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Our Terms and Conditions

Please read our terms and conditions. By using sturgeon.website you agree to these terms.

1 Definitions and interpretations

1.1 In the agreement:

1.1a Acceptance criteria has the meaning given to it in Clause 5.3

1.1b Acceptance period means the 12 hours, starting from the time of delivery to the customer’s premises.

1.1c Agreement means the agreement between the Supplier and the Customer incorporating this order Terms and Conditions.

1.1d Business day means any week day other than a UK Bank or public holiday.

1.1e Business hours means between 9:00 and 5:00 GMT on a business day.

1.1f CCN means a change control notice issued in accordance with clause 6.

1.1g CCN consideration period means the period of 5 business days following the receipt of the CCN sent by the other party.

1.1h Change means any change to the terms of the agreement.

1.1i Charges means the amount payable by the Customer to the Supplier under or in relation to the agreement set out in the order.

1.1j Confidential information means confidential information given, passed or inferred by the Customer or Supplier.

1.1k Control means the legal power to control (directly or indirectly) the management of an entity.

1.1l Customer means the Customer who orders goods, products or services under the agreement as specified in the order form.

1.1m Delivery date means the proposed date for delivery of the items specified on the order form.

1.1n Effective date means the date on the sales order form.

1.1o Exclusivity

To avoid any confusion it is agreed by both parties that any fish brought into the UK for sale by the supplier must be delivered to KC Caviar Ltd’s premises for onward distribution.

1.1p Force majeure event means an event or a series of related events that is outside the reasonable control of the party affected (including power failures, water shortages, fuel shortages, industrial disputes, changes to the law, disasters, fire, flood, riots, terrorist attack and wars.)

1.1q Proposal means the information written on the order form issued by the Supplier detailing the products, goods or services and other matters relating to the agreement.

1.1r Services has the meaning given to it in Clause 3

1.1s Shared information

Any information passed from one party to the other party relating to their business operation is to be considered as confidential. This confidential information is covered in 1.1j.

1.1t Supplier means the company providing the customer with services or goods.

1.1u Supplier confidential information means anything which is disclosed as confidential information whether in writing, orally or otherwise and at that time marked or identified as confidential and anything as defined in the supplier’s confidentiality agreement; copies are available on request from the Suppliers office.

1.1v Term means the term of the agreement.

2 Term

2.1 The agreement will come into force on the Effective date and will continue in force until the later of:

(a) The acceptance of the delivery of the order in accordance with Clause 5

(b) The receipt by the supplier of all amounts due to be paid by the Customer to the said Supplier under the agreement, upon which it will terminate automatically, unless terminated earlier in accordance with Clause 11.

3 The Services

3.1 The Supplier will:

(a) Procure the products, goods or services.

(b) Quarantine all fish ensuring they are disease free.

(c) Keep the customer informed of expected arrival dates.

3.2 The Supplier will use reasonable endeavours to carry out the instructions on the order form; however the Supplier does not guarantee that that timetable will be met.

4 Customer obligations

4.1 The Customer will provide the Supplier with:

(a) Such cooperation as is required by the supplier (acting reasonably) to enable the supplier complete its obligations under this agreement.

(b) All information and documentation (names addresses of the stores and their opening times) required by the Supplier in connection with the provision of services.

5 Delivery and Acceptance

5.1 The supplier will use reasonable endeavours to deliver the goods, products or services to the Customer within the delivery date timescale.

5.2 During the acceptance period, the Customer will carry out tests to confirm the condition of the goods, products or services:

(a) All (dead on arrival) DOA’s to be notified to the Supplier immediately and recording same by photographic evidence.

(b) Any damaged goods or products must be notified to the Supplier immediately and recording same by photographic evidence.

5.3 (the Acceptance criteria) If the products, goods and services meet the criteria set out on the order form, then the Customer may send the Supplier a written notice following the acceptance period confirming acceptance.

5.4 If the products, goods or services do not meet the criteria of the order form then the Customer must inform the Supplier within the (12 hour) acceptance period of any discrepancy. This can be made by phone or email. The supplier will respond within 24 hours offering an amicable solution to the problem.

6 Change control

6.1 The provisions of this Clause 6 apply to all changes requested by a party.

6.2 Either party may request a change at any time.

6.3 When requesting a change the requesting party will notify the other party and provide a completed CCN. (The CCN will set out as a minimum)

(a) Details of impact on delivery dates

(b) Details of additional products, goods or services as a result of the change

(c) Details of any variation to the charges as a result of the change.

6.4 The other party will consider any proposed change and respond to any CCN within the CCN consideration period.

6.5 Either party may:

(a) Accept or reject the CCN issued by the other party

(b) Request more information for consideration

(c) Request amendments to a CCN sent by the other party

6.6 Following agreement each party will:

(a) Sign a copy of the CCN confirming its agreement with the CCN

(b) Otherwise send its written acceptance of the CCN to the other party.

6.6 Until a CCN recording a proposed change has been signed or agreed in writing by each party, the proposed change will not take effect.

7 Charges and Payment

7.1 The supplier will issue invoice(s) for the products, goods or services to the Customer on the relevant invoicing date set out in the order form.

