Agreed Terms and conditions of supply for goods and services ordered online
AGREED TERMS AND CONDITIONS OF SUPPLY FOR GOODS AND SERVICES ORDERED ONLINE
- BACKGROUND
1.1 WHO WE ARE: We are NORTH TEES AND HARTLEPOOL SOLUTIONS LLP (No. OC419412) (We, Our and Us) a company registered in England and Wales and our registered office is at Osmotherley House, University Hospital of North Tees, Hardwick, Stockton on Tees, TS19 8PE. We operate the website through which you accessed these Terms (the Site). We may operate several NTHS websites, with individual websites offering our Goods and/or Services. The term Site refers to any of the Sites we operate and through which you may have placed an Order and/or accessed these Terms. We do not guarantee that the Sites or any content on them, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of any of the Sites for business or operational reasons. We will try to give you reasonable notice of interruptions to the Site(s), but if the problem is urgent or an emergency this may not be possible.
1.2 WHO YOU ARE
You are the individual or entity purchasing the goods and/or services specified in the order (the Goods and/or the Services). You may have different rights under these terms and conditions (the Terms) depending on whether You are a business or consumer. You are a consumer if You are an individual and/or You are buying goods and/or services from Us wholly or mainly in your personal capacity/for Your personal use (and not for use in connection with Your trade, business or profession).
1.3 IF YOU ARE A BUSINESS CUSTOMER (A COMPANY)
IMPORTANT – WE DRAW YOUR SPECIFIC ATTENTION TO THIS PARAGRAPH
This paragraph only applies to You if You are engaging us in Your capacity as a business, it does NOT apply to consumers acting in their personal/domestic capacity. If You are a business customer these Terms constitute the entire agreement between Us in relation to Your purchase of the Goods and/or Services. You acknowledge that You have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of Us which is not set out in these Terms and that You shall have no claim for innocent or negligent misrepresentation based on any statement in these Terms. Our total aggregate financial liability to You as a business customer for all claims howsoever arising shall be limited to the total Charges (as defined in paragraph 3 below) paid by You under this Contract and We shall not be liable to you for any loss of profit, loss of business, loss of contracts, loss of reputation, business interruption, loss of anticipated saving or loss of opportunity or for any indirect and consequential losses or nay purely economic loss whatsoever, whether foreseeable or not.
1.4 If you are a consumer, We only supply the Good and/or Services for Your private, non-commercial use.
1.5 Contacting us. To contact Us with any queries please email Us enquiries@nthsolutions.co.uk and we will use Our reasonable endeavours to reply to you as soon as reasonably possible. - OUR CONTRACT WITH YOU
2.1 Our contract. These Terms apply and set out the basis upon which the order is placed by You for the Goods and/or Services in accordance with paragraph 3.1 below (the Order) and the supply of the Goods and/or Services by Us to You in accordance with these Terms. Certain of our Goods and Services may have specific additional terms applicable to them, you will find any such additional terms on the Site on which you placed Your Order. Such additional terms are hereby incorporated into our Contract by reference. The Order and the Terms and the additional terms on the Site (if any) together form the contract between Us and You (the Contract).
NOTE: A SUMMARY OF RIGHTS FOR CONSUMERS IF THERE IS A PROBLEM WITH THE GOODS AND/OR SERVICES IS SET OUT AT PARAGRAPH 11.
2.2 WHAT THE CONTRACT COVERS
Along with any specific additional terms included on the Site, these are the Terms on which We supply the Goods/and or carry out the Services for You.
2.3 WHY YOU SHOULD READ THE CONTRACT
Please read these Terms carefully before You submit Your Order to Us. These Terms tell You who We are, how We will supply the Goods and/or perform the Services, how to change or end the Contract, what to do if there is a problem with supply of the Goods and/or the performance of the Services and other important information. If You require any changes, please contact Us to discuss as soon as possible and prior to the commencement of the supply and/or performance of the Services. Any personalised quotations given by Us or promotional offers contained on the Website shall not constitute an offer and, in the case of personalised and individual quotations, is only valid for a period of 14 days from its date of issue, if You let us know you are happy with the personalised and individual quotation We will then confirm whether we are willing to enter into a Contract with You on the basis of Our quotation. - PLACING AN ORDER FOR GOODS AND/OR SERVICES, PAYING THE PRICE AND ACCEPTANCE OF THE ORDER
3.1 Placing your order and paying the price. Please follow the onscreen prompts to place the Order and pay the charges (the Charges) as shown on Our Site at the time You submit the Order for the Goods and/or Services. You can pay for Goods and/or the Services by using our third party payment gateway which may accept payment via a debit card or credit card, apple pay etc – the payment gateway accepts the methods of payment listed on its site. Payment for the Goods (including all applicable delivery charges) and/or the Services is in advance. We take all reasonable care to ensure that the Charges of Goods are correct at the time when the relevant information was entered onto the system. However, please see paragraph 4.12 for what happens if We discover an error in the Charges of Goods or Services You ordered.
3.2 Each Order is an offer by You to purchase the Goods and/or Services specified in the Order subject to these Terms.
3.3 Correcting input errors. Our Order process allows You to check and amend any errors before submitting Your Order to Us. Please check the Order carefully before confirming it. You are responsible for ensuring that Your Order is complete and accurate.
3.4 Acknowledging receipt of Your Order. After You place an order, You will receive an email from Us acknowledging that We have received it, but please note that this does not mean that Your Order has been accepted. Our acceptance of Your Order will take place as described in paragraph 3.5.
3.5 Accepting Your Order. Our acceptance of Your Order takes place when We send the email (the Confirmation Email) to You to accept it, at which point the Contract between You and Us will come into existence. The Contract between You and Us will only be formed when We send You the Confirmation Email.
3.6 If We cannot accept Your Order. If We are unable to supply You with the Goods and/or Services for any reason, We will inform You of this by email and We will not process Your Order. If You have already paid the Charges for the Goods and/or Services, We will refund You the Charges as soon as possible.
3.7 WHEN YOU MUST PAY AND HOW YOU MUST PAY FOR THE GOODS AND/OR SERVICES
You must pay the Charges (including any delivery charges) in accordance with paragraph 3.1 of these Terms. - THE GOODS
4.1 OUR WARRANTY FOR THE GOODS
4.2 The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.
4.3 Some of our Goods may come with special or extended warranty terms. You will find details of any specific warranties for particular Goods on the Site on which you placed your Order for our Goods. Alternatively, your Goods may be delivered with a warranty card which sets out the terms of warranty for the relevant Goods. If no special or extended warranty is included on the Goods website or in the Goods’ packaging then the following warranty clauses set out our terms in this respect.
4.4 We provide a warranty that at delivery the Goods shall:
4.4.1 subject to this paragraph 4, conform in all material respects with their description;
4.4.2 be free from material defects in design, material and workmanship; and
4.4.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979).
Subject to the foregoing and only where You are a business customer, the terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
4.5 Subject to paragraph 4.5 below, if:
4.5.1 You give Us notice in writing within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in paragraph 4.3;
4.5.2 We are given a reasonable opportunity of examining the Goods; and
4.5.3 If We ask You to do so, You return the Goods to Us,
We will, at Our option, repair or replace the defective Goods, or refund the Charges of the defective Goods in full.
