Terms and Conditions of Sale - Customer
Updated on 24th January 2022
ABOUT US AND THESE TERMS
1.1 These are the terms and conditions that apply when you order any goods using www.starstock.co.uk ("Website"). When you place an order on our Website you will be asked to agree to these terms in their entirety. This will be the version of the terms that will apply to your purchase. These terms are for businesses only (not consumers). Customers of the Website shall not be permitted to operate as sellers via the Website. You confirm and warrant for as long as you are registered as a customer on the Website that your business is and will remain registered with HMRC, shall not register as a seller on the Website, is a genuine business customer and that you will act in compliance with applicable competition and anti-trust laws (including without limitation those related to information exchange). Please read these terms carefully before you submit your order to us.
1.2 The Website is owned and operated by StarStock Group Limited, a company registered in England and Wales (Company Number: 08164864, VAT Number: 167623195) whose registered office is at 2nd Floor, 140 Fenchurch Street, London, EC3M 6BL, trading as "StarStock”.
1.4 Please note that orders can only be accepted from businesses based in Great Britain.
1.5 If you need further information about these terms or any order you have placed through our Website, you can contact us by email at email@example.com or via the Website.**
2.1 We operate the Website as a platform for you to purchase specific goods. The Website acts as an interface between you and our Partners for you to view goods and place orders with our Partners. When you make an order for goods through our Website, you will be entering into a contract with the relevant Partner for the supply of goods (including delivery services) under that order subject to these terms.
2.2 No other terms are implied by trade, custom, practice or course of dealing. The contract created by you placing an order that is accepted in accordance with clause 3.2 is the entire agreement between you and our Partner in relation to its subject matter. You acknowledge that you have not relied on any statement, promise, representation, assurance or warranty that is not set out in these terms.
OPENING AN ACCOUNT AND PLACING AN ORDER ON THE WEBSITE
3.1 Before you can place an order with us, you will need to register as a user of our Website. The registration process will require you to provide some mandatory personal data including your contact details. You will also create a password or other secure login method. You must keep these details secret and secure. We reserve the right to reject any application to register on our Website.
3.2 Ordering with us: The following steps will be followed to complete an order through our Website:
a) The shopping pages on the Website will guide you through the steps you need to take to place an order. The order process allows you to check and amend any errors before submitting your order. Please take the time to read and check your order at each page of the order process. You are responsible for ensuring the details of your order are complete and accurate.
b) Each order is an offer by you to buy the goods specified in the order subject to these terms. If your order consists of goods sold by multiple Partners then by placing your order you will enter into a separate contract with each Partner in respect of the purchase of the goods sold by the relevant individual Partner. Your order will also cover delivery of the goods, where applicable.
c) You will be directed to a third party payment or credit services provider to deal with your payment. Your payment is subject to the provider's terms and conditions, and will be processed in accordance with their standard terms. The payments made by you (or on your behalf) will be directed to our account and your payment will discharge your obligation to pay as to settlement for your order when received by us.
d) You will receive an acknowledgment from us of your order details and a VAT invoice for your order.
e) Acceptance of your order occurs when your order is placed and payment is made to us. It is only at this point that a contract comes into existence between you and the relevant Partner (or with each relevant Partner if your order consists of goods supplied by multiple Partners).
f) If all or part of your order cannot be fulfilled due to stock availability, you will receive a full refund and credit note for the portion of the order that cannot be fulfilled.
3.3 Your account information will be used by our Partners to supply the goods to you. If you give us incomplete or incorrect information, we or our Partners may end the contract (and clause 9.2 will apply). We and our Partners will not be liable for supplying the goods late or not supplying any part of them if this is caused by you not giving us the information we or our Partners need. You confirm that all information and details provided by you to us (including on registration) are true, accurate and up to date in all respects and at all times. You can update or correct your details at any time by going to your account on the Website.
3.4 We will assign an order number to your order and tell you what it is when we accept your order. It will help us and our Partners if you can provide your order number whenever you contact us or our Partners about your order.**
PRICE AND PAYMENT
4.1 The price of the goods shown on the Website includes delivery and any services provided by us for making the Website available. Any VAT applicable to the goods in your order will be advised to you during the check-out process, before you confirm your order.
