Terms and conditions
View the Fitzroy of London terms and conditions. For any queries or general enquiries, please visit our contact page.
1. Interpretation
1.1 Definitions. In these Conditions, the following definitions apply: Business Day a day, other than a Saturday, Sunday or public holiday, when banks in London are open for business. Conditions the terms and conditions set out in this document as amended from time to time in accordance with clause 13.7 Contract the contract between Fitzroy Of London and the Customer for the sale and purchase of the Goods in accordance with these Conditions. Customer the person, firm or organisation who purchases the Goods from Fitzroy Of London. Force Majeure Event has the meaning given in clause 10. Goods the goods (or any part of them) set out in the Order. Intellectual Property Rights: means patents, copyright, moral rights, trademarks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, know-how and trade secrets and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world. Order the Customer's order for the Goods, as set out in the Customer's purchase order form, the Customer's written acceptance of Fitzroy Of London' quotation, or overleaf, as the case may be. Price List the price list given by Fitzroy Of London to the Customer setting out the price of the Goods prior to an Order being received. Specification any specification for the Goods, including any related plans and drawings, that is agreed by the Customer and Fitzroy Of London. Fitzroy Of London FA & JF Co Ltd (company number 08361741), Amaryllis House Ltd (company number 08364729) and Nymack Ltd (company number 08361501) whose registered offices are at Royce House, Royce Avenue, Billingham, TS23 4BX, a corporate partnership trading as Fitzroy Of London.
1.2 Construction. In these Conditions, the following rules apply: (a) A person includes a natural person, corporate or unincorporated body (whether or not having separate legal personality). (b) A reference to a party includes its personal representatives, successors or permitted assigns. (c) A reference to a statute or statutory provision is a reference to such statute or provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted. (d) Any phrase introduced by the terms including, include, in particular or any similar expression shall be construed as illustrative and shall not limit the sense of the words preceding those terms. (e) A reference to writing or written includes emails
2. BASIS OF CONTRACT
2.1 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.2 The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions. The Customer is responsible for ensuring that the terms of the Order and any applicable Specification are complete and accurate.
2.3 The Order shall only be deemed to be accepted when Fitzroy Of London issues a written acceptance of the Order (Written Acceptance), or if there is no Written Acceptance when Fitzroy Of London notifies that the Goods are ready for collection or Fitzroy Of London delivers the Goods, at which point the Contract shall come into existence.
2.4 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of Fitzroy Of London which is not set out in the Contract.
2.5 Any samples, drawings, descriptive matter, or advertising produced by Fitzroy Of London and any descriptions or illustrations contained in Fitzroy Of London' catalogues or brochures or on Fitzroy Of London’ websites are produced for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force.
2.6 A quotation for the Goods given by Fitzroy Of London shall not constitute an offer. A quotation shall only be valid for a period of 90 days from its date of issue or for such other longer period where Fitzroy Of London agrees in writing.
3.GOODS
3.1 The Goods are described in Fitzroy Of London' catalogue and other marketing materials as modified by any applicable Specification.
3.2 The Customer shall indemnify Fitzroy Of London against all liabilities, costs, expenses, damages and losses (including any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal and other professional costs and expenses) suffered or incurred by Fitzroy Of London in connection with any claim made against Fitzroy Of London for actual or alleged infringement of a third party's intellectual property rights arising out of or in connection with Fitzroy Of London' use of the Specification. This clause 3.2 shall survive termination of the Contract.
3.3 Fitzroy Of London reserves the right to amend the Specification of the Goods if required by any applicable statutory or regulatory requirements.
3.4 It is the Customer’s responsibility for ensuring that the Goods are fit for its intended purpose or the purpose of any other end user of the products for whom the Customer is acquiring them.
4. Delivery
4.1 Fitzroy Of London shall ensure that: (a) each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any); and (b) if Fitzroy Of London requires the Customer to return any packaging materials to Fitzroy Of London, that fact is clearly stated on the delivery note. The Customer shall make any such packaging materials available for collection at such times as Fitzroy Of London shall reasonably request. Returns of packaging materials shall be at Fitzroy Of London' expense.
4.2 Fitzroy Of London shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (Delivery Location).
4.3 Delivery of the Goods shall be completed on the Goods' arrival at the Delivery Location.
4.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. Fitzroy Of London shall not be liable for any delay in delivery of the Goods that is caused by a Force Majeure Event or the Customer's failure to provide Fitzroy Of London with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
4.5 If Fitzroy Of London fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the Customer in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the Goods. Fitzroy Of London shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide Fitzroy Of London with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
4.6 If the Customer fails to accept delivery of the Goods within three Business Days of Fitzroy Of London attempting to deliver the Goods, then, except where such failure or delay is caused by a Force Majeure Event or Fitzroy Of London' failure to comply with its obligations under the Contract: (a) delivery of the Goods shall be deemed to have been completed at 9.00 am on the third Business Day after the day on which Fitzroy Of London notified the Customer that the Goods were ready; and (b) Fitzroy Of London shall store the Goods until delivery takes place and shall charge the Customer for all related costs and expenses (including insurance).
4.7 If 10 Business Days after the day on which Fitzroy Of London notified the Customer that the Goods were ready for delivery the Customer has not accepted delivery of them, Fitzroy Of London may resell or otherwise dispose of part or all of the Goods and, after deducting reasonable storage and selling costs, account to the Customer for any excess over the price of the Goods or charge the Customer for any shortfall below the price of the Goods.
4.8 The Customer shall not be entitled to reject the Goods if Fitzroy Of London delivers up to and including 5% more or less than the quantity of Goods ordered.
4.9 Fitzroy Of London may deliver the Goods by instalments. Each instalment shall constitute a separate Contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment