1. DEFINITIONS In these terms & conditions of sale: 1.1 “The Company” means Pacific Seafood Limited. 1.2 “The Customer” means any person, firm, company or other legal entity which places an order, or buys any Products from the Company and includes the employees, servants, agents, principals (whether disclosed or undisclosed) or sub-contractors of any such person, firm, company or other legal entity. 1.3 “Goods/Products” means any edible and non-edible items, which are supplied by the Company to the Customer 1.4 “Contract” means a contract between the Company and the Customer for the sale and purchase of the Products.
2. GENERAL Any quotations made, orders accepted and sales effected are subject to the following conditions and no alteration, modification or term inconsistent herewith shall have effect unless expressly accepted in writing by the Company. These Terms and Conditions shall be incorporated into the Contract and shall apply in place of and prevail over any terms and conditions contained or referred to in any communication from the Customer or implied by trade, custom or practice or course of dealing. Other purported terms and conditions which the Customer seeks to impose or incorporate are expressly rejected by the Company.
3. DESCRIPTION Illustrations and descriptions in our catalogue, website, brochure or documents accompanying quotations, sales promotions are correct in general detail. The Company however reserves the right to vary or modify the specification without notice (unless a written undertaking has been given to the contrary) provided that there shall be no material change in the basic function of the Goods supplied.
4. PRICES AND VARIATION OF QUOTATION Should any information or data supplied by the Customer to the Company prove to be incomplete or inaccurate in any respect, the Company reserves the right to make such amendments as may be necessary or cancel the quotation or order unless otherwise agreed in writing. Any discount agreement which may be agreed between the Customer and the Company will only be binding upon the Company if such an arrangement is evidenced in writing by the Company and in any event such an arrangement will only be applicable so long as the remainder of the Company’s terms and conditions as to payment or otherwise are strictly complied with. The Company shall be entitled to disallow all discounts to any customer from the date of breach of any of the Company’s terms and conditions and any forbearance by the Company continuing to allow discounts shall not be deemed to be a waiver of the Company’s rights retrospectively to recover the discounts so allowed.
5. TITLE & RISK 5.1 Title in the Goods supplied or installed shall not pass to the Customer until all sums due from the Customer to the Company however they shall have arisen have been received in full. Until the title passes to the Customer, Goods shall be stored in such a way that they are clearly the property of the Company. In the event of non-payment on the due date, for any reason or should any of the forms of insolvency detailed in Clause 12 herein commence against the Customer, the Company shall have the right, without giving notice and without incurring liability, to enter into the Customer’s premises and to take possession of any of the Goods supplied by the Company to which title has not passed to the Customer. This right shall be without prejudice to any other legal rights or remedies available to the Company. 5.2 Subject to clause 5.3, the risk of loss or damage to the Products shall pass to the Customer upon completion of the delivery to the Customer’s premises, in accordance with Condition 7.2 (delivery). 5.3 The Company shall not be responsible for any loss or damage to the Products sustained whilst on Customer’s premises, but before completion of the delivery or signature of the delivery note, if such loss or damage arises as a consequence of the condition of the Customer’s premises or the act, default or omission of the Customer or its representatives.
6. SETTLEMENT 6.1 Unless otherwise specified in writing all sums payable in respect of Goods supplied under any Contract must be paid without deductions within 7 days from the invoice date unless a prior written agreement has been reached between the Company and the Customer. 6.2 Failure to pay by the due date shall entitle the Company to suspend delivery of all unexecuted orders. Time for payment for the Goods shall be of the essence in the Contract. 6.3 The Company reserves the right at any time in its absolute discretion to demand immediate payment of any account whether due or not and to take legal action to recover the debt and costs. 6.4 If payment is not made in accordance with this Condition, the Company reserves the right to charge Statutory Interest on the overdue balances for the period from the date on which payment became due until the date on which payment is made including any period after the date of any judgement or decree against the Customer. In addition each overdue invoice will attract a late payment compensation fee of £25. 6.5 In the event of any cheques, standing orders or direct de bits from a Customer to the Company being dishonoured, a charge of £35 (or such other sum as the Company may from time to time advise the Customer) will be made on the Customers account to cover bank and administrative costs. 6.6 The Company reserves the right in its absolute discretion to refuse to grant credit.
