereby guarantee to you that:
(a) We shall free of charge either repair or, at our own expense, replace defective Products where the defects appear under the proper use within 12 (twelve) months from delivery or such other period as may be set out in the Order Confirmation PROVIDED THAT:
(i) notice in writing of the defects complained of shall be given to us as soon as they appear; and
(ii) such defects shall be found to our reasonable satisfaction to have arisen solely from our faulty design, workmanship or materials.
10.2 For the avoidance of doubt, defects will not be regarded as having arisen solely from our faulty design, workmanship or materials in any of the following circumstances:
(a) where such defects arise from any drawing, design or specification supplied by you; or
(b) where such defects arise from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow our instructions (whether oral or in writing), misuse or alteration or repair of the Products without our approval.
10.3 Any repaired or replaced Products shall be redelivered by us free of charge to the original point of delivery but otherwise in accordance with and subject to these terms and conditions.
10.4 Alternatively to Clause 10.1 (a) we shall be entitled in our absolute discretion to refund the price of the defective Products in the event that such price shall already have been paid by you to us or if such price has not been paid to relieve you of all obligation to pay the sum by the issue of a credit note in your favour in the amount of such price.
10.5 You agree to insure yourself against loss and damage arising in the circumstances identified in Clause 10.2.
10.6 Our liability for losses you suffer as a result of us breaking this agreement is strictly limited to the purchase price of the Product you purchased.
10.7 This does not include or limit in any way our liability:
(a) For death or personal injury caused by our negligence;
(b) Under section 2(3) of the Consumer Protection Act 1987;
(c) For fraud or fraudulent misrepresentation; or
(d) For any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
10.8 We are not responsible for indirect losses which happen as a side effect of the main loss or damage. including but not limited to:
(a) loss of income or revenue
(b) loss of business
(c) loss of profits or contracts
(d) loss of anticipated savings
(e) loss of data
(f) loss of data, or
(g) waste of management or office time however arising and whether caused by tort (including negligence), breach of contract or otherwise , even if foreseeable;
provided that this clause 10.8 shall not prevent claims for loss of or damage to your tangible property that fall within the terms of clause 10.1 or clause 10.6 or any other claims for direct financial loss that are not excluded by any of categories (a) to (g) inclusive of this clause 10.8

11. IMPORT DUTY
11.1. If you order Products from our site for delivery outside the UK, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes. Please note that we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.
11.2 Please also note that you must comply with all applicable laws and regulations of the country for which the products are destined. We will not be liable for any breach by you of any such laws.

12. WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

13. NOTICES
All notices given by you to us must be given to Morleys of Bicester Limited at Arkwright Road, Bicester, Oxon OX6 7UU. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in clause 12. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, that such e-mail was sent to the specified e-mail address of the addressee.

14. TRANSFER OF RIGHTS AND OBLIGATIONS
14.1 The contract between you and us is binding on you and us and on our respective successors and assigns.
14.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
14.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.

15. EVENTS OUTSIDE OUR CONTROL
15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under a Contract that is caused by events outside our reasonable control (Force Majeure Event).
15.2 A Force Majeure Event includes any act, event, non-happening, omission or accident beyond our reasonable control and includes in particular (without limitation) the following:
(a) Strikes, lock-outs or other industrial action.
(b) Civil commotion, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war.
(c) Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster.
(d) Impossibility of the use of railways, shipping, aircraft, motor transport or other means of public or private transport.
(e) Impossibility of the use of public or private telecommunications networks.
(f) The acts, decrees, legislation, regulations or restrictions of any government.
15.3 Our performance under any Contract is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period. We will use our reasonable endeavours to bring the Force Majeure Event to a close or to find a solution by which our obligations under the Contract may be performed despite the Force Majeure Event.

16. WAIVER
16.1 If we fail, at any time during the term of a Contract, to insist upon strict performance of any of your obligations under the Contract or any of these terms and conditions, or if we fail to exercise any of the rights or remedies to which we are entitled under the Contract, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
16.2 A waiver by us of any default shall not constitute a waiver of any subsequent default.
16.3 No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing in accordance with clause 13 above.

17. SEVERABILITY
If any of these terms and Conditions or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

18. ENTIRE AGREEMENT
18.1 These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
18.2 We each acknowledge that, in entering into a Contract, neither of us has relied on any representation, undertaking or promise given by the other or be implied from anything said or written in negotiations between us prior to such Contract except as expressly stated in these terms and conditions.
18.3 Neither of us shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of any Contract (unless such untrue statement was made fraudulently) and the other party´s only remedy shall be for breach of contract as provided in these terms and conditions.

19. OUR RIGHT TO VARY THESE TERMS AND CONDITIONS
19.1 We have the right to revise and amend these terms and conditions from time to time to reflect changes in market conditions affecting our business, changes in technology, changes in payment methods, changes in relevant laws and regulatory requirements and changes in our system's capabilities.
19.2 You will be subject to the policies and terms and conditions in force at the time that you order products from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Order Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Products).

20. LAW AND JURISDICTION
Contracts for the purchase of Products through our site will be governed by English law. Any dispute arising from, or related to, such Contracts shall be subject to the non-exclusive jurisdiction of the courts of England and Wales.