4.6 We will not be liable for breach of the warranty set out in paragraph 4.3 if:
4.6.1 You make any further use of the Goods after giving notice to Us under paragraph 4.4.;
4.6.2 You alter or repair the Goods without Our written consent;
4.6.3 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
4.6.4 the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
4.7 We will only be liable to you for the Goods’ failure to comply with the warranty set out in paragraph 4.3 to the extent set out in these Terms.
4.8 These Terms also apply to any repaired or replacement Goods supplied by Us to You.
4.9 We only supply the Goods for internal use by your business, and You agree not to use the Goods for any resale purposes.
4.2 DELIVERY OF THE GOODS
4.10 We will contact You with an estimated delivery date after We have sent our Confirmation Email. All delivery dates are estimates only and occasionally Our delivery to You may be affected by an event outside Our control (an Event Outside Our Control). See paragraph 15 for Our responsibilities when this happens.
4.11 Delivery is complete once the Goods have been unloaded at the address for delivery set out in Your Order and the Goods will be at Your risk from that time.
4.12 If We fail to deliver the Goods in accordance with the delivery date as set out in paragraph 4.1, We will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because You failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
4.13 If you fail to take delivery within three days after the day on which We notified you that the Goods were ready for delivery, We may resell part of, or all the Goods. We shall repay You the Charges you paid for the Goods after deducting reasonable storage, insurance and selling costs and any shortfall between the resale price and the Charges You paid for the Goods.
4.14 TITLE TO THE GOODS
You own the Goods once We have received payment in full, including of all applicable delivery charges.
4.15 NO INTERNATIONAL DELIVERY
4.16 Unfortunately, We do not deliver to addresses outside the UK.
4.17 If you place an order for Goods from outside the UK, we may not accept it. If we do accept such an Order, it must be for delivery to an address in the UK.
4.18 IMAGES, TOLERANCES AND PACKAGING OF THE GOODS
The images of the Goods on Our Sites are for illustrative purposes only. Although We have made every effort to display the colours, shapes and styles of the Goods accurately, We cannot guarantee that Your computer’s display of the colours, shapes and styles accurately reflect the colour, shape and style of the Goods. The colour, shape and style of Your Goods may vary slightly from those images.
4.19 Although We have made every effort to be as accurate as possible, all sizes, weights, capacities, dimensions and measurements indicated on Our Site are approximate.
4.20 The packaging of Your Goods may vary from that shown on images on Our Site.
4.21 INCORRECT CHARGES FOR THE GOODS AND SERVICES ON OUR SITE
We sell a large number of the Goods and Services through Our Sites. It is always possible that, despite Our reasonable efforts, some of the Goods and Services on Our Site may be incorrectly priced. We will normally check the prices as part of our dispatch/delivery procedures so that:
4.21.1 if the correct price is less than the price stated on Our Site and contained within the Charges, We will charge the lower amount when delivering the Goods/Services to You; and
4.21.2 if the Goods’/Services correct price is higher than the price stated on Our Site and contained in the Charges, We will contact You as soon as possible to inform You of this error and We will give You the option of continuing to purchase the Goods/Services at the correct price or cancelling Your Order. We will not process Your Order until We have Your instructions. If We are unable to contact You using the contact details You provided during the Order process, We may treat the Order as cancelled and notify You in writing. However, if We mistakenly accept and process Your Order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by You as a mispricing, We may cancel the supply of the Goods/Services and refund You any sums You have paid.
4.13 MANUFACTURER’S GUARANTEE
The Goods may come with a manufacturer’s guarantee. For details of the applicable terms and conditions, of manufacturer’s guarantee passed on to You (if any) please refer to the manufacturer’s guarantee provided with the Goods or set out on the Site on which you placed your Order. If there are no warranty cards with the Goods and no warranty terms on the Site then no manufacturer’s warranty is passed on to you, and only those warranties set out in these Terms apply to Your Goods. - THE SERVICES
5.1 SUPPLY OF THE SERVICES
In supplying the Services, We shall perform or We shall ensure that Our sub-contractors shall perform the Services, so that:
5.1.1 the Services are performed with reasonable care and skill;
5.1.2 ensure that the Services are performed in material accordance with a scheduled timetable (although timescales are only approximate, and time shall not be of the essence to delivery of the Services or the Goods); and
5.1.3 the Services shall comply with all applicable laws, statutes, regulations, licences, rules, permissions and codes from time to time in force in relation to the Services.
5.2 You accept and acknowledge that none of our Services are intended to be clinical services or health advice. We may offer training and mental health related techniques and training but these Services are not offered as clinical or health care services and you are strongly advised to seek appropriate medical advice and attention where needed. You must not rely on any of our Goods or Services in place of medical care and attention. Certain of our Services may be offered on an annual subscription basis, and may be subject to automatic renewal for further annual period(s) – you will be notified if this is the case on the relevant Site offering the Service and at the point of placing your Order for the Service. Please contact our customer services team at email: enquiries@nthsolutions.co.uk or telephone: 08459 390 018 if you have any questions, concerns or are unsure how to cancel a subscription.
5.3 In placing the Order for the Services and attending on the agreed date for the performance of the Services You agree that You have complied with and continue to comply with all relevant laws, statutes, rules, codes and regulatory requirements (including being in receipt of all relevant licences, permissions and consents) relevant to the provision and performance of the Services and Our acceptable use and attendance policy (the Acceptable Use and Attendance Policy) which is applicable to You as a recipient of the Services.
5.4 Any dates and entire timetable that is scheduled for the performance of the Services is an estimate only and We may change either individual date (s) within a timetable and/or the entire timetable for the performance of the Services if We decide that this is necessary. Whilst We will use our reasonable endeavours to inform You of any such changes in advance, if the matter is urgent or an emergency this may not be possible. We will notify You of alternative date(s) and/or entire timetable (whichever is relevant) and such replacement dates shall be deemed to replace any previous individual date (s) and/or entire timetable previously provided. - SUSPENSION OF THE SERVICES
6.1 WE MAY SUSPEND THE SERVICES IF YOU DO NOT COMPLY WITH THESE TERMS
If You do not comply with these Terms We may suspend the right to use the Services until You have complied with these Terms (in our absolutes opinion). We will not suspend the Services where You dispute in good faith and on reasonable grounds the circumstances surrounding this non-compliance but for the avoidance of doubt, You will not be entitled to end the Contract for the lack of the use of the Services in these circumstances.
6.2 YOUR RIGHTS IF WE SUSPEND THE SERVICES FOR OUR DEFAULT
If We have to suspend the Services for a significant time and the suspension is caused entirely as a result of Our default We will adjust the Charges accordingly based upon a fair and reasonable assessment of the losses You may have incurred as a direct and foreseeable result of the suspension caused by Us for a significant period of time. The reduction in Charges will apply if the need to obtain alternative service provision has arisen directly and foreseeably as a result of Our default and suspension of the Services and You could not reasonably have mitigated Your costs in this respect. You may contact Us to end the Contract for the Services if We suspend them due entirely to Our default and there is no prospect of Our completing the Services because of Our default. We will also refund any sums You have paid in advance for the Services in respect of the period after You end the Contract because of Our suspension of the Services. However, if We have to suspend the Services due to a default by You, You will still have to pay the Charges and allow Us extra time to complete performance of the Services. - OUR RIGHTS TO MAKE CHANGES TO THE GOODS AND SERVICES
We may change the Goods and/or Services (including without prior notice where necessary) to reflect changes in relevant laws and regulatory requirements. We also reserve the right to make changes to the Goods and/or Services at any time. We shall where feasible give You one month notice in writing of any change to or withdrawal the Goods and/or Services which shall take effect immediately after the one-month period has expired. - YOUR RIGHTS TO END THE CONTRACT FOR THE GOODS AND/OR SERVICES
8.1 HOW TO END YOUR CONTRACT WITH US
Your rights when You end the Contract will depend on whether You are contracting with Us as a consumer or a business, what Goods and/or Services You have ordered, whether there is anything wrong with the Goods and/or Services (including how We are performing) and when You decide to end this Contract.
You may end the Contract in the circumstances set out below:-
8.1.1 If We are in material breach of this Contract, for example the Goods and/or Services are materially different as described on the Site and/or are materially defective and We cannot remedy the defect.
8.1.2 If You are contracting with Us as an individual consumer and You have just changed your mind about the Goods, exercising your right to change your mind (Consumer Contracts Regulations 2013). For most contracts agreed off-premises (e.g., online or over the telephone) You have a legal right if You are a consumer to change your mind within fourteen (14) days of agreeing the original contract and/or delivery of the Goods and to receive a refund for payments made in advance of the delivery. You may be able to get a refund if You are within the fourteen (14) day cooling-off period, but this may be subject to deductions for any Services already performed at your request or as set out in paragraph 8.2.
8.2 WHEN YOU DON’T HAVE THE RIGHT TO CHANGE YOUR MIND
You do not have a right to change your mind in respect of Services already performed or commenced, even if the cancellation period is still running (see paragraph 8.3.1 below) and You don’t have the right to change your mind in respect of personalised or perishable Goods.
8.3 HOW LONG DO I HAVE TO CHANGE MY MIND?
How long You have to change Your mind depends on whether You are contracting with Us as a consumer and what Goods and/or Services You have ordered and how they are being delivered.
8.3.1 If You are contracting as a consumer, in respect of the Goods and/or Services. If You are an individual consumer, You have fourteen (14) days after the date the Contract was agreed and/or after the Goods were delivered. However, once we have started or completed the Services you cannot change your mind, even if the cancellation period is still running. If You cancel after We have started performing the Services, You must pay the Charges for the Services provided.
However, if the Goods are personalised and/or perishable, You do not have the right to change your mind, as set out in paragraph 8.2 and You must pay the Charges to Us for the Goods.
8.3.2 If You are contracting as a consumer, in respect of Goods and/or Services after the initial fourteen (14) day cooling off period has expired. As an individual consumer You may cancel the Contract in respect of any Services not yet begun upon providing to Us at least four (4) weeks written notice of cancellation. We will calculate what Charges are outstanding, or which You may have paid in advance for Services not yet received, and You agree to make such payments as may be necessary to settle Your account as at the date on which your ending of this Contract becomes effective.
8.3.3 If You are dealing as a business customer, there is no right to cancel because You have changed Your mind and the cooling off period does not apply. We may at any time give one (1) months’ written notice to You to terminate the Contract for Our convenience.
8.4 WHEN THE GOODS ARE FAULTY
If You have returned the Goods to Us under this paragraph 8 because they are faulty or mis-described, We will refund the Charges of the Goods.
8.5 You can either send the Goods back in accordance with the instructions on the delivery note or go to https://nthsolutions.co.uk/returns-and-refunds and follow the instructions on that page.
8.6 CANCELLATION AND OUR RIGHT TO PAYMENT IF YOU END THE CONTRACT
Except where the Contract ends because of Our material breach or within 14 days as set out in paragraphs 8.3.1 and 8.3.2, if the Contract ends We will be entitled to retain/receive payment for the agreed Charges for the Goods supplied and/or the Services performed prior to the date of the Contract ending in accordance with paragraph 3.1.
8.7 On completion or cancellation of the Contract for whatever reason any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after completion or cancellation shall remain in full force and effect; and completion or cancellation of the Contract shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of completion or cancellation, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of completion or cancellation.
8.8 YOU WILL ALWAYS BE RESPONSIBLE FOR PAYMENT OF VAT ON THE GOODS AND SERVICES
You shall be fully liable to account for all VAT payable in relation to the Goods and/or the Services. If you are buying as a consumer, the Charges and the amount stated for the Charges on the Order shall, unless you are notified otherwise, include a charge for VAT and/or the VAT amount will be stated. - HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER AND HAVE CHANGED YOUR MIND)
9.1 TELL US YOU WANT TO END THE CONTRACT
To end the Contract with Us please let Us know by Email at enquiries@nthsolutions.co.uk. Please provide your details of the Contract (including the Order number) and your phone number and email address. - OUR RIGHTS TO END THE CONTRACT
10.1 WE MAY END THE CONTRACT IF YOU BREAK IT
We may end the Contract in full or in part at any time by writing to You if:
10.1.1 You do not, within a reasonable time of Us asking for it, provide Us with information that is necessary for Us to perform the Services;
10.1.2 You do not allow us to deliver the Services to You;
10.1.3 You do not, within a reasonable time, allow Us such access and information as is required by Us (including remotely) to perform the Services;
10.1.4 You do not return the Goods when requested under these Terms; and
10.1.5 You breach Your obligations under these Terms.
10.2 YOU MUST COMPENSATE US IF YOU BREAK THE CONTRACT
If We end the Contract in the situations set out in paragraph 10.1 We will refund any money You have paid in advance for Services We have not provided but We may deduct or charge You reasonable compensation for the net costs We will incur as a result of Your breaking the Contract, payment on a time and materials basis for Services performed and in addition to the above, if You are a business customer compensation for Our losses and expenses including loss of opportunity in addition. - IF THERE IS A PROBLEM WITH THE GOODS AND/OR SERVICES
11.1 HOW TO TELL US ABOUT PROBLEMS
If You have any questions or complaints about any aspect of the Services, please contact Us as soon as possible on the Email address enquiries@nthsolutions.co.uk.
11.2 SUMMARY OF YOUR LEGAL RIGHTS IF YOU ARE CONTRACTING AS AN INDIVIDUAL CONSUMER
We are under a legal duty to supply Goods and/or Services that are in conformity with this Contract. See the below for a summary of your key legal rights in relation to the Services if You have contracted with Us as an individual consumer (in which case NOTHING IN THESE CONDITIONS WILL AFFECT YOUR STATUTORY LEGAL RIGHTS AS A CONSUMER).
Summary of consumer’s key legal rights. The following do not apply where We are engaged by a business.
In addition to the right to cancel set out in this Contract, this is a summary of your key legal rights as a consumer, which will apply only if You have entered into this Contract in your capacity as a consumer (not a business). These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.citizensadvice.org.uk or call 0808 223 1133.
Nothing in this Contract is intended to limit or exclude any consumer rights to which You may be entitled under the applicable legislation. For example, under the Consumer Rights Act 2015 You can ask us to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it; if You haven’t agreed a price upfront, what you’re asked to pay must be reasonable; if You haven’t agreed a time upfront, delivery must be carried out within a reasonable time.
