1. These Terms
1.1 What these Terms cover. These are the terms and conditions on which we supply goods or products online via our website.
1.2 Why you should read them. Please read these Terms (as defined in clause 2.2) carefully before you submit your order to us. These Terms tell you who we are, how we will provide products to you, how you and we may change or end the contract, what to do if there are a problem and other important information. If you think that there is a mistake in these Terms, please contact us to discuss.
1.3 Are you a business customer or a consumer? In some areas, you will have different rights under these Terms depending on whether you are a business or consumer. You are a consumer if:
(a) You are an individual; and
(b) You are buying products from us wholly or mainly for your personal use (not for use in connection with your trade, business, craft or profession).
Provisions specific to consumers or businesses are indicated beforehand.
2. For Business Customers
2.1 If you are not a consumer, you confirm that you have authority to bind any business on whose behalf you use our site to purchase products.
2.3 You acknowledge that in entering into this contract you do not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms or any document expressly referred to in them.
2.4 You and we agree that neither of us shall have any claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this contract.
3. Information about us and how to contact us
3.1. Factory.sale is operated by Factory.Sale OÜ and Raktio OY (“We”). We are a limited company registered in Estonia and Finland. Our registered office is in Estonia, Tallinn, Tornimäe 7, 10145.
3.2. To contact us, please email email@example.com or telephone our customer service line on +372 555 63463.
3.3 How we may contact you. If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order.
3.4 “Writing” includes emails. When we use the words “writing” or “written” in these Terms, this includes emails.
4. Use of our site
4.1 Your use of our site is governed by our Terms of Website Use available here. Please take the time to read this policy, as it will include important terms which apply to you.
5. How we use your personal information
6. Our contract with you
6.1 How we will accept your order. We must receive payment of the whole of the price for the goods that you order before your order can be accepted. Once payment has been received by us we will confirm receipt of your order by sending an email to you at the email address you provide in your order form. We will send you a subsequent e-mail once we have started processing your order. Our acceptance of your order begins at this point (“Your order is now being processed”) and brings into existence a legally binding contract between us.
6.2 If we cannot accept your order. If we are unable to accept your order, we will inform you of this and will not charge you for the product. This might be because the product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because a credit reference we have obtained for you does not meet our minimum requirements, because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified.
6.3 Your order number. We will assign an order number to your order and tell you what it is when we accept your order. It will help us if you can tell us the order number whenever you contact us about your order.
6.4 We only sell to the EU via the Website. Our website is solely for the promotion and delivery of our products in the EU. We are happy to accept orders from outside of the EU, but delivery may be limited to inside the EU as further set out in clause 10.1. If you require delivery of an item outside of the EU, then please email firstname.lastname@example.org and we would be more than happy to discuss options with you.
7. Our products
7.1 Products may vary slightly from their pictures. The images of the products on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour of the products. Your product may vary slightly from those images.
7.2 Product packaging may vary. The packaging of the product may vary from that shown in images on our website.
8. Your rights to make changes
If you wish to make a change to the product you have ordered please contact us. We will let you know if the change is possible. If it is possible we will let you know about any changes to the price of the product, the timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change.
9. Our rights to make changes
9.1 We may amend these Terms from time to time.
9.2 Every time you order Products from us, the Terms in force at the time of your order will apply to the Contract between you and us.
9.3 We may revise these Terms as they apply to your order from time to time to reflect the following circumstances:
(a) changes in relevant laws and regulatory requirements; and
(b) to implement minor technical adjustments and improvements. These changes will not materially affect the product.
9.4 Significant changes to the products and these Terms. If we have to revise these Terms as they apply to your order, we will contact you to give you reasonable advance notice of the changes and let you know how to cancel the Contract if you are not happy with the changes. You may cancel either in respect of all the affected Products or just the Products you have yet to receive. If you opt to cancel, you will have to return (at our cost) any relevant Products you have already received and we will arrange a full refund of the price you have paid, including any delivery charges.
10. Providing the products
10.1 Delivery costs. Our delivery charges quoted in your shopping basket are for deliveries to Europe only.
10.2 Delivery outside the Europe. Deliveries are available to other geographical areas, however, this will incur an additional shipping fee. If you require delivery outside of the Europe then please contact us and we will inform you whether we can fulfill your order and if any additional charges will be due.
10.3 When we will provide the products. During the order process we will let you know when we will provide the products to you. We will deliver them to you as soon as reasonably possible and in any event within 30 days after the day on which we accept your order.
