Terms of service

TERMS OF BUSINESS (TERMS)

About Us

Company details. Jim’s Jerseys Ltd (Company Number 14319294) is a company registered in

England and Wales and our registered office is at Melville House, Queens Avenue, Macclesfield, Cheshire, United Kingdom, SK10 2BN. Our VAT number is 423696382. Our website is jimsjerseys.co.uk.

INTERPRETATION

1.1. Definitions:

Company: Jim’s Jerseys Ltd.

Contract: the contract between the Company and the Customer for the sale and

purchase of the Product in accordance with the Order and these Terms of Business.

Correspondence: any written communication between the Customer and Company

regarding the Order including but not limited to the Order Collection Form, letters,

emails, Whatsapp and social media messaging.

Customer: the person or organisation who purchases the Product from the Company.

Customer’s Intellectual Property: being the logo or image, whether registered or

unregistered, belonging to the Customer and provided to the Company to incorporate into

the Design(s).

Delivery Period: the period specified in any Correspondence for delivery of the

Order in accordance with clause 6.

Delivery Location: the address for delivery of the product, as agreed in

Correspondence.

Design(s): the designs created by the Company incorporating Customer’s Intellectual

Property .

Force Majeure Event: events, circumstances or causes beyond a party's reasonable

control.

Intellectual Property: registered and unregistered trademarks, patents,

rights to inventions, copyright and related rights, business names and domain names,

websites, social media handles and profiles, rights in get-up, goodwill and the right to

sue for passing off, rights in designs, database rights, rights to use, and protect the

confidentiality of, confidential information (including know-how) 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 Products.

Order Collection Form: excel spreadsheet or any other collection Company requests the

Customer to complete.

Price: the price for the Product, as agreed in Correspondence or as displayed on the

Company’s website.

Product: the jersey or other product as provided by the Company incorporating the final

agreed Design(s).

1.2. Interpretation:

(a) 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;

(b) 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; and

PRICE

2.1. The Price of the Product excludes value added tax (VAT) and delivery costs, unless

otherwise agreed in the Correspondence. The Customer shall pay any applicable VAT to the

Company on receipt of a valid VAT invoice. Additional charges for carriage apply.

2.2. The Price shall be calculated in accordance with the Company’s scale of charges and

communicated to the Customer through the Correspondence or as stated on the Company’s

website.

If you are a business Customer, the Company may, by giving notice to the Customer at any

time up to 10 business days before delivery, increase the price of the Product to reflect any

increase in the cost of the Product that is due to:

(a)any factor beyond the Company’s control (including foreign exchange fluctuations,

increases in taxes and duties, and increases in labour, materials and other manufacturing

costs);

(b)any request by the Customer to change the delivery date(s), quantities or types of Goods ordered, or the Specification; or

(c)any delay caused by any instructions of the Customer or failure of the Customer to give the Company adequate or accurate information or instructions.

PAYMENT

3.1. The Customer agrees to provide accurate and up-to-date payment information at the

time of ordering the Product.

3.2. The Customer shall pay all invoices:

(a) If you are a business Customer, to us under these terms in full without any set-off,

counterclaim, deduction or withholding (other than any deduction or withholding of tax as

required by law).

(b) within the time period set out in the Order or where no time frame is

indicated or otherwise agreed by the parties, 30 days of the date of each

invoice; and

3.3. Time of payment is of the essence. Where sums due under these Terms are not paid

in full by the due date:

(a) the Company may, without limiting its other rights, charge interest on such

sums at 4% a year above the base rate of the Bank of England from time to

time in force, and

(b) interest shall accrue on a daily basis and apply from the due date for payment until actual payment in full, whether before or after judgement.

ORDERS

4.1. After confirming an Order, the Company shall as soon as is practicable inform the

Customer of the Company’s estimated Delivery Period for the Order in the

Correspondence.

4.2. The Customer is responsible for ensuring that any information regarding the Order in

the Correspondence is complete and accurate, including but not limited to delivery

details. The Customer shall give the Company all necessary information that the

Company reasonably requires in order to fulfil each Order.

THE PRODUCTS

5.1. Any samples, drawings, descriptive matter, or advertising produced by the Company

and any descriptions or illustrations contained in the Company’s advertising or the

Correspondence are produced for the sole purpose of giving an approximate idea of

the Products described in them. They shall not form part of these Terms or have any

contractual force.

5.2. If the Customer is a business, the Customer acknowledges that the Product will conform

in all material aspects to any descriptions or illustrations in the Company’s advertising or the

Correspondence but that there may be variations or discrepancies including but not limited

to the colour or fit of the product and in the event of such variation or discrepancy the Product will not be considered as faulty under Clause 13.3.

5.3. The Customer is responsible for choosing the correct size from the size chart

provided by the Company in the Correspondence or as appears on the Company’s

website, and the Company holds no liability for incorrectly selected sizes.

DELIVERY

6.1. The Company shall endeavour to deliver the Order to the Delivery Location on the

relevant Delivery Period.

6.2. Delivery is completed on the completion of unloading of the Order at the Delivery

Location.

6.3. Delivery Periods are approximate only, and the time of delivery is not of the essence.

The Company shall not be liable for any delay in delivery of any Order that is caused by:

(a) a Force Majeure Event; or

(b) the Customer's failure to provide the Company with adequate delivery instructions or any other instructions that are relevant to the supply of the Product.

