1.1 "Business Customer" means a customer who is not a Consumer.
1.2 "Consumer" means an individual who is not acting for the purposes of his or her business or profession.
1.3 “Customer” includes both “"Business Customer" and "Consumer" and “you”
1.4 "Wholesale Security" means Wholesale Security Europe Limited, Registered in England and Wales (Reg no 7718668), whose registered office is 17 Portland Street, Walsall, WS2 8AB, UK; also referred to as "we" or "us" in these terms and conditions.
1.5 "catalogue" means the catalogue of products and services offered by Wholesale Security.
1.6 "Force Majeure" means any cause affecting the performance by Wholesale Security of its obligations arising from acts, events, omissions, happenings or non-happenings beyond its reasonable control including (but not limited to) governmental regulations, fire, flood or any disaster or industrial dispute affecting a third party.
1.7 "Normal Working Hours" means 9 am to 5 pm on a Working Day.
1.8 "Working days" means Monday to Friday, excluding Bank or other Public holidays.
1.9 Please note special terms apply to Consumers, which prevail over the other provisions of these terms and conditions. Consumers are referred to Clause 13.
2.1 All orders for products and services on the Wholesale Security web site are accepted by Wholesale Security Europe Limited ('Wholesale Security') subject to these terms and conditions of sale. No other terms will apply to the supply of products and services by Wholesale Security unless agreed in writing by an authorised signatory of Wholesale Security.
2.2 All descriptions of the products and services contained on the Wholesale Security website or otherwise communicated to the Customer are Approximate only and shall not form any part of the contract between Wholesale Security and the Customer. Wholesale Security may correct any errors in its website without liability to the Customer. The advertising of products and services in the Wholesale Security website merely constitutes an invitation by Wholesale Security for the Customer to make an offer to purchase products and services.
2.3 Wholesale Security's website is intended for sales to the United Kingdom and Ireland only. These terms and conditions do not apply to transactions carried outside these territories with, to which separate terms and conditions of sale apply.
2.4 Please note, Wholesale Security may record and / or monitor inbound and outbound calls and electronic traffic for internal purposes.
3.1 All contracts of sale made by Wholesale Security shall be deemed to incorporate these terms and conditions, which shall prevail over any other terms from the party ("the Customer") with whom Wholesale Security is dealing. Cancellation of orders by business to business customers is not accepted. Cancellation of orders by Consumers will be accepted in accordance with the Consumer Protection (Distance Selling) Regulations 2000. Nothing in these terms and conditions is intended to impinge upon a Consumer's statutory or contractual rights to reject faulty goods.
3.2 All orders are subject to acceptance and to availability of the goods ordered: Wholesale Security reserves the right to decline to trade with any company or person. In addition, Wholesale Security may decline to accept any order, whether or not payment has been received, by giving notice of non-acceptance to the Customer by telephone or email within a reasonable period of receipt by Wholesale Security of the order.
3.3 Please note, Wholesale Security may record and / or monitor inbound and outbound calls and electronic traffic for internal purposes.
4.1 Goods and services, are invoiced at the price prevailing at time of order.
4.2 Prices are quoted in British Pounds (GBP) and include VAT, but exclude shipping charges and other taxes which, where applicable must be paid by you in addition to the price and which will be listed with the total cost of your order unless otherwise stated on your order.
4.3 Wholesale Security reserves the right to modify the prices from time to time.
5.1 Goods are subject to availability. Stock levels may change due to the time delay between orders placed and orders accepted. If items become out of stock after Wholesale Security accepts the order we will notify you as soon as possible. For items that are out of stock, consumers, should they wish to cancel the order will be refunded in full. Business customers are referred to clause 5.3
5.2 For online orders date and time for delivery shall not be of the essence. If this is the case, availability and price must be confirmed with Wholesale Security on telephone with confirmation by email. Times and dates for delivery if quoted by Wholesale Security website or online or by Wholesale Security employees are approximate only and not guaranteed. Wholesale Security shall use reasonable endeavours to despatch goods by the date agreed with the customer, but does not accept liability for failure to deliver within the stated time where this is caused by circumstances beyond our reasonable control, such as (but not limited to) delays caused by delivery companies or manufacturer lead times. If a delay of more than 5 working days is likely, we shall contact the customer and advise of the delay. A customer who is a Consumer shall be entitled to cancel an order when advised of a delay if the revised delivery date is not acceptable.