10.4 We are not responsible for delays outside our control. We will aim to deliver the goods by the date quoted for, however, if our supply of the products is delayed by an event outside our control then we will contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
10.5 If you are not at home when the product is delivered. If no one is available at your address to take delivery and the products cannot be posted through your letterbox, we will be unable to leave the goods without written instruction by you in a form that can be taken away by the carrier.
10.6 Accepting the delivery. Delivered goods will need to be signed for by you to acknowledge that the goods have been delivered to you in good condition. Please check your goods thoroughly before signing for them. Orders signed for or delivered under written instruction as set out in clause 10.5 are deemed to have been delivered in good condition.
10.7 Restricted access. If our driver encounters any restrictions to accessing your property, such as double yellow lines, red lanes, narrow lanes, steep gradients, low bridges or width restricted roads, then there may be an additional delivery charge due. Please contact us to inform us if your property has restricted access or enter full details in the description of your order. We reserve the right to refuse delivery if you have not informed us about any restricted access.
10.8 When you become responsible for the goods. Goods will be your responsibility from the time we deliver the product to the address you gave us or you.
10.9 When you own goods. You will own the goods once we have received payment in full.
10.10 Damaged goods. We cannot accept any liability for any loss or damage to the goods once they have been delivered in accordance with your delivery instructions, unless this is caused by our own negligence.
10.11 Failed delivery. If we are unable to deliver your goods to you, then we may charge an additional delivery charge for re-delivery or a charge for any reasonable costs incurred by us in the event of us cancelling this contract in accordance with clause 13(c). For further information about deliveries, please see our Transport Policy here.
10.12 What will happen if you do not give required information to us. We may need certain information from you so that we can supply the products to you, for example, accurate address details, information on access restrictions as set out in clause 10.6 or if you require mechanical lifting equipment to offload your goods. It is your duty to inform us of such information prior to delivery. If you do not give us this information within a reasonable time of us asking for it, or if you give us incomplete or incorrect information, we may either end the contract or make an additional charge of a reasonable sum to compensate us for any extra work that is required as a result. We will not be responsible for supplying the products late or not supplying any part of them if this is caused by you not giving us the information we need within a reasonable time of us asking for it.
10.13 Reasons we may suspend the supply of products to you. We may have to suspend the supply of a product to:
(a) deal with technical problems or make minor technical changes;
(b) update the product to reflect changes in relevant laws and regulatory requirements;
(c) make changes to the product as requested by you or notified by us to you (see clause 9).
10.14 Your rights if we suspend the supply of products. We will contact you in advance to tell you we will be suspending supply of the product, unless the problem is urgent or an emergency. If we have to suspend the product we will adjust the price so that you do not pay for products while they are suspended. You may contact us to end the contract for a product if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 30 days and we will refund any sums you have paid in advance for the product in respect of the period after you end the contract.
11. Your rights to end the contract
11.1 You can always end your contract with us. Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, and whether you are a consumer or business customer:
(a) If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product repaired or replaced or to get some or all of your money back), see clause 15 if you are a consumer and clause 17 if you are a business;
(b) If you want to end the contract because of something we have done or have told you we are going to do, see clause 11.2;
(c) If you are a consumer and have just changed your mind about the product, see clause 11.3. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions and you will have to pay the costs of return of any goods;
(d) In all other cases (if we are not at fault and you are not a consumer exercising your right to change your mind), see clause 11.5.
11.2 Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) to (e) below the contract will end immediately and we will refund you in full for any products which have not been provided and you may also be entitled to compensation. The reasons are:
(a) we have told you about an upcoming change to the product or these Terms which you do not agree to;
(b) we have told you about an error in the price or description of the product you have ordered and you do not wish to proceed;
(c) there is a risk that supply of the products may be significantly delayed because of events outside our control;
(d) we have suspended supply of the products for technical reasons, or notify you we are going to suspend them for technical reasons, in each case for a period of more than 30 days; or
(e) you have a legal right to end the contract because of something we have done wrong.
11.3 Exercising your right to change your mind if you are a consumer (Consumer Contracts Regulations 2013). If you are a consumer then for most products bought online you have a legal right to change your mind within 14 days and receive a refund under the Consumer Contracts Regulations 2013.
11.4 How long do consumers have to change their minds? If you are a consumer you have 14 days after the day you (or someone you nominate) receives the goods, unless:
(a) Your goods are split into several deliveries over different days. In this case you have until 14 days after the day you (or someone you nominate) receives the last delivery.