7.2 New customers pay with order. Approved customers will pay the invoice on delivery in accordance with Clause 7.

7.3 Approved trade customers can take up to 30 days to pay invoices.

7.4 All charges stated in or in relation to the agreement are stated exclusive of VAT unless the context requires otherwise.

7.5 Payment must be paid by Bank Transfer or by Cheque (allowing 5 days for cheque clearance)

7.6 If the Customer does not pay any amount properly due to the Supplier under or in connection with the agreement, the supplier may:

(a) Charge the customer interest on the overdue amount at a rate of 15% pa above the RBS Bank PLC base rate. The interest will be accrued daily until the date of full payment.

(b) Claim interest and statutory compensation from the Customer pursuant to the Late Payment of Commercial Debts (interest) Act 1998.

8 Warranties

8.1 The Customer warrants to the Supplier that it has legal right and authority to enter into and perform its obligations under the agreement.

8.2 The supplier warrants the Customer:

(a) That it has the legal right to enter into and perform its obligations set out on the order form under the agreement.

(b) In relation to the health and condition of fish:

(i) All fish stocks are quarantined for 30 days minimum before being brought into the UK.

(ii) Neither the Supplier nor any of its suppliers have any record, past or recent of EU notifiable fish diseases.

9 Limitations and exclusions of responsibility

9.1 Nothing in this agreement will:

(a) Limit or exclude any party from the liability of a party for death or personal injury resulting from negligence.

(b) Limit or exclude any party of a fraud or fraudulent misrepresentation by that party.

(c) Will limit or exclude the liability of the parties under the express indemnities set out in the agreement and any indemnity in the agreement shall not count towards any aggregate liability cap.

9.2 The Supplier will not be liable in respect of any loss of profits, income, revenue and anticipated savings of the Customer.

9.3 The Supplier will not be liable for any loss of business, contracts or commercial opportunities.

9.4 The Supplier will not be liable for any loss of or damage to goodwill or reputation.

9.5 Neither party will be liable for any losses arising out of a Force Majeure Event.

9.6 The Suppliers liability in relation to any event or series of related events will not exceed 10% of the total order value, being the maximum amount paid by the Customer as deposit or bond during the period immediately preceding the events or events.

10 Confidentiality

10.1 The Supplier will beep confidential all information relating to this order and agreement, protecting the Customers confidential information against any disclosure.

10.2 Nothing in this agreement shall restrict a party from making any disclosure that is:

(a) Required by English law.

(b) Required by government authority or regulatory body

10.3 Neither party will make any public disclosure relating to the subject matter of the agreement (including press release or marketing material) without the prior written consent of the other party, which will not be unreasonably held or delayed.

11 Termination

11.1 Either party may terminate the agreement immediately by giving the other party written notice, if the other party:

(a) Commits any breach of any term of the agreement and fails to remedy the breach within 20 business days.

11.2 Either party my terminate the agreement by giving written notice to the other party if:

(a) It is dissolved

(b) it is or becomes unable to pay its debts

(c) it is or becomes insolvent or is declared insolvent

(d) it convenes a meeting to make payment arrangements with its creditors.

(i) An administrator, liquidator, receiver, trustee or similar is appointed to manage the assets of the other party.

(ii) An order is made to wind up the other party

12 Effects of Termination

12.1 Termination of the agreement will not affect either party’s rights (including the Suppliers accrued rights to invoice for and to be paid for charges) up to and including the date of termination.

13 General

13.1 Any notice given under the agreement must be in writing and must be delivered personally, sent recorded delivery signed for post or sent by email for the relevant person and to the relevant address, or email address listed below with request for confirmation of receipt.

13.2 The customer:
Address,
Email Address.

13.3 The supplier: KC Caviar Ltd
Address: 5 Beevers Cottages, Garforth Leeds LS25 1QB
Email address: accounts@sturgeon.website

13.4 A notice will be deemed to have been received at the relevant time set out below:

(a) Delivered personally (by hand), at the time of delivery

(b) Sent by recorded post, 48 hours after posting

(c) Sent by email, the time of transition if acknowledged

13.5 No breach of any provision of the agreement will be waived except with the express written consent of the other party.

13.6 If a clause of the agreement is determined by any court or competent authority to be unlawful and/or unenforceable, the other clauses of the agreement will continue in effect.

13.7 Nothing in this agreement constitutes a partnership or contract of employment between parties.

13.8 The agreement may not be varied except:

(a) Through the Change control procedure, or

(b) By a written document signed by both parties

13.9 The Supplier may sub contract some or all of its obligations under this agreement to a third party, subject to the Customers written consent.

13.10 The Customer may (subject to the Supplier accepting) assign the order and agreement to a third party. The Supplier must agree and accept in writing the terms relating to any third party Customer being assigned to this agreement, before it is implemented.

13.11 The agreement is the whole agreement and understanding of the parties in relation to the subject matter.

13.12 The agreement will be governed by and construed in accordance to the laws of England and Wales. The courts of England have the exclusive jurisdiction to adjudicate any dispute arising under or in connection with the agreement.

14 Acknowledgement

 

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Copyright © 2016 KC Caviar Limited
"KC" and the KC logo are registered trademarks of KC Caviar Limited.
Registered in England and Wales: 08327815
Registered farm site: EW081-K-468A

Give us a call on 0113 805 2299