4.2 Payments for orders are made to us (Starstock Group Limited) through, and dealt with by a third party payment or credit services provider. For further details regarding their payment process please see the terms and conditions made available by the applicable third party payment services or credit provider.
4.3 All orders must be paid for in full at the time when you place the order.
5.1 The images of the goods on our Website are for illustrative purposes only. Although we have made every effort to display the goods accurately, we cannot guarantee that your computer's display of the goods accurately reflect their appearance, size, colour and dimensions. The goods may vary slightly from those images.
5.2 The packaging of your goods may vary from that shown on images on the Website.
5.3 Our Partners reserve the right to amend any specifications for the Goods as provided on the Website if required by any applicable statutory or regulatory requirement.
DELIVERY, TRANSFER OF RISK AND TITLE
6.1 The delivery date will be the date selected by you during the check-out process for your order. Delivery dates are only estimates and we will contact you to arrange an alternative delivery date if we are unable to deliver your order on the date selected by you via our Website. Occasionally our delivery to you may be affected by an Event Beyond Reasonable Control. See clause 11 for our and our Partner's responsibilities when this happens.
6.2 You will own the goods when we have received payment in full (including all applicable delivery charges) and once delivery is complete (when the goods have been unloaded at the address for delivery set out in your order). The goods will be at your risk from that time.
6.3 You must notify us in writing of any loss of goods or mis-delivery or non-delivery of goods within twenty four (24) hours of delivery.
6.4 If our Partner fails to deliver the goods, our Partner's liability to you is limited in accordance with clause 10.6.
6.5 We do not deliver to addresses outside Great Britain.
6.6 If you refuse to accept a delivery which has been made in full compliance with your order and these Terms and Conditions of Sale, an administration fee of fifty pounds (£50) will be invoiced and charged to your account.
WARRANTY FOR THE GOODS
7.1 Our Partners have the right to sell the goods to you in accordance with these terms.
7.2 The goods are intended for use only in Great Britain. Our Partners do not warrant that the goods comply with the laws, regulations or standards outside Great Britain.
7.3 Except as otherwise stated on the Website or in our Partners' sales literature, our Partners provide a warranty that on delivery, the goods shall:
a) subject to clause 5, conform in all material respects with their descriptions on the Website;
b) be free from material defects in design, material and workmanship; and
c) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979).
7.4 Subject to clause 7.5, if:
a) you give us notice in writing within a reasonable time of discovery that some or all of the goods do not comply with the warranty set out in clause 7.3; and
b) if we ask you to do so, you return the goods to us at our or our Partner's cost,
our Partner will refund the price of the defective goods in full.
7.5 Neither we nor our Partners, will be liable for breach of the warranty set out in clause 7.3 if:
a) you make any further use of the goods after giving notice to us under clause 7.4;
b) you alter or repair the goods without our Partner's written consent;
c) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
d) the goods differ from their description on the Website as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
7.6 It is your responsibility to check that the shelf-life of any perishable goods has not expired at the point of delivery. You must immediately notify us if any perishable goods have an expired shelf-life at the point of delivery.
7.7 Our Partners will only be liable to you for the goods failure to comply with the warranty set out in clause 7.3 to the extent set out in this clause 7.
CANCELLATION OF ORDERS & CHARGEBACKS
8.1 Please consider your order carefully before placing it. You will not be able to cancel an order once it has been placed and paid for via the Website.
8.2 If an order is fraudulently placed using your account or a payment is taken from you in error, you will be entitled to claim a chargeback via your bank or payment service provider. A chargeback has the effect of the payment being reversed so that the funds taken from your bank or payment account are returned to you.
8.3 You agree to indemnify our Partner(s) on demand for the cost of any goods properly delivered to you by the Partner(s) in accordance with an order placed via your account on the Website where you have successfully claimed a chargeback in relation to an order for goods where the goods that are the subject of the relevant order are in your possession and are not returned to our Partner(s).