(b) Your goods are for regular delivery over a set period. In this case you have until 14 days after the day you (or someone you nominate) receives the first delivery of the goods.
11.5 Ending the contract where we are not at fault and there is no right to change your mind. Even if we are not at fault and you are not a consumer who has a right to change their mind (see clause 11.1), you can still end the contract before it is completed, but you may have to pay us compensation. A contract for goods is completed when the product is delivered. If you want to end a contract before it is completed where we are not at fault and you are not a consumer who has changed their mind, just contact us to let us know. The contract will end immediately and we will refund any sums paid by you for products not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract.
12. How to end the contract with us (including if you are a consumer who has changed their mind)
12.1 Tell us you want to end the contract. To end the contract with us, please let us know by doing one of the following:
(a) Phone or email. Call customer services on +372 555 63463 or email us at email@example.com. Please provide your name, home address, order number or details of the order and, where available, your phone number and email address.
(b) By post. Write to us at Factory.sale limited, Tornimäe 7, Tallinn, 10145 ESTONIA, including details of what you bought, when you ordered or received it and your name and address.
12.2 Returning products after ending the contract. If you end the contract for any reason after products have been dispatched to you or you have received them, you must return them to us. You must either post them back to us at the address above in clause 12.1 or (if they are not suitable for posting) allow us to collect them from you. Please call or email customer for a return label or to arrange collection. If you are a consumer exercising your right to change your mind you must send off the goods or arrange collection within 14 days of telling us you wish to end the contract.
12.3 When we will pay the costs of return. We will pay the costs of return:
(a) if the products are faulty or misdescribed;
(b) if you are ending the contract because we have told you of an upcoming change to the product or these Terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong; or
In all other circumstances you must pay the costs of return.
12.4 What we charge for collection. If you are responsible for the costs of return and we are collecting the product from you, we will charge you the direct cost to us of collection
12.5 How we will refund you. If you are entitled to a refund under these Terms we will refund you the price you paid for the products including delivery costs, by the method you used for payment. However, we may make deductions from the price, as described below.
12.6 When we may make deduction from refunds if you are a consumer exercising your right to change your mind. If you are exercising your right to change your mind:
(a) We may reduce your refund of the price (excluding delivery costs) to reflect any reduction in the value of the goods, if this has been caused by your handling them in a way which would not be permitted in accordance with the manufacturer’s instruction. If we refund you the price paid before we are able to inspect the goods and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount.
(b) The maximum refund for delivery costs will be the costs of delivery by the least expensive delivery method we offer. For example, if we offer delivery of a product within 3-5 days at one cost but you choose to have the product delivered within 24 hours at a higher cost, then we will only refund what you would have paid for the cheaper delivery option.
12.7 When your refund will be made. We will make any refunds due to you as soon as possible. If you are a consumer exercising your right to change your mind then your refund will be made within 14 days from the day on which we receive the product back from you or, if earlier, the day on which you provide us with evidence that you have sent the product back to us. For information about how to return a product to us, see clause 12.2.
13. Our rights to end the contract
13.1 We may end the contract if you break it. We may end the contract for a product at any time by writing to you if:
(a) you do not make any payment to us when it is due and you still do not make payment within 14 days of us reminding you that payment is due;
(b) you do not, within a reasonable time of us asking for it, provide us with information that is necessary for us to provide the products;
(c) you do not, within a reasonable time, allow us to deliver the products to you;
13.2 You must compensate us if you break the contract. If we end the contract in the situations set out in clause 13.1 we will refund any money you have paid in advance for products 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
14. If there is a problem with the product
14.1 How to tell us about problems. If you have any questions or complaints about the product, please contact us on the details in clause 12.2.
14.2 Complaints. If you have a complaint about our products or our service under this contract please contact us in writing at the address in clause 12.1. If you are a consumer and we have not satisfied your complaint within 14 days, you may refer your complaint to the Consumer Ombudsman.
15. Your rights in respect of defective products if you are a consumer
15.1 If you are a consumer we are under a legal duty to supply products that are in conformity with this contract. Nothing in these Terms will affect your legal rights.
16. Summary of your key legal rights.
The Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following:
(a) Up to 30 days: if your goods are faulty, then you can get an immediate refund.
(b) Up to six months: if your goods can’t be repaired or replaced, then you’re entitled to a full refund, in most cases.
(c) Up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.
See also clause 11.3.