5.3 In the case of a Business Customer, if Wholesale Security is unable to deliver the goods within 30 days of the agreed delivery date, the Customer will, as its sole and exclusive remedy, be entitled to cancel the order and require any monies paid to Wholesale Security in respect of that order to be refunded. In order to cancel, the Customer must send written notice of cancellation to Wholesale Security after the above date but before delivery of the goods or notification from Wholesale Security that the goods are ready for delivery. This Clause does not apply to Consumers.
5.4 In the case of Business Customers, Wholesale Security does not accept liability for shortages or damage to deliveries unless the Customer notifies Wholesale Security of the shortage or damage in writing within 48 hours of receipt of the delivery. Consumers should notify shortages or damage within 5 working days of the delivery.
5.5 Business Customers are required to be able to accept the goods when they are ready for delivery within Normal Working Hours.
5.6 Delivery is deemed to take place when the goods are delivered to the Customer's nominated address, whereupon the risks of loss, breakage and all damage and all other risks shall pass to the Customer.
5.7 Title in the goods does not pass to the Customer until payment is received in full by Wholesale Security, however risk of loss or damage is passed on to the customer on delivery of goods.
5.8 If the Customer cannot accept delivery, Wholesale Security may at its option: Attempt a second delivery to the customers delivery address, attempt delivery to a neighbour or have the parcel held at the delivery company depot or post office for collection by the customer. Wholesale Security reserve the right to charge for additional attempted deliveries.
5.9 The Customer may request a Proof of Delivery, provided that this request is made in writing within 30 days of the date of delivery and Wholesale Security shall use reasonable endeavours to provide such proof. Thereafter, delivery shall be deemed to have been successfully completed.
5.10 For courier shipments only: Upon delivery of the goods, the Customer will be asked to sign a Proof of Delivery to acknowledge safe receipt. It is the responsibility of the Customer to ensure that the number of packages delivered corresponds with the number stated on the delivery note. Where a discrepancy occurs or where there is evident damage to the packaging, this should be noted on the Proof of Delivery. Wholesale Security shall not be liable for discrepancies or damage evident on delivery where the Customer accepts delivery and signs the Proof of Delivery without amendment.
5.11 Where the Customer requests goods to be sent by Royal Mail or expressly instructs Wholesale Security to leave goods without requiring Wholesale Security to obtain a Proof of Delivery, delivery shall be deemed to have been successfully completed on despatch by Wholesale Security.
6.1 Payment is due prior shipment.
6.2 Payment may be made by Paypal, BACS transfer, cash, cheque, Visa, Master Card, Visa Debit, Master Card Debit. Handling charges for cash payments may apply. If any sum is not paid on the due date for payment then, without prejudice to any other right or remedy: All sums then outstanding from the Customer will immediately become due and payable notwithstanding that such sums would not otherwise be due until a later date, and Wholesale Security may apply a compensation charge to the Customer of £40 for outstanding sums up to £999.99: £70 for outstanding sums between £1,000 and £9,999.99 and £100 for outstanding sums of £10,000 or more. Wholesale Security may also charge the Customer interest from the due date until payment is made in full (both before and after any judgement) on the amount unpaid at a rate which is 8 per cent per annum above the Bank of England base rate as set at 31 December for the period 1 January to 30 June inclusive in the following year and as set at 30 June for the period 1 July to 31 December inclusive, compounded monthly.
6.3 Should Wholesale Security need to take legal recourse to recover the funds due to it, any legal costs the former may incur as a result of breach of this agreement (including non-payment) will be payable by the customer.
7.1 Wholesale Security makes every effort to supply the goods as advertised but reserves the right to supply the goods subject to minor variations in actual dimensions and specifications. Where these dimensions are critical to the application and use of product customer is advised to get them confirmed in writing by e-mail from us.
