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The following are the terms of legal agreement between you and Shoewholesale.com. By accessing, browsing , and/or using this website you acknowledge that you have read, understood and agree to be bound by these terms and to comply with all applicable laws and regulations.

GENERAL CONDITIONS OF TRADING – Business rules.
DEFINITIONS

The expression ‘the seller’ shall mean ‘shoewholesale.com’. The expression ‘the buyer’ shall mean the person[s] or company who is the customer of the seller. ‘Goods’ means the goods [including any instalment of the goods] which the seller is to supply in accordance with these conditions.

WWW.SHOEWHOLESALE.COM – DECLARES the conditions that follow shall form the basis of all contracts between the seller and the buyer. All orders in whatever terms are accepted by the seller subject to the following conditions. No modifications of these conditions by the seller its servants or agents or otherwise howsoever shall be effective unless confirmed in writing by a director of the seller. Previous dealings between the seller and the buyer shall not vary or replace these terms in anyway whatsoever.

The signing by the seller of any the buyers’ documentation shall not imply any modification of these conditions. Acceptance of goods from the seller shall be conclusive evidence before any court or arbitrator that these conditions apply. No contract between the seller and buyer shall come into existence until on order by the buyer is accepted by the earliest of a] the sellers written acceptance b] delivery of the goods c] the sellers invoice.

1 -DESCRIPTIONS - All descriptions and illustrations whether made orally or in writing or otherwise communicated to the Buyer or samples shown to the buyer are intended merely to present a general idea of goods described therein and nothing contained in any of them shall form part of a contract. The seller shall be entitled to vary, modify or substitute specifications or materials so long as such variation, modification or substitution does not materially affect the characteristics or quality of goods.

2 -ORDERS – Goods correctly sent against orders are non returnable:
a) Amendments or alterations to orders will not be accepted unless given in writing within seven days of placing order. At any other time a charge of up to 10 percent maximum of the invoice value may be incurred.
b) Refusal to accept delivery of goods will lead to a charge for handling and carriage in both directions in addition to the above charge unless the refusal is in relation to amendments/alterations which have been given in writing under [a]

3 - CONTRACT – Any contract entered into by the company shall be interpreted in accordance with English law including English statute law and any proceedings arising from any dispute with regard thereto shall be issued in England.

4 - PRICES –
a) whilst every effort will be made to hold quoted prices – quoted on the current costing sheet at time of order – for as long as possible, the company reserves the right to increase prices without notice.
b) *VAT – prices quoted in all sales literature exclude any applicable value added taxes [VAT], which the buyer shall be additionally liable to pay to the company.

Quotations are subject to withdrawal at any time before the buyer. The seller reserves the right to increase the price of goods before delivery to that ruling at the date of despatch. Any discounts quoted by the seller are subject to payment being made on the due date in accordance with provisions of clause 6.
*only applicable in the UK.

5 - TITLE
The property in the goods shall remain with the company until all amounts due to the company shall have been satisfied, and the company shall have the right of entry on the premises of their customers, or a third party, for the purposes of recovery of the goods in the event of non-payment of any amounts due to the company. The risk shall pass to the customer at the point of delivery to their premises.

6 - CANCELLATION – The buyer may not cancel any contract with the seller for the supply of goods without the prior written consent of the seller which if given shall be deemed to be on the express condition that the customer shall fully indemnify the seller against all loss damage claims or actions arising out of such cancellation.

7 - DELIVERY – All delivery dates by the seller are estimates only and the time of delivery shall not be of the essence of the contract. Risk in the goods, passes when they are delivered to the buyer. Delivery shall be deemed to take place when the seller makes the goods available to the buyer or any agent of the buyer or any carrier [who shall be the agent of the buyer whoever pays his charges] at the premises of the seller or other delivery point agreed by the seller. The seller may at its discretion deliver the goods by instalments in any sequence. Where goods are delivered by instalments each instalment shall be deemed to be the subject of a separate contract and no default or failure by the seller in respect of any one or more instalments shall vitiate the contract in respect of the goods previously delivered or undelivered goods.

8 - LIABILITY - circumstances whatsoever shall be liable to compensate the buyer in damages or otherwise for short delivery or non delivery or late delivery of the goods or any of them for whatever reason or for any loss consequential or arising there from.

The buyer shall thoroughly inspect the goods immediately on delivery and shall within three days of delivery give notice to the seller in writing of any matter whereby the buyer may allege that the good are not in accordance with the contract or are defective in material or workmanship. In the event that the buyer establishes to the seller’s reasonable satisfaction that the goods are not in accordance with the contract or are so defective the buyers sole remedy shall be limited as the seller may elect to replacement of the goods or refund of the purchase prise against return of the goods to the seller.

The seller shall have no liability to the buyer except as set out in these conditions and hereby expressly exclude all other warranties and liability insofar as such exclusion is permitted.

9 - RETENTION AND TITLE – The seller shall remain the sole and absolute owner of the goods until it has received full payment in cleared funds of all sums which are due from the buyer to the seller in respect of any goods supplied under this or any other agreement now or in the future subsisting between them.

The buyer agrees that until payment in full has been for the goods, the buyer shall act in a fiduciary capacity as bailee of the goods and shall keep the goods and shall keep the goods and shall keep the goods properly stored on its premises, protected and insured and readily identifiable as the goods of the seller.

Notwithstanding the provisions of the above clause and subject to the provisions of the clause below the buyer shall be entitled to sell the sellers goods in the ordinary cause of business. If the buyer sells any of the goods as foresaid it shall sell them in a fiduciary capacity as agent and bailee of the seller and shall hold the proceeds of the sale thereof [the proceeds of sale] on trust for the seller.

If the buyer makes any voluntary arrangement with its creditors or [being an individual firm] becomes bankrupt or [being a company] becomes subject to an administration order or goes into liquidation [otherwise than for the purpose of amalgamation or reconstruction] or an encumbrance takes possession or a receiver is appointment over any other property or assets of the buyer or the buyer ceases or threatens to cease to carry on business without prejudice to any other right or remedy available to the seller, the seller shall be entitled to cancel the contract or suspended any further deliveries under the contract without any liability to the buyer. And if the goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement to the contrary.

10 - FORCE MAJEURE – The seller shall not be liable for any failure in the performance of any of its obligations under the contract caused by factors outside its control. For the purpose of its clause the factors that shall be considered to be outside the control of the seller shall include without imitation any act of god, war, riot, explosion, abnormal weather conditions, loss of utilities, fire, flood, strike, block out or industrial dispute and governmental or regulatory authority action.