11.3 As well as our statutory obligations, where contracting with Us an individual consumer You will also enjoy certain additional guarantees in respect of the Goods and/or Services to the extent that We have performed the Services or, We warrant that all our Goods and/or Services will be free from material defects, be satisfactory quality and shall be performed with reasonable skill and care as set out in paragraphs 4.3 and 5.1 of these Terms. - OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
12.1 WE ARE RESPONSIBLE TO YOU FOR FORESEEABLE LOSS AND DAMAGE CAUSED BY US
If We fail to comply with these Conditions, We are responsible for loss or damage You suffer that is a foreseeable result of Our breaking this Contract or our failing to use reasonable care and skill, but We are not responsible for any loss or damage that is not a direct and foreseeable consequence of our breach or which is not caused by Us. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time this Contract was made, both We and You knew it might happen, for example, if You discussed it with Us during the sales process but We shall not unless You are a consumer and applicable legislation requires otherwise, in any circumstances be responsible for any loss or damage that exceeds the amount of the Charges.
12.2 WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO
We do not exclude or limit liability for death or personal injury caused by Our negligence or the negligence of Our employees, agents or subcontractors; or for fraud or fraudulent misrepresentation or for breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession). In respect only of Customer’s who enter into this Contract directly as a Consumer, in addition to the foregoing matters, We also do not exclude or limit Our liability for breach of Your legal rights as a consumer in relation to the Goods and/or Services, including the right to receive Goods and/or Services which are: (i) as described and match information We provided to You and any sample or model seen or examined by You; (ii) of satisfactory quality; (iii) fit for any particular purpose made known to Us; (iv) supplied with reasonable skill and care; and for (v) defective deliverables. Where you are buying in the course of your business the foregoing provisions do not apply.
12.3 LIMITATION OF LIABILITY
As set out above and subject to applicable legislation, only where you are buying from us in the course of your business, We limit Our liability to You under this Contract for all loss and damage howsoever caused or arising to an amount equal to the Charges. - HOW WE MAY USE YOUR PERSONAL INFORMATION
13.1 HOW WE WILL USE YOUR PERSONAL INFORMATION
We will use the personal information You provide to us:
13.1.1 to perform Our Contract with You (including sharing Your details with Our employees, consultants and subcontractors) and in accordance with Our Privacy Policy https://nthsolutions.co.uk/privacy-policy/. Additional privacy notices may apply in respect of specific Goods and/or Services we supply, and you should review the Site from which you placed Your Order for any additional privacy notices about how we handle your personal data for specific Service and other offerings;
13.1.2 to process Your payments;
13.1.3 to order third party services which You have requested We obtain as part of the Services;
13.1.4 to comply with Our obligations under relevant laws and regulations; and
13.1.5 to give You information (marketing) about similar Services that We provide, but You may stop receiving this at any time by contacting Us.
13.2 WE WILL ONLY GIVE YOUR PERSONAL INFORMATION TO THIRD PARTIES WHERE THE LAW EITHER REQUIRES OR ALLOWS US TO DO SO OR WHERE THE TERMS OF OUR CONTRACT REQUIRE DISCLOSURE OF YOUR PERSONAL DETAILS TO A THIRD PARTY
(For example if Your contact details are required in ordering third party services as part of the Services and/or where You have requested that We share Your details and You have consented to the same in writing, or where We need to subcontract some part of the Services (but We will inform you about this in advance of doing so).
13.3 Please refer to Our Privacy Policy available at Our Sites for further information on how We handle your personal data, and your rights and Our obligations under the applicable data protection legislation.
13.4 If You are a business customer and You are appointing Us as a data processor in relation to personal data shared by You as a data controller, e.g., You have provided contact details to us and we are carrying out invitation and notification services for You, Our standard data processing addendum available at Our Site shall apply and form part of this Contract. - OTHER IMPORTANT TERMS
14.1 No misuse or resale Our Sites, Goods and Services are intended for use only by users based in the UK. Please do not use this Site or order Goods or Services from us for delivery outside the UK You must not copy any of the content on our Sites and you must not resell or otherwise deal or pass off our content, Goods or Services as Your own or as the content, Goods or Services of anyone else. We are the owner of all rights in the Sites’ content and you must not reproduce, distribute, broadcast, deal or otherwise make use of such content and information for any purpose other than Your own personal use (for consumers) or for use within Your own business as anticipated in these Terms if you have purchased from us in your business capacity. You must not introduce viruses or other malware to our Sites or via our Services, and you must not attempt to reverse engineer or reproduce any of our Goods or Services and you must not add content to our Sites or Services which may be defamatory, illegal, harmful, immoral, distasteful or discriminatory to any person or which may bring our company or associated organisations into disrepute or which otherwise harms our reputation or interests.
14.2 WE MAY TRANSFER THIS CONTRACT TO SOMEONE ELSE
We may subcontract and transfer Our rights and obligations under these Terms to another organisation. We will always tell You in writing if this happens and We will ensure that this will not affect your rights under this Contract.
14.3 YOU NEED OUR CONSENT TO TRANSFER YOUR RIGHTS TO SOMEONE ELSE
You may only transfer Your rights or Your obligations under these Terms to another person if We agree to this in writing.
14.4 NOBODY ELSE HAS ANY RIGHTS UNDER THIS CONTRACT
This Contract is between You and Us. No other person shall have any rights to enforce any of the Terms. Neither of Us will need the agreement of any third party in order to end the Contract or make any changes to these terms.
14.5 IF A COURT FINDS PART OF THIS CONTRACT ILLEGAL, THE REST WILL CONTINUE IN FORCE
Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.6 “WRITING” INCLUDES EMAILS
When We use the words “writing” or “written” in these Terms, this includes emails.
14.7 EVEN IF WE DELAY IN ENFORCING THIS CONTRACT, WE CAN STILL ENFORCE IT LATER
If We do not insist immediately that You do anything You are required to do under these Terms, or if We delay in taking steps against You in respect of Your breaking this Contract, that will not mean that You do not have to do those things and it will not prevent Us taking steps against You at a later date.
14.8 WHICH LAWS APPLY TO THIS CONTRACT AND WHERE YOU MAY BRING LEGAL PROCEEDINGS
This Contract is governed by English law and you can only bring legal proceedings in the courts of England and Wales unless you are contracting with us as a consumer and you live either in: (i) Northern Ireland, in which case you may bring a claim in the Northern Irish Courts or (ii) in Scotland you may bring a claim in the Scottish courts.
14.9 INTERPRETATION
A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time. A reference to a statute or statutory provision includes any subordinate legislation made from time to time under that statute or statutory provision. Any words following the term including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms. - EVENTS OUTSIDE OUR CONTROL
15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control.
15.2 If an Event Outside Our Control takes place that affects the performance of Our obligations under the Contract:
15.2.1 We will contact You as soon as reasonably possible to notify you; and
15.2.2 Our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to You, We will arrange a new delivery date with You after the Event Outside Our Control is over.
15.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us in accordance with these Terms. If you opt to cancel, You will return (at our cost) any relevant Goods You have already received and which remain sealed and unused and We will refund the price You have paid.