16.2 Your obligation to return rejected products. If you wish to exercise your legal rights to reject products you must either post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection.
17. Your rights in respect of defective products if you are a business
17.1 If you are a business customer we warrant that on delivery of any products which are goods shall:
(a) conform with their description;
(b) be free from material defects in design, material, and workmanship;
(c) be of satisfactory quality (within the meaning of the Sale of Goods Act 1979), and
(d) be fit for any purpose held out by us.
17.2 Subject to clause 17.3, if:
(a) you give us notice in writing within a reasonable time of discovery that a product does not comply with the warranty set out in clause 17.1;
(b) we are given a reasonable opportunity of examining such product; and
(c) you return such product to us at our cost,
we shall, at our option, repair or replace the defective product, or refund the price of the defective product in full.
17.3 We will not be liable for a product’s failure to comply with the warranty in clause 17.1 if:
(a) you make any further use of such product after giving a notice in accordance with clause 17.2(a);
(b) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the product or (if there are none) good trade practice;
(c) the defect arises as a result of us following any drawing, design or specification supplied by the Customer;
(d) you alter or repair the product without our written consent; or
(e) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal working conditions.
17.4 Except as provided in this clause 17, we shall have no liability to you in respect of a product’s failure to comply with the warranty set out in clause 17.1.
17.5 These Terms shall apply to any repaired or replacement products supplied by us under clause 17.2.
18. Price and payment
18.1 Where to find the price for the product. The price of the product (which includes VAT) will be the price indicated on the order pages when you placed your order. We take all reasonable care to ensure that the price of the product advised to you is correct. However please see clause 18.3 for what happens if we discover an error in the price of the product you order.
18.2 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the product in full before the change in the rate of VAT takes effect.
18.3 What happens if we got the price wrong. It is always possible that, despite our best efforts, some of the products we sell may be incorrectly priced. We will normally check prices before accepting your order so that, where the product’s correct price at your order date is less than our stated price at your order date, we will charge the lower amount. If the product’s correct price at your order date is higher than the price stated to you, we will contact you for your instructions before we accept your order.
18.4 When you must pay and how you must pay. We accept payment with SagePay, PayPal, AmazonPay and most credit/debit cards. You must pay for the products before we dispatch them. We will not charge your credit or debit card until we dispatch the products to you.
18.5 Finance. If you opt to pay for an order with finance available through Close Brothers Finance, you will apply for credit directly with Close Brothers Group plc. Please ensure you are familiar with the terms of the agreement between you and Close Brothers Group plc as this will form a separate agreement to these Terms.
18.6 Our right of set-off if you are a business customer. If you are a business customer you must pay all amounts due 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).
18.7 What to do if you think an invoice is wrong. If you think an invoice is wrong please contact us promptly to let us know. You will not have to pay any interest until the dispute is resolved. Once the dispute is resolved we will charge you interest on correctly invoiced sums from the original due date.
19. Our responsibility for loss or damage suffered by you if you are a consumer
19.1 We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.
19.2 We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products including the right to receive products which are: as described and match information we provided to you and any sample or model seen or examined by you; of satisfactory quality; fit for any particular purpose made known to us; and for defective products under the Consumer Protection Act 1987
19.3 We are not liable for business losses. If you are a consumer we only supply the products to you for domestic and private use. If you use the products for any commercial, business or re-sale purpose our liability to you will be limited as set out in clause 20.
20. Our responsibility for loss or damage suffered by you if you are a business
20.1 Nothing in these Terms shall limit or exclude our liability for:
(a) death or personal injury caused by our negligence, or the negligence of our employees, agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982; or
(d) defective products under the Consumer Protection Act 1987.
20.2 Except to the extent expressly stated in clause 17.1 all terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded.
20.3 Subject to clause 20.1:
(a) we shall not be liable to you, 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 any contract between us; and
(b) our total liability to you for all other losses arising under or in connection with any contract between us, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall be limited to one hundred percent (100%) of the total sums paid by you for products under such contract.
21. Other important terms
21.1 No third party rights. This contract is between you and us. No other person shall have any rights to enforce any of its terms.
21.2 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.
21.3 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. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
21.4 Which laws apply to this contract and where you may bring legal proceedings if you are a consumer. These Terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.
21.5 Which laws apply to this contract and where you may bring legal proceedings if you are a business. If you are a business, any dispute or claim arising out of or in connection with a contract between us 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 and Wales and the courts of England and Wales shall have exclusive jurisdiction to settle any such dispute or claim.