7.2 Wholesale Security has made every effort to ensure that the specifications and colours of the products are displayed online as accurately as possible. However since presentation of colour varies with type of monitor settings and slightly from batch to batch, Wholesale Security can not guarantee that the colours accurately reflect the colour of the product on delivery. Wholesale Security will take every care and effort to ensure that product descriptions, sizes and prices are displayed correctly at the time of entering the relevant information onto the system. However, Wholesale Security reserves the right to refuse any orders where the information/sizes and prices are published incorrectly (this includes promotions).
7.3 If Wholesale Security cannot supply the goods ordered by the Customer, Wholesale Security reserves the right to offer goods of equal or superior quality at no extra cost. In such a case, if the Customer does not wish to accept the alternative goods offered, please notify us at the time of placing your order whereupon we will cancel the order prior to despatch and refund any monies paid back to the Customer. This shall be the sole remedy of the Customer in these circumstances.
7.4 Each Customer bears the full responsibility for making its own determination as to the suitability of Wholesale Security´s materials, products, services, recommendations or advice for its own particular purpose. Each Customer must identify and perform tests and analyses sufficient to assure it that its finished parts will be safe and suitable for use under end-use conditions. Because actual use of products by the user is beyond the control of Wholesale Security, such use is within the exclusive responsibility of the Customer and/or user, and Wholesale Security cannot be held responsible for any loss incurred whatsoever through the use of products supplied. Further, no statement contained herein concerning a possible or suggested use of any material, product, service or design is intended or should be construed to grant any license under any patent or other intellectual property right of Wholesale Security or any of its subsidiaries or affiliated companies, or as a recommendation for the use of such material, product, service or design in the infringement of any patent or other intellectual property right.
8.1 Wholesale Security offer technical support and advice by telephone or email for Customers for items purchased from Wholesale Security.
8.2 Wholesale Security cannot offer technical support for items not purchased from Wholesale Security or for items that are purchased but are being used on or in conjunction with 3rd party items.
8.3 Wholesale Security offer technical support for free. Any advice, diagrams or information given is given in good faith but without liability. It is the Customers sole responsibility to ensure the advice being given is suitable and/or accurate.
8.4 Wholesale Security's technical support does not extend to programming, network settings, IP address settings, router settings, dynamic domains or any services offered by any 3rd party.
Please note that special terms apply to Consumers who wish to return goods, which prevail over the provisions of this Clause 9. Customers who are Consumers are referred to Clause 14.
9.1 Wholesale Security is committed to providing our customers with the highest quality products and service. However, on rare occasions, products may be found to be faulty or defective. In such cases we offer the returns facilities described below.
9.2 If you are not a Consumer, subject to the other provisions of these terms and conditions, Wholesale Security offers a 12 month return to base warranty on all new products delivered unless otherwise stated in writing. These warranties shall not apply to any defect which arises from improper use, improper installation, wear and tear, broken warranty seals, failure to follow the product instructions, or any repair or modification made without the consent of Wholesale Security. Any costs associated with the return of an item or items are the responsibility of the Business Customer and will not be refunded.
9.3 If you purchase goods in the course of your business, the following provisions of this Clause shall apply. Other than the express provisions set out in these terms and conditions, all other terms and the implied terms or warranties relating to the supply of goods are excluded to the fullest extent permitted by law. Goods are not tested or sold as being fit for any particular application or for use under specific conditions, unless expressly agreed in writing.
9.4 Subject to the right of Consumers to return goods for refund under The Consumer Protection (Distance Selling) Regulations 2000 (see Clause 13), Wholesale Security does not sell products on a trial basis. Customers are strongly advised to check suitability and specifications of products before ordering. In some instances, Customers may have products or services classed as a special order. Such special order goods and/or services are not returnable or refundable. Accordingly, orders for such goods can not be cancelled and Wholesale Security can only return or repair Goods where they prove to be defective and the Goods are returned for repair or replacement.
9.5 In the event that Wholesale Security, at its discretion (unless the Consumer Protection (Distance Selling) Regulations 2000 apply, see Clause 13), agrees to accept the return for credit of unwanted products, the goods must be returned with Wholesale Security's prior written agreement within 7 days of delivery. The goods must be unopened and in perfect re-saleable condition All goods returned in these circumstances (except where the Consumer Protection (Distance Selling) Regulations 2000 apply, see Clause 14) will be subject to a 25% re-stocking fee of Wholesale Security's sale price for the goods in addition to two way carriage costs (subject to a minimum of £12). Please ensure that the product(s) you have purchased are to your specification prior to breaking the manufacturers seals. This will avoid disappointment and the product(s) being rejected, should you wish to return them.
