Terms of Usage

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Terms of Business

These Terms and Conditions will apply to the purchase of the services detailed in our manifesto (Goods) by the buyer (you or Customer) Von Rushton Ltd trading as Saffire, a company registered in England and Wales under number 10365413 whose registered office is at Barnbrook Sinclair LLP, Chancery House, St Johns Road, St Johns, GU21 7SA.

Interpretation

In these Terms and Conditions, unless the context otherwise requires, the following expressions have the following meanings:

Contract means the legally binding agreement between you and us for the purchase and sale of your Products

Product means product and commodity sourcing services as promoted by Us through Our Site;

Services means any consultation agreed upon

“We/Us/Our” means Saffire, a company registered in England under Von Rushton Ltd, whose registered address is Chancery House, St Johns Road, GU21 7SA

Website means our website on which the Products and Services are proposed

Business day means any day other than a Saturday, Sunday or a Bank Holiday in England and Wales.

These Terms and Conditions will be deemed to have been accepted by you when you accept them or the quotation or from the date of any delivery of the Goods (whichever happens earlier) and will constitute the entire agreement between us and you.

These Terms and Conditions and the quotation (together, the Contract) apply to the purchase and sale of any Product between you and a buyer or you and a seller, to the exclusion of any other terms that you try to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

The headings in these Terms and Conditions are for convenience only and will not affect their interpretation.

Words imparting the singular number include the plural and vice-versa.

1.0 Goods or services

1.1 The description of the product or service is set out in our sales documentation, unless expressly changed in our quotation. In accepting the quotation, you acknowledge that you have not relied upon any statement, promise or other representations about the product by us. Descriptions of the product set out in our sales documentation are intended as a guide only.

1.2 You can make any changes to the specification of the product which are required to conform to any applicable safety or other statutory or regulatory requirements.

2.0 Price

2.1 The price (Price) of the services is set out in our quotation current at the date of your order or such other price as we may agree in writing.

2.2 If the cost of the service increases due to any factor beyond our control including, but not limited to, material costs, labour costs, alteration of exchange rates or duties, or changes to seller sentiment, we can increase the Price prior to closure.

2.3 Any increase in the Price under the clause above will only take place after we have informed you about it.

2.4 You may be entitled to discounts. Any eligible discount must be disclosed prior to closure.

2.5 The price is inclusive of our fees. If the buyer or seller requests a variation to standard practise, compensation for these additional costs may be requested from Saffire.

2.6 The Price is exclusive of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority.

2.7Any offered discounts are not to be used in conjunction with any other service or listing. Attempted use with another offer will make them invalid.

2.8 All quotations will be without prejudice unless specifically agreed and put in writing at the point of quotation.

3.0 Cancellation and alteration

3.1 Details of the product as described in the clause above (Product) and set out in our sales documentation are subject to alteration with appropriate notice and are not a contractual offer to sell or buy the product which is capable of acceptance.

3.2 Any quotation (including any non-standard price negotiated in accordance with the clause on Price above) is valid for a period of 30 days only from the date shown in it unless expressly withdrawn by us at an earlier time.

3.3 Either the seller or the buyer can cancel the order for any reason prior to your acceptance (or rejection) of the quotation.

4.0 Payment

4.1 We will invoice you for the Price either;

Before completion of the order if agreed terms are proforma; or
On or at any time after contractual payment for the products; or
Where the fees are to be collected collected via legal representation upon completion of the service

4.2 You must pay the Price within 30 working days of the date of our invoice date or otherwise according to any credit terms agreed between us.

4.3 All payments must be made in British Pounds unless otherwise agreed in writing between us and stated on the purchase order and invoice.

4.4 Payment is due as per the dated invoice. Any handover days or showing days scheduled, or any delays caused by you, do not affect the due date of the payment. The payment date is the date of closure unless otherwise agreed in writing.

If payment is made from a bank account outside of the UK, all processing charges and exchange fees will be the responsibility of the customer.

4.5 Payment is classed as completed when funds are cleared

LIABILITY

11.0 Limitation of liability

11.1 Our liability under the Contract, and in breach of statutory duty, and in tort, misrepresentation or otherwise will be limited to this clause.