6.4. If the Company fails to deliver the Order by the relevant Delivery Period, 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 Order. The Company shall have no liability for any failure to

deliver the Order to the extent that such failure is caused by:

(a) a Force Majeure Event; or

(b) the Customer's failure to provide the Company with adequate delivery

instructions, or failure to accept delivery or any other instructions that are

relevant to the supply of the Product

TITLE AND RISK

7.1. Risk in the Product shall pass to the Customer on completion of delivery.

7.2. Title to the Product shall only pass to the Customer once the Company receives

payment in full (in cash or cleared funds) for them.

INDEMNITY AND INSURANCE

8.1. The Customer shall indemnify, and keep indemnified, the Company from and against

any losses, damages, liability, costs (including legal fees) and expenses incurred by

the Company as a result of or in connection with the Customer’s breach of any of the

Customer’s obligations under the Contract.

8.2. The Customer shall indemnify, and keep indemnified, the Company from and against

any claims regarding the correct ownership in the Customer’s Intellectual Property or

infringement or allegations of infringement of third party intellectual property rights

based on the Customer’s Intellectual Property.

LIMITATION OF LIABILITY

9.1. Nothing in the Contract shall limit or exclude the Company's liability for:

(a) death or personal injury caused by its negligence, or the negligence of its

employees, agents or subcontractors (as applicable);

(b) fraud or fraudulent misrepresentation; or

exclude or restrict liability.

9.2. Subject to clause 9.1:

(a) the Company shall not be liable to the Customer, whether in contract, tort

(including negligence), breach of statutory duty, or otherwise, for any loss

of profit, or any indirect or consequential loss arising under or in connection

with the Contract; and

(b) the Company's total liability to the Customer for all other losses arising under

or in connection with the Contract, whether in contract, tort (including

negligence), breach of statutory duty, or otherwise, shall be limited to the total sums paid

and/or payable by the Customer for the Order under the Contract.

INTELLECTUAL PROPERTY RIGHTS

10.1. Subject to 10.2, the Company is and shall remain the owner of all Intellectual Property

Rights within the Designs as created by the Company and provided to the Customer.

10.2. The Customer retains all rights in the Customer’s Intellectual Property.

10.3. The Customer grants the Company with permission to use and reproduce the

Customer’s Intellectual Property as requested by the Customer in order to (i)

incorporate it into and create the Designs; (ii) use the final agreed Design(s) in the

manufacture of the Products set out in the Order

10.4. The Customer warrants that he has the right to grant the permission in Clause 10.3

above.

(a) The Company maintains the right to terminate the contract and request damages should the Customer turn out to not have this permission after production has begun.

CONFIDENTIALITY

11.1. Any Designs not used within the Product or other intellectual property belonging to

the Company, and disclosed to the Customer, are confidential and the Customer shall

not disclose this information to any third party.

11.2. Any details or information disclosed or discussed within the Correspondence in

confidential to that Order and shall not be disclosed by either party without written

consent from the other.

USE OF THE DESIGNS

12.1. The Customer shall have no right to use any of the Designs (including the Combined

Design(s)) as created by the Company without the express written consent of the

Company.

12.2. The Customer agrees to only use the Product for personal and/or internal business use

(not for resale, distribution or commercial purposes) unless otherwise agreed by the Company within the Correspondence.

TERMINATION

13.1. Notwithstanding Clause 13.3 below, due to the customised nature of the Product the

Customer cannot terminate the Order once confirmed, unless otherwise agreed by the

Company.

13.2. The Company will provide a full refund should the Company agree to terminate the

Order.

13.3. The Customer may request a refund for the Order once the Product has been made if

the Product is faulty.

a) If you are a consumer, you have the right to request a return within 14 days.

b) If you are a business, within a reasonable timeframe.

13.4. Any successful termination of the Order shall include an immediate termination of the permission granted in Clause 10.3.

ENTIRE CONTRACT

14.1. If you are a business Customer, these Terms and the Correspondence shall together

make up the entirety of the Contract between the Company and the Customer.

GENERAL

15.1. Force majeure. The Company shall not be in breach of these Terms of Business nor

liable for delay in performing, or failure to perform, any of its obligations under the

Contract if such delay or failure result from a Force Majeure Event. If the period of

delay or non-performance continues for eight weeks from the end of the Delivery

Period, either party may terminate the Order by giving 7 days’ written notice to the

other party.

15.2. Severance. If any provision or part-provision of these Terms of Business is or

becomes invalid, illegal or unenforceable, it shall be deemed modified to the

minimum extent necessary to make it valid, legal and enforceable. If such

modification is not possible, the relevant provision or part-provision shall be deemed

deleted. Any modification to or deletion of a provision or part-provision under this

clause shall not affect the validity and enforceability of the rest of the Contract.

15.3. Notices. Any notice or other communication given to a party under or in connection

with the Contract shall be in writing, addressed to that party at its registered office or

such other address as that party may have specified to the other party in writing in

accordance with this clause, and shall be sent by pre-paid first class post or email.

15.4. Governing law. These Terms of Business, and any dispute or claim arising out of or

in connection with it or its subject matter or formation (including non-contractual

disputes or claims), shall be governed by, and construed in accordance with the law of

England.

15.5. Jurisdiction. Each party irrevocably agrees that the courts of England and Wales

shall have exclusive jurisdiction to settle any dispute or claim arising out of or in

connection with these Terms or its subject matter or formation (including noncontractual

disputes or claims).

Contacting us. To contact us telephone 07879 423317 or email info@jimsjerseys.co.uk.