9.6 No contract shall be cancelled once accepted by Wholesale Security nor shall any Goods which are delivered in accordance with the contract be returned without prior written approval of Wholesale Security and on terms to be determined at the absolute discretion of Wholesale Security.
10.1 Wholesale Security shall under no circumstances be liable for any Customer's consequential or indirect damage or loss, however caused, including (but not restricted to) loss of business or profits, loss of goodwill, damage to trading relationships, damage to property, theft, flood, fire, loss of data and other financial loss howsoever caused. ("Financial loss" in this sense does not refer to the price you have paid for the goods, which we may be liable to refund to you, in whole or in part, if the goods are faulty or do not comply with their description). Subject to and without prejudice Wholesale Security's liability in respect of all other losses shall be limited to the invoiced amount of the relevant order.
11.1 Wholesale Security shall not be liable to the Business Customer/Consumer or be deemed to be in breach of the contract by reason of any delay in performing or any failure to perform any of Wholesale Security's obligations in respect of the Goods, if the delay or failure was due to any cause beyond Wholesale Security's reasonable control (force majeure). Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond Wholesale Security's reasonable control:
11.2 If we are unable to provide you with your Goods within a reasonable time due to circumstances outside our control, we shall either agree a new time scale with you for the delivery of the Goods or either of us may decide to terminate the contract in which case we will return any payments that you have made in full or cancel the whole or any part of these terms and conditions of sale, without any liability to the Business Customer or consumer
13.1 Goods sold on "Special price offer" or "Clearance Stock" are downgraded goods that Wholesale Security is able to offer at a discount on the normal catalogue price. Stocks of goods offered as above are limited and such goods are sold subject to the following special rules. These special rules apply in addition to, and in the event of any conflict override, all of Wholesale Security's other terms and conditions, except those terms and conditions specifically covering Consumers.
13.2 Upon receipt of an order, Wholesale Security will check stock availability. Until stock availability is confirmed, a contract for sale will not be created with the customer.
13.3 All goods sold by Wholesale Security as Reduced price offer and/or Clearence Stock are sold subject to the following special rules that apply in addition to Wholesale Security's other terms and conditions.
13.4 Products are non-returnable unless we have made an error or the goods are faulty;
13.5 Prices are not subject to value, cash or volume discounts.
14.1 Contracts for the purchase of goods by a Consumer not acting in the course of a business and made over the telephone or through the Wholesale Security website, online, or by mail order, are, with the exception of certain excepted contracts, subject to The Consumer Protection (Distance Selling) Regulations 2000 ('the Regulations'). If you are a Consumer, Wholesale Security warrants that upon delivery and for a period of 3 months from the date of delivery the products shall be of satisfactory quality and fit for purpose within the meaning of the Sale of Goods Act 1979 (subject to the provisions of these term and conditions).
14.2 If the Regulations apply, Consumers may cancel goods purchased from Wholesale Security by sending a written notice of cancellation by post to our registered address or by e-mail.
14.3 The notice of cancellation must be delivered within 7 working days of the day after date of delivery of the goods.
14.4 The Customer will be responsible for the cost of returning the goods if he or she exercises this right of cancellation under the Regulations. If the Customer does not actually return the goods to Wholesale Security, the Customer is under a duty to make the goods available for collection at the Customer's expense from the address to which they were delivered.
14.5 The Customer is under a duty to retain possession of the goods whilst awaiting return to Wholesale Security and to take reasonable care of them during this period. The Customer will be liable for any loss of or damage to the goods if he or she fails to comply with this obligation.
15.1 Wholesale Security makes every effort to ensure that all prices and descriptions quoted in its catalogue on its website are correct and accurate. However, the frenetic tempo of e-commerce makes it inevitable that mistakes will occasionally occur. In the case of a manifest error or omission, Wholesale Security will be entitled to rescind the contract, notwithstanding that it has already accepted the Customer's order and/or received payment from the Customer. Wholesale Security's liability in that event will be limited to the return of any money the Customer has paid in respect of the order. In the case of a manifest error in relation to price, the Customer will be entitled to purchase the goods by paying the difference between the quoted price and the correct price, as confirmed by Wholesale Security after the manifest error has been discovered.