7 DELIVERIES 7.1 Deliveries of Goods to the Customer shall be in accordance with the Company’s delivery schedule. The Company shall not be liable for any loss or damage whatsoever arising as a result of a delay or failure to deliver Products by a particular date or arising as a result of any cause beyond the Company’s control, including any force majeure event or the Customer’s failure to provide adequate delivery instructions. Time for delivery shall not be of the essence unless otherwise agreed by the Company in writing. 7.2 Delivery of Products shall be made by the Company to a reasonably accessible location at the Customer’s premises, or as otherwise agreed between the parties. The Customer shall allow the Company access to such premises and shall use best endeavours to ensure that a responsible person shall be at the place of delivery to take delivery of the Goods and to sign for them. In the event of no such person being present at the time of delivery the Customer hereby consents to the Company leaving the Goods at .what appear to be the premises nominated by the Customer as the place of delivery, and when the Products are so left, risk in the Products shall pass to the Customer and no liability shall remain with the Company in respect of the Products. 7.3 If the Customer fails to take delivery or fails to give the Company adequate delivery instructions at the time stated for delivery then without prejudice to any other right or remedy available to the Company, the Company may do one or more of the following: 7.3.1 Charge the Customer the cost of carriage of the refused delivery both to and from the Customer’s designated premises in addition to the Company’s administration charges involved; and/or 7.3.2 Store the Goods until actual delivery and charge the Customer for the reasonable costs (including insurance) of storage; and/or 7.3.3 Sell the Goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Customer for the excess over the price under Contract.
8. ACCEPTANCE AND CLAIMS PROCEDURE
8.1 The Customer must check that the quantity and specifications of Products delivered correspond with the Contract before signature of the delivery note. 8.2 Claims in respect of short deliveries or damage to Products reasonably visible on inspection must be made to the Company within 24 hours of the time of the delivery which gives rise to the claim. The Customer must retain damaged Products for inspection and collection. The Company will only grant credit if the provisions of this Condition are complied with.
9. CANCELLATION OF ORDER The Contract may not be cancelled by the Customer without the written consent of the Company. The Company reserves the right upon consent being given to levy a cancellation charge of not less than 20% to indemnify the Company for any loss whatsoever (including loss of profit) arising from the cancellation. Non-stock goods ordered on behalf of the Customer cannot be returned unless the manufacturer/supplier agrees to accept them.
10. INSOLVENCY OF CUSTOMER In the event that: 10.1 The Customer makes any voluntary arrangement with its Creditors, proposes to enter into a company voluntary agreement, enters into administration, is unable to pay its debts as they fall due, makes application to a court to suspend enforcement action against it, or goes into liquidation (in the event that the customer is in a company) or becomes apparently insolvent, enters into a trust deed or voluntary arrangement for the benefit of its creditors (in the event that the customer is an individual or firm), or if the equivalent occurs under any jurisdiction; or 10.2 An encumbrancer takes possession of, or a receiver or administrative receiver is appointed over, any of the property or assets of the Customer; or 10.3 The Customer suspends any payments hereunder or ceases, or threatens to cease, to carry on business; or 10.4 The Company reasonably considers that any of the events mentioned above is about occur in relation to the Customer and notifies the Customer accordingly; without prejudice to any other rights or remedies available to the Company, the Company shall be entitled forthwith to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Customer and if Goods have been delivered but not paid for, the price shall become immediately payable notwithstanding any previous agreement to the contrary.
11. LIMITATIONS OF THE COMPANY’S LIABILITIES 11.1 This condition is intended to exclude or to limit the Customer’s rights and remedies against the Company. It shall not give the Customer any additions rights and remedies and shall not affect the Customer’s duty to mitigate any loss or damage. 11.2 The Customer’s remedies against the Company for any breach shall be strictly limited to damages as limited by these conditions. 11.3 Company does not limit or exclude liability for damage to tangible property not in excess of £1 million or for death or personal injury or in so far as it results from negligence for its liability for any breach of the undertakings. 11.4 The Company shall not be liable for the following howsoever caused: 11.4.1 Financial loss or damage (including loss of income, profits, goodwill or anticipated savings). 11.4.2 Consequential or indirect loss or damage. 11.4.3 Third Party claims against the Customer for any claim arising on an invoice issued more than 1 month before the date upon which such claim is received by the Company; 11.4.4 for any loss of profit, loss of sale, loss of goodwill, loss of reputation, loss of customers and any other similar indirect or consequential losses caused by the Company’s negligence or other wrongful act on the Company’s part or that of its employees or agents or otherwise; 11.4.5 for any failure by the Company to perform any of its obligations in these Terms and Conditions caused by circumstances beyond its reasonable control. 11.5 All representations, conditions or warranties (other than as expressly contained in these conditions) whether expressed or implied statutory or otherwise are hereby excluded.
12. INTELLECTUAL PROPERTY
Copyright and all other intellectual property rights in the Products shall remain at all times the property of the Company. The Customer shall acquire no rights in the Products except as expressly provided for in these Terms and Conditions. You may not reproduce, copy, duplicate, transmit, publish, display, distribute or sell any material from the Company websites. You may not use the Company websites or their content for any commercial purpose; including the collection and use of any listings, descriptions, prices, make any derivative or commercially exploitative use of this website or its content, download or copy account information, use any data mining, robots or similar data gathering and extraction tool without the explicit written consent of the company. Any unauthorised use terminates any permission’s granted.