11.2 Subject to the clauses above on Inspection and Acceptance and Risk and Title, all warranties, conditions or other terms implied by statute or common law (save for those implied by Section 12 of the Sale of Goods Act 1979) are excluded to the fullest extent permitted by law.

11.3 If we do not deliver the Goods, our liability is limited, subject to the clause below, to the costs and expenses incurred by you in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods.

11.4 Our total liability will not, in any circumstances, exceed the total amount of the Price payable by you.

11.5 We will not be liable (whether caused by our employees, agents or otherwise) in connection with the Goods, for:

any indirect, special or consequential loss, damage, costs, or expenses; and/or
any loss of profits; loss of anticipated profits; loss of business; loss or corruption of data, information or software; loss of reputation or goodwill; business interruption; or, other third-party claims; and/or
any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; and/or
any losses caused directly or indirectly by any failure or breach by you in relation to your obligations; and/or
any loss relating to the choice of the Goods and how they will meet your purpose or the use by you of the Goods supplied.
any damage caused by the use of the Product for any purpose other than the purpose originally intended for the Product

11.6 The exclusions of liability contained within this clause will not exclude or limit our liability for death or personal injury caused by our negligence; or for any matter for which it would be illegal for us to exclude or limit our liability; and for fraud or fraudulent misrepresentation.

11.7 Except as expressly stated in these Terms, we do not give any representation, warranties or undertakings in relation to a Product. 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 a Product is suitable for your purposes.

12.0 Communications

12.1 All notices under these Terms and Conditions must be in writing and signed by, or on behalf of, the party giving notice (or a duly authorised officer of that party).

12.2 Notices will be deemed to have been duly given:

when delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;
when sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;
on the fifth business day following mailing, if mailed by national ordinary mail; or
on the tenth business day following mailing, if mailed by airmail.

12.3 All notices under these Terms and Conditions must be addressed to the most recent address, email address or fax number notified to the other party.

13.0 Data protection

13.1 When providing the Goods to the Buyer, the Seller may gain access to and/or acquire the ability to transfer, store or process personal data of employees of the Buyer.

13.2 The parties agree that where such processing of personal data takes place, the Buyer shall be ‘data controller’ and the Seller shall be the ‘data processor’ as defined in the General Data Protection Regulation (GDPR) as may be amended, extended and/or re-enacted from time to time.

13.3 For the avoidance of doubt, ‘Personal Data’, ‘Processing’, ‘Data Controller’, ‘Data Processor’ and ‘Data Subject’ shall have the same meaning as in the GDPR.

13.4 The Seller shall only Process Personal Data to the extent reasonably required to enable it to provide the Goods as mentioned in these terms and conditions or as requested by and agreed with the Buyer, shall not retain any Personal Data longer than necessary for the Processing and refrain from Processing any Personal Data for its own or for any third party’s purposes.

13.5 The Seller shall not disclose Personal Data to any third parties other than employees, directors, agents, subcontractors or advisors on a strict “need-to-know” basis and only under the same (or more extensive) conditions as set out in these terms and conditions or to the extent required by applicable legislation and/or regulations.

13.6 The Seller shall implement and maintain technical and organisational security measures as are required to protect Personal Data Processed by the Seller on behalf of the Buyer. Further information about the Seller’s approach to data protection are specified in its Data Protection Policy, which can be found on our website. For any enquiries or complaints regarding data privacy, you can contact our Data Protection Officer

13.7 Saffire is committed to providing a quality service and working in an open and accountable way that builds trust and respect. One of the ways in which we can continue to improve our service is by listening and responding to the views of our clients, and in particular by responding positively to complaints, and by putting mistakes right. If you have any concerns, complaints or queries please contact your customer service representative either by phone or email

14.0 Force majeure

14.1 Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to: power failure, internet service provider failure, industrial action, civil unrest, fire, flood, storms, earthquakes, acts of terrorism, acts of war, governmental action or any other event that is beyond the control of the party in question.

15.0 No Waiver

15.1 No waiver by us of any breach of these Terms and Conditions by you shall be considered as a waiver of any subsequent breach of the same or any other provision.

16.0 Severance

16.1 If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms and Conditions (which will remain valid and enforceable).

17.0 Law and jurisdiction

This Agreement shall be governed by and interpreted according to the law of England and Wales and all disputes arising under the Agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.