- BACKGROUND
1.1 WHO WE ARE: We are NORTH TEES AND HARTLEPOOL SOLUTIONS LLP (No. OC419412) (We, Our and Us) a company registered in England and Wales and our registered office is at Osmotherley House, University Hospital of North Tees, Hardwick, Stockton on Tees, TS19 8PE. We operate the website through which you accessed these Terms (the Site). We may operate several NTHS websites, with individual websites offering our Goods and/or Services. The term Site refers to any of the Sites we operate and through which you may have placed an Order and/or accessed these Terms. We do not guarantee that the Sites or any content on them, will always be available or be uninterrupted. We may suspend or withdraw or restrict the availability of all or any part of any of the Sites for business or operational reasons. We will try to give you reasonable notice of interruptions to the Site(s), but if the problem is urgent or an emergency this may not be possible.
1.2 WHO YOU ARE
You are the individual or entity purchasing the goods and/or services specified in the order (the Goods and/or the Services). You may have different rights under these terms and conditions (the Terms) depending on whether You are a business or consumer. You are a consumer if You are an individual and/or You are buying goods and/or services from Us wholly or mainly in your personal capacity/for Your personal use (and not for use in connection with Your trade, business or profession).
1.3 IF YOU ARE A BUSINESS CUSTOMER (A COMPANY)
IMPORTANT – WE DRAW YOUR SPECIFIC ATTENTION TO THIS PARAGRAPH
This paragraph only applies to You if You are engaging us in Your capacity as a business, it does NOT apply to consumers acting in their personal/domestic capacity. If You are a business customer these Terms constitute the entire agreement between Us in relation to Your purchase of the Goods and/or Services. You acknowledge that You have not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of Us which is not set out in these Terms and that You shall have no claim for innocent or negligent misrepresentation based on any statement in these Terms. Our total aggregate financial liability to You as a business customer for all claims howsoever arising shall be limited to the total Charges (as defined in paragraph 3 below) paid by You under this Contract and We shall not be liable to you for any loss of profit, loss of business, loss of contracts, loss of reputation, business interruption, loss of anticipated saving or loss of opportunity or for any indirect and consequential losses or nay purely economic loss whatsoever, whether foreseeable or not.
1.4 If you are a consumer, We only supply the Good and/or Services for Your private, non-commercial use.
1.5 Contacting us. To contact Us with any queries please email Us enquiries@nthsolutions.co.uk and we will use Our reasonable endeavours to reply to you as soon as reasonably possible. - OUR CONTRACT WITH YOU
2.1 Our contract. These Terms apply and set out the basis upon which the order is placed by You for the Goods and/or Services in accordance with paragraph 3.1 below (the Order) and the supply of the Goods and/or Services by Us to You in accordance with these Terms. Certain of our Goods and Services may have specific additional terms applicable to them, you will find any such additional terms on the Site on which you placed Your Order. Such additional terms are hereby incorporated into our Contract by reference. The Order and the Terms and the additional terms on the Site (if any) together form the contract between Us and You (the Contract).
NOTE: A SUMMARY OF RIGHTS FOR CONSUMERS IF THERE IS A PROBLEM WITH THE GOODS AND/OR SERVICES IS SET OUT AT PARAGRAPH 11.
2.2 WHAT THE CONTRACT COVERS
Along with any specific additional terms included on the Site, these are the Terms on which We supply the Goods/and or carry out the Services for You.
2.3 WHY YOU SHOULD READ THE CONTRACT
Please read these Terms carefully before You submit Your Order to Us. These Terms tell You who We are, how We will supply the Goods and/or perform the Services, how to change or end the Contract, what to do if there is a problem with supply of the Goods and/or the performance of the Services and other important information. If You require any changes, please contact Us to discuss as soon as possible and prior to the commencement of the supply and/or performance of the Services. Any personalised quotations given by Us or promotional offers contained on the Website shall not constitute an offer and, in the case of personalised and individual quotations, is only valid for a period of 14 days from its date of issue, if You let us know you are happy with the personalised and individual quotation We will then confirm whether we are willing to enter into a Contract with You on the basis of Our quotation. - PLACING AN ORDER FOR GOODS AND/OR SERVICES, PAYING THE PRICE AND ACCEPTANCE OF THE ORDER
3.1 Placing your order and paying the price. Please follow the onscreen prompts to place the Order and pay the charges (the Charges) as shown on Our Site at the time You submit the Order for the Goods and/or Services. You can pay for Goods and/or the Services by using our third party payment gateway which may accept payment via a debit card or credit card, apple pay etc – the payment gateway accepts the methods of payment listed on its site. Payment for the Goods (including all applicable delivery charges) and/or the Services is in advance. We take all reasonable care to ensure that the Charges of Goods are correct at the time when the relevant information was entered onto the system. However, please see paragraph 4.12 for what happens if We discover an error in the Charges of Goods or Services You ordered.
3.2 Each Order is an offer by You to purchase the Goods and/or Services specified in the Order subject to these Terms.
3.3 Correcting input errors. Our Order process allows You to check and amend any errors before submitting Your Order to Us. Please check the Order carefully before confirming it. You are responsible for ensuring that Your Order is complete and accurate.
3.4 Acknowledging receipt of Your Order. After You place an order, You will receive an email from Us acknowledging that We have received it, but please note that this does not mean that Your Order has been accepted. Our acceptance of Your Order will take place as described in paragraph 3.5.
3.5 Accepting Your Order. Our acceptance of Your Order takes place when We send the email (the Confirmation Email) to You to accept it, at which point the Contract between You and Us will come into existence. The Contract between You and Us will only be formed when We send You the Confirmation Email.
3.6 If We cannot accept Your Order. If We are unable to supply You with the Goods and/or Services for any reason, We will inform You of this by email and We will not process Your Order. If You have already paid the Charges for the Goods and/or Services, We will refund You the Charges as soon as possible.
3.7 WHEN YOU MUST PAY AND HOW YOU MUST PAY FOR THE GOODS AND/OR SERVICES
You must pay the Charges (including any delivery charges) in accordance with paragraph 3.1 of these Terms. - THE GOODS
4.1 OUR WARRANTY FOR THE GOODS
4.2 The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK.
4.3 Some of our Goods may come with special or extended warranty terms. You will find details of any specific warranties for particular Goods on the Site on which you placed your Order for our Goods. Alternatively, your Goods may be delivered with a warranty card which sets out the terms of warranty for the relevant Goods. If no special or extended warranty is included on the Goods website or in the Goods’ packaging then the following warranty clauses set out our terms in this respect.
4.4 We provide a warranty that at delivery the Goods shall:
4.4.1 subject to this paragraph 4, conform in all material respects with their description;
4.4.2 be free from material defects in design, material and workmanship; and
4.4.3 be of satisfactory quality (within the meaning of the Sale of Goods Act 1979).
Subject to the foregoing and only where You are a business customer, the terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
4.5 Subject to paragraph 4.5 below, if:
4.5.1 You give Us notice in writing within a reasonable time of discovery that some or all of the Goods do not comply with the warranty set out in paragraph 4.3;
4.5.2 We are given a reasonable opportunity of examining the Goods; and
4.5.3 If We ask You to do so, You return the Goods to Us,
We will, at Our option, repair or replace the defective Goods, or refund the Charges of the defective Goods in full.
4.6 We will not be liable for breach of the warranty set out in paragraph 4.3 if:
4.6.1 You make any further use of the Goods after giving notice to Us under paragraph 4.4.;
4.6.2 You alter or repair the Goods without Our written consent;
4.6.3 the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
4.6.4 the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
4.7 We will only be liable to you for the Goods’ failure to comply with the warranty set out in paragraph 4.3 to the extent set out in these Terms.