15.2 A 'manifest error', as the term is used in sub-paragraph (1) above, means, in relation to an incorrect price, a price quoted in error by Wholesale Security which is more than 5% less than the price that would have been quoted had the mistake not been made.
16.1 Website Security Wholesale Security utilises, where applicable, SSL encription of sensitive customer data. Customer data and credit card processing is carried out in accordance with PCI compliance. Provided the Business Customer/Consumer is using an SSL compliant browser, the Business Customer/Consumer is able to conduct encrypted transactions without fear of an intermediary obtaining the Business Customer/Consumers credit card information.
16.3 Registration and data sharing, Wholesale Security’s site registration, contact, RMA and/or order form requires users to give Wholesale Security contact information (such as name, email, and postal address), unique identifiers (such as username and password), demographic information (such as postcode), and financial information (such as account or credit card numbers). This data (other than financial information) is stored for use in all Wholesale Security’s marketing communications and analysis.
16.4 Wholesale Security may share a Business Customer/Consumer's information with other companies in the group and other third parties. The Business Customer/Consumer may be contacted or sent information in respect of further goods and services available and should inform Wholesale Security in writing in the event that the Business Customer/Consumer does not wish to receive this.
17.1 Nothing in these terms and conditions affects your statutory rights as a Consumer.
17.2 If any provision in this Agreement is held to be invalid or unenforceable by any court, tribunal or administrative body, it shall be deemed severed from the Agreement and this shall not affect the validity or enforceability of the remaining provisions.
17.3 Any waiver of a breach of this Agreement must be in writing.
17.4 Any variation of this Agreement must be in writing and signed by a duly authorised Wholesale Security official.
17.5 The headings are for convenience only and shall not affect the interpretation of this Agreement.
17.6 Assignment. You must not transfer any contract made with us under these Conditions, as it is personal to you, without written authority from us. This authority will not be refused without good reason.
17.7 Customer Service queries Wholesale Security shall make every reasonable effort to resolve or acknowledge by post, telephone or email any queries which the Business Customer/Consumer has made within 48 hours of receipt of any such query during office hours. Wholesale Security shall make every reasonable endeavour to respond to complaints within 5 working days and keep the Business Customer/Consumer reasonably notified of any progress thereafter. Telephone calls made to Wholesale Security may be recorded for internal or evidential purposes.
17.8 Third Party (Rights) Act 1999 No third party shall be allowed to enforce any rights under this contract. The parties hereby exclude the application of the Contracts (rights of Third Parties) Act 1999 to each and every contract made under these Conditions.
17.9 No Waiver Wholesale Security's failure to insist upon strict performance of any provision of these Conditions shall not be deemed a waiver of its rights or remedies in respect of any present or future default of the Business Customer/Consumer in performance or compliance with any of these Conditions.
17.10 Notice Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving notice. Notice shall be delivered personally or sent by first class prepaid recorded delivery of by registered post (airmail if overseas) or by email transmission and shall be deemed to be given in the case of delivery personally on delivery and in the case of posting (in the absence of evidence of earlier receipt) 48 hours after posting (six days if sent by airmail) and in the case of email transmission on completion of the transmission provided that the sender shall have received read confirmation of receipt.
17.11 Enforceability If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provision of these Conditions and the remainder of the provision in question shall not be affected.
17.12 Dispute In the event of a dispute between the Business Customer/Consumer and Wholesale Security, should Wholesale Security in writing require, the Business Customer/Consumer agrees to submit to the jurisdiction in accordance with the Arbitration Act 1996 for the time being in force as a legally binding alternative to court action.
17.13 Jurisdiction The contract shall be governed by the laws of England & Wales and the Business Customer/Consumer agrees to submit to the non-exclusive jurisdiction of the English courts.
17.14 Images Product images are provided for illustrative purposes only and the actual product you receive may differ from the image displayed in the catalogue or on our website, especially with generic products.