OUR RIGHTS TO END THE CONTRACT
9.1 We or the Partner may end the contract if you break it. We or the Partner may end a contract at any time by writing to you if:
a) you do not provide us with the information or accurate information that is necessary for the goods to be provided to you; or
b) you fail to make an authorised payment for goods on the due date for payment;
9.2 If we or the Partner end the contract in the situations set out above you will be refunded any money you have paid in advance for goods which have not been provided but deductions or charges may be made for reasonable compensation for the net costs incurred as a result of you breaking the contract.
9.3 Termination of the contract shall not affect your, our or our Partner's rights and remedies that have accrued as at termination.
9.4 Any provision of the contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
OUR AND OUR PARTNERS' LIABILITY: YOUR ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
10.1 References to liability in this clause 10 include every kind of liability arising under or in connection with the contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
10.3 Nothing in these terms limits or excludes our Partner's liability for breach of the terms implied by section 12 of the Sale of Goods Act 1979.
10.4 Nothing in these terms limits or excludes our or our Partner's liability for:
a) Death or personal injury caused by our or our Partner's negligence;
b) fraud or fraudulent misrepresentation; or
c) any other liability that cannot be limited or excluded by law.
10.5 Subject to clause 10.4, we or our Partners will under no circumstances be liable to you for:
a) any loss of profits, sales, business, or revenue;
b) loss of business opportunity;
c) loss of anticipated savings;
d) loss of goodwill; or
e) any direct or consequential loss.
10.6 Subject to clause 10.4, our Partner's total liability to you for all losses arising under or in connection with the contract will in no circumstances exceed 100% of the price received in respect of your order for the goods they supply. Where an order is placed for goods from more than one Partner, no Partner shall be liable to you for more than the proportion of the price paid in respect of the goods that they supply.
10.7 You shall ensure that you are authorised or licensed to re-sell any goods purchased via the Website if you intend to do so and we and our Partners do not accept any liability for your failure to obtain and/or maintain such authorisations or licenses.
10.8 Except as expressly stated in these terms, our Partner's do not give any representations, warranties or undertakings in relation to the goods. 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 the goods are suitable for your purposes.
EVENTS BEYOND REASONABLE CONTROL
11.1 We and our Partners will not be liable or responsible for any failure to perform, or delay in performance of, any of our or our Partner's obligations under the contract that is caused by any act or event beyond our or our Partner's reasonable control ("Event Beyond Reasonable Control").
11.2 If an Event Beyond Reasonable Control takes place that affects the performance of our or our Partner's obligations under the contract:
a) we will contact you as soon as reasonably possible to notify you; and
b) our and our Partner's obligations under the contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Beyond Reasonable Control. Where the Event Beyond Reasonable Control affects the delivery of goods to you, we will arrange a new delivery date with you after the Event Beyond Reasonable Control is over.
11.3 You, we or our Partners may cancel the contract affected by an Event Beyond Reasonable Control which has continued for more than thirty (30) days. If you wish to cancel please contact us. If you opt to cancel, you will have to return (at our Partner's cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.
12.1 We will only use your personal data as set out in our https://www.starstock.co.uk/privacy-policy ("Privacy Notice"). Without limiting our rights under our Privacy Notice and at law, we shall have the right to share your personal data with our Partners and contractors (including logistics providers) for the purposes of fulfilling your orders.
13.1 If you have a complaint about an order you have received or about our Website, please contact us at firstname.lastname@example.org or via our Website.
OTHER IMPORTANT TERMS
14.1 You may only transfer your rights or your obligations under these terms to another person if the Partner agrees to this in writing.
14.2 The contract for the purchase of the goods is between you and the relevant Partner you select to order the goods from. We and the relevant Partner may enforce the terms of the contract with you. Except as expressly provided under these terms, no other person shall have any rights to enforce any of its terms.
14.3 If a court finds part of this contract illegal, the rest will continue in force. Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.4 Even if we or a Partner delays enforcing this contract, it can still be enforced later. If we or the Partner do not insist immediately that you do anything you are required to do under these terms, or if we or the Partner delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us or the Partner taking steps against you at a later date.
14.5 These terms and the contract are governed by the laws of England & Wales and you can bring legal proceedings in respect of the contract and any supplies made pursuant to it in the English courts.