4.8 These Terms also apply to any repaired or replacement Goods supplied by Us to You.
4.9 We only supply the Goods for internal use by your business, and You agree not to use the Goods for any resale purposes.
4.2 DELIVERY OF THE GOODS
4.10 We will contact You with an estimated delivery date after We have sent our Confirmation Email. All delivery dates are estimates only and occasionally Our delivery to You may be affected by an event outside Our control (an Event Outside Our Control). See paragraph 15 for Our responsibilities when this happens.
4.11 Delivery is complete once the Goods have been unloaded at the address for delivery set out in Your Order and the Goods will be at Your risk from that time.
4.12 If We fail to deliver the Goods in accordance with the delivery date as set out in paragraph 4.1, We will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because You failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
4.13 If you fail to take delivery within three days after the day on which We notified you that the Goods were ready for delivery, We may resell part of, or all the Goods. We shall repay You the Charges you paid for the Goods after deducting reasonable storage, insurance and selling costs and any shortfall between the resale price and the Charges You paid for the Goods.
4.14 TITLE TO THE GOODS
You own the Goods once We have received payment in full, including of all applicable delivery charges.
4.15 NO INTERNATIONAL DELIVERY
4.16 Unfortunately, We do not deliver to addresses outside the UK.
4.17 If you place an order for Goods from outside the UK, we may not accept it. If we do accept such an Order, it must be for delivery to an address in the UK.
4.18 IMAGES, TOLERANCES AND PACKAGING OF THE GOODS
The images of the Goods on Our Sites are for illustrative purposes only. Although We have made every effort to display the colours, shapes and styles of the Goods accurately, We cannot guarantee that Your computer’s display of the colours, shapes and styles accurately reflect the colour, shape and style of the Goods. The colour, shape and style of Your Goods may vary slightly from those images.
4.19 Although We have made every effort to be as accurate as possible, all sizes, weights, capacities, dimensions and measurements indicated on Our Site are approximate.
4.20 The packaging of Your Goods may vary from that shown on images on Our Site.
4.21 INCORRECT CHARGES FOR THE GOODS AND SERVICES ON OUR SITE
We sell a large number of the Goods and Services through Our Sites. It is always possible that, despite Our reasonable efforts, some of the Goods and Services on Our Site may be incorrectly priced. We will normally check the prices as part of our dispatch/delivery procedures so that:
4.21.1 if the correct price is less than the price stated on Our Site and contained within the Charges, We will charge the lower amount when delivering the Goods/Services to You; and
4.21.2 if the Goods’/Services correct price is higher than the price stated on Our Site and contained in the Charges, We will contact You as soon as possible to inform You of this error and We will give You the option of continuing to purchase the Goods/Services at the correct price or cancelling Your Order. We will not process Your Order until We have Your instructions. If We are unable to contact You using the contact details You provided during the Order process, We may treat the Order as cancelled and notify You in writing. However, if We mistakenly accept and process Your Order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by You as a mispricing, We may cancel the supply of the Goods/Services and refund You any sums You have paid.
4.13 MANUFACTURER’S GUARANTEE
The Goods may come with a manufacturer’s guarantee. For details of the applicable terms and conditions, of manufacturer’s guarantee passed on to You (if any) please refer to the manufacturer’s guarantee provided with the Goods or set out on the Site on which you placed your Order. If there are no warranty cards with the Goods and no warranty terms on the Site then no manufacturer’s warranty is passed on to you, and only those warranties set out in these Terms apply to Your Goods. - THE SERVICES
5.1 SUPPLY OF THE SERVICES
In supplying the Services, We shall perform or We shall ensure that Our sub-contractors shall perform the Services, so that:
5.1.1 the Services are performed with reasonable care and skill;
5.1.2 ensure that the Services are performed in material accordance with a scheduled timetable (although timescales are only approximate, and time shall not be of the essence to delivery of the Services or the Goods); and
5.1.3 the Services shall comply with all applicable laws, statutes, regulations, licences, rules, permissions and codes from time to time in force in relation to the Services.
5.2 You accept and acknowledge that none of our Services are intended to be clinical services or health advice. We may offer training and mental health related techniques and training but these Services are not offered as clinical or health care services and you are strongly advised to seek appropriate medical advice and attention where needed. You must not rely on any of our Goods or Services in place of medical care and attention. Certain of our Services may be offered on an annual subscription basis, and may be subject to automatic renewal for further annual period(s) – you will be notified if this is the case on the relevant Site offering the Service and at the point of placing your Order for the Service. Please contact our customer services team at email: enquiries@nthsolutions.co.uk or telephone: 08459 390 018 if you have any questions, concerns or are unsure how to cancel a subscription.
5.3 In placing the Order for the Services and attending on the agreed date for the performance of the Services You agree that You have complied with and continue to comply with all relevant laws, statutes, rules, codes and regulatory requirements (including being in receipt of all relevant licences, permissions and consents) relevant to the provision and performance of the Services and Our acceptable use and attendance policy (the Acceptable Use and Attendance Policy) which is applicable to You as a recipient of the Services.
5.4 Any dates and entire timetable that is scheduled for the performance of the Services is an estimate only and We may change either individual date (s) within a timetable and/or the entire timetable for the performance of the Services if We decide that this is necessary. Whilst We will use our reasonable endeavours to inform You of any such changes in advance, if the matter is urgent or an emergency this may not be possible. We will notify You of alternative date(s) and/or entire timetable (whichever is relevant) and such replacement dates shall be deemed to replace any previous individual date (s) and/or entire timetable previously provided. - SUSPENSION OF THE SERVICES
6.1 WE MAY SUSPEND THE SERVICES IF YOU DO NOT COMPLY WITH THESE TERMS
If You do not comply with these Terms We may suspend the right to use the Services until You have complied with these Terms (in our absolutes opinion). We will not suspend the Services where You dispute in good faith and on reasonable grounds the circumstances surrounding this non-compliance but for the avoidance of doubt, You will not be entitled to end the Contract for the lack of the use of the Services in these circumstances.
6.2 YOUR RIGHTS IF WE SUSPEND THE SERVICES FOR OUR DEFAULT
If We have to suspend the Services for a significant time and the suspension is caused entirely as a result of Our default We will adjust the Charges accordingly based upon a fair and reasonable assessment of the losses You may have incurred as a direct and foreseeable result of the suspension caused by Us for a significant period of time. The reduction in Charges will apply if the need to obtain alternative service provision has arisen directly and foreseeably as a result of Our default and suspension of the Services and You could not reasonably have mitigated Your costs in this respect. You may contact Us to end the Contract for the Services if We suspend them due entirely to Our default and there is no prospect of Our completing the Services because of Our default. We will also refund any sums You have paid in advance for the Services in respect of the period after You end the Contract because of Our suspension of the Services. However, if We have to suspend the Services due to a default by You, You will still have to pay the Charges and allow Us extra time to complete performance of the Services. - OUR RIGHTS TO MAKE CHANGES TO THE GOODS AND SERVICES
We may change the Goods and/or Services (including without prior notice where necessary) to reflect changes in relevant laws and regulatory requirements. We also reserve the right to make changes to the Goods and/or Services at any time. We shall where feasible give You one month notice in writing of any change to or withdrawal the Goods and/or Services which shall take effect immediately after the one-month period has expired. - YOUR RIGHTS TO END THE CONTRACT FOR THE GOODS AND/OR SERVICES
8.1 HOW TO END YOUR CONTRACT WITH US
Your rights when You end the Contract will depend on whether You are contracting with Us as a consumer or a business, what Goods and/or Services You have ordered, whether there is anything wrong with the Goods and/or Services (including how We are performing) and when You decide to end this Contract.