13. FORCE MAJEURE
The Company reserves the right to defer the date of delivery or reduce the volume of Products ordered by the Customer or to cancel the Contract without liability to the Customer if it is prevented from or delayed in the carrying out of its obligations under the Contract due to circumstances beyond its reasonable control including, without limitation, any failure or delay on the part of the manufacturer of any of the Products to supply the Products to the Company, any strike, lock-out or other industrial action, fire, explosion, flood, closure of motorways or other roads leaving no alternative route, unusually severe weather conditions or unusually severe traffic congestion which could not reasonably have been anticipated leaving no alternative route, loss of power or telecommunications systems or computer failure or breakdown.
14.1 The Customer undertakes that it shall not at any time disclose any confidential information concerning the business, affairs, customers, suppliers, pricing or other financial information of the Company to any third party whatsoever. 14.2 The Customer may disclose the Company’s confidential information (i) to its employees, officers, representatives or advisers who need to know such information for the purposes of carrying out its obligations to the Company under the Contract, provided that such employees, officers, representatives and advisors to whom the Customer discloses such information comply in full with this Condition; and (ii) as may be required by law, court order or any government or regulatory authority, provided that the Customer gives as much advance notice of such disclosure to the Company, as possible. 14.3 The Customer shall not use the Company’s confidential information for any purpose other than to perform its obligations under the Contract.
15 ADDITIONAL TERMS 15.1 No forbearance or indulgence on the part of the Company in enforcing these Conditions shall in any way restrict, waive or prejudice any rights which the Company may have under these Conditions or howsoever against the Customer. 15.2 These Conditions represent the entire contract between the parties here to and supersede all prior agreements or communications (oral or written) between the parties. If any of the provisions of these conditions are held to be invalid under any applicable statute or rule of law, they are to that extent deemed omitted. 15.3 The Company, but not the Customer, may assign the benefit of any Contract. 15.4 The Company shall incur no liability whatsoever for any breach of a Contract occasioned by circumstances beyond its control or by reason of force majeure and in particular but without prejudice to the generality of the foregoing by reason of any delay or failure on the part of the manufacturer/supplier of any of the Company’s products to supply such products to the Company. 15.5 Any written communication given pursuant to these Conditions shall be deemed to have been received by the addressee three days after its dispatch in the ordinary course of post. 15.6 All Contracts between the Customer and the Company for any Goods shall be governed by the English Law. 15.7 If the Customer is a partnership the liability of the individual partners to the Company shall be joint and several. 15.7 The signature on behalf of a Customer which is a limited company by any person purporting to sign with the Customer’s authority shall bind the Customer and the Customer shall be liable to comply with these terms. 15.8 The Customer shall be liable to comply with the terms of the Contract and pay for any Products which are ordered using its Customer account number. 15.9 The Company reserves the right to amend these Terms and Conditions from time to time by posting updated versions on its website.
IN VIEWING THIS SITE THE USER AGREES TO THE FOLLOWING: -
While every care is taken to ensure that the information on the Pacific Seafood site is correct and up to date, Pacific Seafood does not guarantee that the information on this site is accurate. It should be noted that information might at times be out of date. Pacific Seafood excludes any liability, including that for negligence, for the content of this web site or any downloads from it.
Though providing a variety of information on this site, it is not intended that this should in any way be interpreted as an invitation to invest in Pacific Seafood or as a contractual offer to buy goods or services displayed on this site. Fulfilment of an order is subject to acceptance by Pacific Seafood on your order.
Pacific Seafood will not be held responsible for any problems that arise from the use of this site and its links or from downloaded information that is available. Use of this site is at your own risk. Pacific Seafood accepts no responsibility for the content and accuracy of the sites it links to, nor does it accept any liability in connection with any such sites of links.
Pacific Seafood cannot ensure the exclusion of viruses from the web site and no liability is accepted for viruses. You are therefore recommended to take all appropriate safeguards before downloading information from this site.
Any ideas or comments sent to Pacific Seafood via the web site shall become the property of Pacific Seafood and as such can be used in any future developments. Pacific Seafood holds the copyright over the entire content and links of this site.
Your use of this web site and downloads from it, and the operation of these terms and conditions shall be governed in accordance with the laws of England and Wales. The English courts shall have exclusive jurisdiction over any dispute arising out of your use of this web site.
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We at Pacific Seafood commit to supplying our customers with the finest quality seafood at the best possible prices, complete with swift deliveries from our cold store. More and more of our products are recognized by our specially designed packaging which, together with our reputable brands, reflects the highly regarded quality of our products.
The vehicles are regularly maintained by fully authorised companies to ensure the best possible performance is achieved and that deliveries arrive under the strictest temperature controlled conditions