3 PRICE, MINIMUM ORDER & PAYMENT
3.1 The price shall be that in the Seller’s current List Price, or such other price as the parties may agree in writing.
3.2 The price is exclusive of VAT or any other applicable costs. Carriage shall be paid for by the Seller and will be applied at the time of the order. The Buyer agrees that the Seller will be fully aware of the carriage cost before commencing with any such orders.
3.3 Payment of the price and VAT and any other applicable costs shall be due prior to any order being delivered. Payment can be made via BACS, CHAPS, FPS, Credit/Debit Card or Cheque. If payment is to be made by Cheque – funds must be cleared before any delivery is finalised.
3.4 Where Credit Terms are offered, The Seller shall be entitled to charge interest on overdue invoices from the date when payment becomes due from day to day until the date of payment at a rate of 3.00% per annum above the base rate ofthe Bank of England.
3.5 If payment of the price or any part thereof is not made by the due date, the Seller shall be entitled to:
3.5.1 require payment in advance of delivery in relation to any Goods not previously delivered;
3.5.2 refuse to make delivery of any undelivered Goods whether ordered under the contract or not and without incurring any liability whatever to the Buyer for non-delivery or any delay in delivery;
3.5.3 Terminate the contract.
3.6 The Buyer agrees that all orders placed at Wholesale Trade prices are subject to a minimum order amount in items ordered with exception of the first order, which can be a single item purchased at Current Retail Price.
3.7 Minimum order amount will be subject to amendments from time to time and may change in accordance to the Sellers
business requirements. The Seller agrees to keep the Buyer informed of all changes at the time of ordering and before any contract has been entered in to.
3.8 Prices quoted are valid for a 7 day period from the date of quotation. If an order is not received within this timescale, a
new quote will need to be provisioned by the Seller to the Buyer and any special offers, discounts or incentives offered previously are not expressly guaranteed to be offered again.
Any description given or applied to the Goods is given by way of identification only and the use of such description shall not
constitute a sale by description. For the avoidance of doubt, the Buyer hereby affirms that it does not in any way rely on any description when entering into the contract.
Where a sample of the Goods is shown to and inspected by the Buyer, the parties hereto accept that such a sample is so
shown and inspected for the sole purpose of enabling the Buyer to judge for itself the quality of the bulk; and not so as to constitute a sale by sample.
6 DELIVERY & RETURNS
6.1 Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on the date
specified by the Seller. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
6.2 The date of delivery specified by the Seller is an estimate only. Time for delivery shall not be of the essence of the contract.
Delivery is estimated at three weeks from time of receipt of full payment from the Buyer to the Seller.
6.3 If the Seller is unable to deliver the Goods for reasons beyond its control, then the Seller shall be entitled to place the Goods
in storage until such times as delivery may be effected and the Buyer shall be liable for any expense associated with such
6.4 The Buyer shall be entitled to replacement Goods where the Goods have been damaged during transportation. The Buyer
must notify the Seller of the damage within 24 hours of delivery.
6.5 All deliveries will be subject to delivery charges, advice of which will be given at the time of purchase. Delivery charges
will be subject to change at any time in accordance with costs incurred by Www.ShopAF.co.uk, Anonymous UK Wholesale or
6.6 Returns will not be authorised, nor refunds given by the Seller to the Buyer for any items outside of the 24 hour period after
the buyer has received the goods.
Risk in the Goods shall pass to the Buyer at the moment the Goods are dispatched from the Seller`s premises. Where the
Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first.
Title of Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods.
9.1 Where the Goods have been manufactured by the Seller and are found to be defective, the Seller shall repair, or in its sole
discretion, replace defective Goods free of charge within 1 month from the date of delivery, subject to the following conditions:
9.1.1 the Buyer notifying the Seller in writing immediately upon the defect becoming apparent;
9.1.2 the defect being due to the faulty design, materials or workmanship of the Seller.
9.2 Any Goods to be repaired or replaced shall be returned to the Seller at the Buyer’s expense, if so requested by the Seller.
9.3 The Seller shall be entitled in its absolute discretion to refund the price of the defective Goods in the event that such price has already been paid.
9.4 The remedies contained in this Clause are without prejudice to the other Terms and Conditions herein, including, but without
limitation, Clauses 10 and 11 below.
10.1 No liability of any nature shall be incurred or accepted by the Seller in respect of any representation made by the Seller, or
on its behalf, to the Buyer, or to any party acting on its behalf, prior to the making of this contract where such representations were made or given in relation to:
10.1.1 the correspondence of the Goods with any description;
10.1.2 the quality of the Goods; or
10.1.3 the fitness of the Goods for any purpose whatsoever.
10.2 No liability of any nature shall be accepted by the Seller to the Buyer in respect of any express term of this contract where
such term relates in any way to:
10.2.1 the correspondence of the Goods with any description;
10.2.2 the quality of the Goods; or
10.2.3 the fitness of the Goods for any purpose whatsoever.
10.3 All implied terms, conditions or warranties as to the correspondence of the Goods to any description or the
satisfactory quality of the Goods or the fitness of the Goods for any purpose whatsoever (whether made known to the Seller or
not) are excluded to the fullest extent permitted by law.
11 LIMITATION OF LIABILITY
11.1 Where any court or arbitrator determines that any part of Clause 10 above is, for whatever reason, unenforceable, the
Seller shall be liable for all loss or damage suffered by the Buyer but in an amount not exceeding the contract price.
11.2 Nothing contained in these Terms and Conditions shall be construed so as to limit or exclude the liability of the Seller for
death or personal injury as a result of the Seller’s negligence or that of its employees or agents.
12 INTELLECTUAL PROPERTY RIGHTS
12.1 All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, so far as not
already vested, become the absolute property of the Seller, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest in the Seller by the execution of appropriate instruments or the making of agreements with third parties.
12.2 The use of Anonymous Lookbook, usage of the content of the website of Www.ShopAF.co.uk, Anonymousfashion.com is strictly not to be copied, reproduced, modified, sold, posted or transmitted in any way without the prior permission of Www.ShopAF.co.uk or
Anonymousfashion.com or Anonymous UK.
13 FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results
from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.
14 RELATIONSHIP OF PARTIES
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint
venture between the parties and nothing in these Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein
shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of
competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
18 GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.
The Company reserves the right to make deliveries by instalments and to render a separate invoice in respect of each
such instalment. If the Company exercises its right to make deliveries in accordance with sub-paragraph (A) above, any
delay in the provision of such deliveries or failure to deliver any further instalment or instalments, shall not entitle the
Buyer to reject the contract or the delivery of any other instalment or to withhold payment in respect of any instalment
previously delivered. The failure or refusal of the Buyer to take delivery or to pay for any one or more of the said instalments
of the Goods on the due dates shall entitle the Seller (at the sole option of the Seller):
18 ADDITIONAL REMEDIES FOR LATE PAYMENTS
If the Buyer fails to make any payment on the due date then without prejudice to any of the Seller’s other rights the Seller may:
18.1 suspend or cancel deliveries of any articles due to the Buyer; and/or
18.2 appropriate any payment made by the Buyer to such of the Goods (or Goods supplied under any other contract with the Buyer) as the Seller may in its sole discretion think fit. The Seller may deliver the Goods by separate instalments. The Seller may raise a separate invoice and require payment for each instalment.
19 THIRD PARTY RIGHTS
The provisions of the Contracts (Rights of Third Parties Act) 1999 shall not apply to this contract and a person who is not a
party to this contract shall have no right under that Act to enforce any term of the contract.
20. MARKETING PREFERENCES
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