You may end the Contract in the circumstances set out below:-
8.1.1 If We are in material breach of this Contract, for example the Goods and/or Services are materially different as described on the Site and/or are materially defective and We cannot remedy the defect.
8.1.2 If You are contracting with Us as an individual consumer and You have just changed your mind about the Goods, exercising your right to change your mind (Consumer Contracts Regulations 2013). For most contracts agreed off-premises (e.g., online or over the telephone) You have a legal right if You are a consumer to change your mind within fourteen (14) days of agreeing the original contract and/or delivery of the Goods and to receive a refund for payments made in advance of the delivery. You may be able to get a refund if You are within the fourteen (14) day cooling-off period, but this may be subject to deductions for any Services already performed at your request or as set out in paragraph 8.2.
8.2 WHEN YOU DON’T HAVE THE RIGHT TO CHANGE YOUR MIND
You do not have a right to change your mind in respect of Services already performed or commenced, even if the cancellation period is still running (see paragraph 8.3.1 below) and You don’t have the right to change your mind in respect of personalised or perishable Goods.
8.3 HOW LONG DO I HAVE TO CHANGE MY MIND?
How long You have to change Your mind depends on whether You are contracting with Us as a consumer and what Goods and/or Services You have ordered and how they are being delivered.
8.3.1 If You are contracting as a consumer, in respect of the Goods and/or Services. If You are an individual consumer, You have fourteen (14) days after the date the Contract was agreed and/or after the Goods were delivered. However, once we have started or completed the Services you cannot change your mind, even if the cancellation period is still running. If You cancel after We have started performing the Services, You must pay the Charges for the Services provided.
However, if the Goods are personalised and/or perishable, You do not have the right to change your mind, as set out in paragraph 8.2 and You must pay the Charges to Us for the Goods.
8.3.2 If You are contracting as a consumer, in respect of Goods and/or Services after the initial fourteen (14) day cooling off period has expired. As an individual consumer You may cancel the Contract in respect of any Services not yet begun upon providing to Us at least four (4) weeks written notice of cancellation. We will calculate what Charges are outstanding, or which You may have paid in advance for Services not yet received, and You agree to make such payments as may be necessary to settle Your account as at the date on which your ending of this Contract becomes effective.
8.3.3 If You are dealing as a business customer, there is no right to cancel because You have changed Your mind and the cooling off period does not apply. We may at any time give one (1) months’ written notice to You to terminate the Contract for Our convenience.
8.4 WHEN THE GOODS ARE FAULTY
If You have returned the Goods to Us under this paragraph 8 because they are faulty or mis-described, We will refund the Charges of the Goods.
8.5 You can either send the Goods back in accordance with the instructions on the delivery note or go to https://nthsolutions.co.uk/returns-and-refunds and follow the instructions on that page.
8.6 CANCELLATION AND OUR RIGHT TO PAYMENT IF YOU END THE CONTRACT
Except where the Contract ends because of Our material breach or within 14 days as set out in paragraphs 8.3.1 and 8.3.2, if the Contract ends We will be entitled to retain/receive payment for the agreed Charges for the Goods supplied and/or the Services performed prior to the date of the Contract ending in accordance with paragraph 3.1.
8.7 On completion or cancellation of the Contract for whatever reason any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after completion or cancellation shall remain in full force and effect; and completion or cancellation of the Contract shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of completion or cancellation, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of completion or cancellation.
8.8 YOU WILL ALWAYS BE RESPONSIBLE FOR PAYMENT OF VAT ON THE GOODS AND SERVICES
You shall be fully liable to account for all VAT payable in relation to the Goods and/or the Services. If you are buying as a consumer, the Charges and the amount stated for the Charges on the Order shall, unless you are notified otherwise, include a charge for VAT and/or the VAT amount will be stated. - HOW TO END THE CONTRACT WITH US (INCLUDING IF YOU ARE A CONSUMER AND HAVE CHANGED YOUR MIND)
9.1 TELL US YOU WANT TO END THE CONTRACT
To end the Contract with Us please let Us know by Email at enquiries@nthsolutions.co.uk. Please provide your details of the Contract (including the Order number) and your phone number and email address. - OUR RIGHTS TO END THE CONTRACT
10.1 WE MAY END THE CONTRACT IF YOU BREAK IT
We may end the Contract in full or in part at any time by writing to You if:
10.1.1 You do not, within a reasonable time of Us asking for it, provide Us with information that is necessary for Us to perform the Services;
10.1.2 You do not allow us to deliver the Services to You;
10.1.3 You do not, within a reasonable time, allow Us such access and information as is required by Us (including remotely) to perform the Services;
10.1.4 You do not return the Goods when requested under these Terms; and
10.1.5 You breach Your obligations under these Terms.
10.2 YOU MUST COMPENSATE US IF YOU BREAK THE CONTRACT
If We end the Contract in the situations set out in paragraph 10.1 We will refund any money You have paid in advance for Services We have not provided but We may deduct or charge You reasonable compensation for the net costs We will incur as a result of Your breaking the Contract, payment on a time and materials basis for Services performed and in addition to the above, if You are a business customer compensation for Our losses and expenses including loss of opportunity in addition. - IF THERE IS A PROBLEM WITH THE GOODS AND/OR SERVICES
11.1 HOW TO TELL US ABOUT PROBLEMS
If You have any questions or complaints about any aspect of the Services, please contact Us as soon as possible on the Email address enquiries@nthsolutions.co.uk.
11.2 SUMMARY OF YOUR LEGAL RIGHTS IF YOU ARE CONTRACTING AS AN INDIVIDUAL CONSUMER
We are under a legal duty to supply Goods and/or Services that are in conformity with this Contract. See the below for a summary of your key legal rights in relation to the Services if You have contracted with Us as an individual consumer (in which case NOTHING IN THESE CONDITIONS WILL AFFECT YOUR STATUTORY LEGAL RIGHTS AS A CONSUMER).
Summary of consumer’s key legal rights. The following do not apply where We are engaged by a business.
In addition to the right to cancel set out in this Contract, this is a summary of your key legal rights as a consumer, which will apply only if You have entered into this Contract in your capacity as a consumer (not a business). These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.citizensadvice.org.uk or call 0808 223 1133.
Nothing in this Contract is intended to limit or exclude any consumer rights to which You may be entitled under the applicable legislation. For example, under the Consumer Rights Act 2015 You can ask us to repeat or fix a service if it’s not carried out with reasonable care and skill, or get some money back if we can’t fix it; if You haven’t agreed a price upfront, what you’re asked to pay must be reasonable; if You haven’t agreed a time upfront, delivery must be carried out within a reasonable time.
11.3 As well as our statutory obligations, where contracting with Us an individual consumer You will also enjoy certain additional guarantees in respect of the Goods and/or Services to the extent that We have performed the Services or, We warrant that all our Goods and/or Services will be free from material defects, be satisfactory quality and shall be performed with reasonable skill and care as set out in paragraphs 4.3 and 5.1 of these Terms. - OUR RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
12.1 WE ARE RESPONSIBLE TO YOU FOR FORESEEABLE LOSS AND DAMAGE CAUSED BY US
If We fail to comply with these Conditions, We are responsible for loss or damage You suffer that is a foreseeable result of Our breaking this Contract or our failing to use reasonable care and skill, but We are not responsible for any loss or damage that is not a direct and foreseeable consequence of our breach or which is not caused by Us. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time this Contract was made, both We and You knew it might happen, for example, if You discussed it with Us during the sales process but We shall not unless You are a consumer and applicable legislation requires otherwise, in any circumstances be responsible for any loss or damage that exceeds the amount of the Charges.
12.2 WE DO NOT EXCLUDE OR LIMIT IN ANY WAY OUR LIABILITY TO YOU WHERE IT WOULD BE UNLAWFUL TO DO SO
We do not exclude or limit liability for death or personal injury caused by Our negligence or the negligence of Our employees, agents or subcontractors; or for fraud or fraudulent misrepresentation or for breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession). In respect only of Customer’s who enter into this Contract directly as a Consumer, in addition to the foregoing matters, We also do not exclude or limit Our liability for breach of Your legal rights as a consumer in relation to the Goods and/or Services, including the right to receive Goods and/or Services which are: (i) as described and match information We provided to You and any sample or model seen or examined by You; (ii) of satisfactory quality; (iii) fit for any particular purpose made known to Us; (iv) supplied with reasonable skill and care; and for (v) defective deliverables. Where you are buying in the course of your business the foregoing provisions do not apply.
12.3 LIMITATION OF LIABILITY
As set out above and subject to applicable legislation, only where you are buying from us in the course of your business, We limit Our liability to You under this Contract for all loss and damage howsoever caused or arising to an amount equal to the Charges. - HOW WE MAY USE YOUR PERSONAL INFORMATION
13.1 HOW WE WILL USE YOUR PERSONAL INFORMATION
We will use the personal information You provide to us:
13.1.1 to perform Our Contract with You (including sharing Your details with Our employees, consultants and subcontractors) and in accordance with Our Privacy Policy https://nthsolutions.co.uk/privacy-policy/. Additional privacy notices may apply in respect of specific Goods and/or Services we supply, and you should review the Site from which you placed Your Order for any additional privacy notices about how we handle your personal data for specific Service and other offerings;
13.1.2 to process Your payments;
13.1.3 to order third party services which You have requested We obtain as part of the Services;
13.1.4 to comply with Our obligations under relevant laws and regulations; and
13.1.5 to give You information (marketing) about similar Services that We provide, but You may stop receiving this at any time by contacting Us.
13.2 WE WILL ONLY GIVE YOUR PERSONAL INFORMATION TO THIRD PARTIES WHERE THE LAW EITHER REQUIRES OR ALLOWS US TO DO SO OR WHERE THE TERMS OF OUR CONTRACT REQUIRE DISCLOSURE OF YOUR PERSONAL DETAILS TO A THIRD PARTY
(For example if Your contact details are required in ordering third party services as part of the Services and/or where You have requested that We share Your details and You have consented to the same in writing, or where We need to subcontract some part of the Services (but We will inform you about this in advance of doing so).
13.3 Please refer to Our Privacy Policy available at Our Sites for further information on how We handle your personal data, and your rights and Our obligations under the applicable data protection legislation.
13.4 If You are a business customer and You are appointing Us as a data processor in relation to personal data shared by You as a data controller, e.g., You have provided contact details to us and we are carrying out invitation and notification services for You, Our standard data processing addendum available at Our Site shall apply and form part of this Contract. - OTHER IMPORTANT TERMS
14.1 No misuse or resale Our Sites, Goods and Services are intended for use only by users based in the UK. Please do not use this Site or order Goods or Services from us for delivery outside the UK You must not copy any of the content on our Sites and you must not resell or otherwise deal or pass off our content, Goods or Services as Your own or as the content, Goods or Services of anyone else. We are the owner of all rights in the Sites’ content and you must not reproduce, distribute, broadcast, deal or otherwise make use of such content and information for any purpose other than Your own personal use (for consumers) or for use within Your own business as anticipated in these Terms if you have purchased from us in your business capacity. You must not introduce viruses or other malware to our Sites or via our Services, and you must not attempt to reverse engineer or reproduce any of our Goods or Services and you must not add content to our Sites or Services which may be defamatory, illegal, harmful, immoral, distasteful or discriminatory to any person or which may bring our company or associated organisations into disrepute or which otherwise harms our reputation or interests.
14.2 WE MAY TRANSFER THIS CONTRACT TO SOMEONE ELSE
We may subcontract and transfer Our rights and obligations under these Terms to another organisation. We will always tell You in writing if this happens and We will ensure that this will not affect your rights under this Contract.
14.3 YOU NEED OUR CONSENT TO TRANSFER YOUR RIGHTS TO SOMEONE ELSE
You may only transfer Your rights or Your obligations under these Terms to another person if We agree to this in writing.
14.4 NOBODY ELSE HAS ANY RIGHTS UNDER THIS CONTRACT
This Contract is between You and Us. No other person shall have any rights to enforce any of the Terms. Neither of Us will need the agreement of any third party in order to end the Contract or make any changes to these terms.
14.5 IF A COURT FINDS PART OF THIS CONTRACT ILLEGAL, THE REST WILL CONTINUE IN FORCE
Each of the paragraphs of these Terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
14.6 “WRITING” INCLUDES EMAILS
When We use the words “writing” or “written” in these Terms, this includes emails.
14.7 EVEN IF WE DELAY IN ENFORCING THIS CONTRACT, WE CAN STILL ENFORCE IT LATER
If We do not insist immediately that You do anything You are required to do under these Terms, or if We delay in taking steps against You in respect of Your breaking this Contract, that will not mean that You do not have to do those things and it will not prevent Us taking steps against You at a later date.
14.8 WHICH LAWS APPLY TO THIS CONTRACT AND WHERE YOU MAY BRING LEGAL PROCEEDINGS
This Contract is governed by English law and you can only bring legal proceedings in the courts of England and Wales unless you are contracting with us as a consumer and you live either in: (i) Northern Ireland, in which case you may bring a claim in the Northern Irish Courts or (ii) in Scotland you may bring a claim in the Scottish courts.
14.9 INTERPRETATION
A reference to a statute or statutory provision is a reference to it as amended, extended or re-enacted from time to time. A reference to a statute or statutory provision includes any subordinate legislation made from time to time under that statute or statutory provision. Any words following the term including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms. - EVENTS OUTSIDE OUR CONTROL
15.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control.
15.2 If an Event Outside Our Control takes place that affects the performance of Our obligations under the Contract:
15.2.1 We will contact You as soon as reasonably possible to notify you; and
15.2.2 Our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to You, We will arrange a new delivery date with You after the Event Outside Our Control is over.
15.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us in accordance with these Terms. If you opt to cancel, You will return (at our cost) any relevant Goods You have already received and which remain sealed and unused and We will refund the price You have paid.