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Noctis Industries Ltd
Terms & Conditions

NOCTIS INDUSTRIES – TERMS AND CONDITIONS

 

1 These Terms

1.1 What these Terms Cover: These Terms contain the terms and conditions on which we supply the Products to you, whether these are goods and/or digital content. Please read these Terms carefully before you accept these Terms (by ordering Products from us).

1.2 How to tell us about problems: If you have any questions, feedback or complaints about the Products, please contact us to discuss using our contact details below.

 

Our contact details:

Noctis Industries Limited, a company registered in England and Wales. Our company registration number is 14829622.

Phone number: [insert]

Geographical address: [insert]

Email address: [insert]

2 Introduction

This website (Site) is operated by Noctis Industries Limited, a company registered in England and Wales, with company registration number 14829622 (we, our or us). These terms and conditions (Terms) are between us and you, the person placing an order for Products (Products) through the Site. If you are using the Site on behalf of your employer or a business entity, you, in your individual capacity, represent and warrant that you are authorised to act on behalf of your employer or the business entity and to bind the entity and the entity’s personnel to these Terms.

 

3 Use of the Site

(a) You accept these Terms by placing an order via the Site.

(b) You must not use the Site and/or place an order for Products through the Site unless you are at least 16 years old. Some Products may have restrictions on them and you will not be able to purchase them without proving your ID or age.

(c) When using the Site, you must not do or attempt to do anything that is unlawful or inappropriate, including:

(1) anything that would constitute a breach of an individual’s privacy or any other legal rights;

(2) using the Site to defame, harass, threaten, menace or offend any person;

(3) using the Site for unlawful purposes;

(4) interfering with any user of the Site;

(5) tampering with or modifying the Site (including by transmitting viruses and using trojan horses);

(6) using the Site to send unsolicited electronic messages;

(7) using data mining, robots, screen scraping or similar data gathering and extraction tools on the Site; or

(8) facilitating or assisting a third party to do any of the above acts.

(d) All personal data that you give to us will be treated in accordance with our privacy policy. You can find our privacy policy at [insert link].

 

4 Accounts

(a) You may purchase the Products from us without an account or you may choose to create an account with us which allows you to review your order history and save your wish list.

(b) You must ensure that any personal data you give to us when creating an account is accurate and up-to-date.

(c) It is your responsibility to keep your account details confidential. You are responsible for all activity on your account, including purchases made using your account details.

 

5 Orders

(a) You may order Products from us as set out on the Site. If you place an order for Products on our Site, you are making an order to purchase the Product(s) for the price listed on the Site (including the delivery fees or other applicable charges and taxes).

(b) It is your responsibility to check the order details, including selected Products, delivery details and pricing, before you submit your order through the Site. Once you submit an order successfully on the Site, a binding agreement is formed for the supply of Products to you in accordance with these Terms.

(c) When you order and pay on the Site and your payment has been validated, we will provide you with an order confirmation email, which may include your order ID and a description of what was ordered.

(d) Please be aware that some of the Products sold through the Site may not be suitable for children under 18 years old. Please take extra care when ordering Products for children under 18 years old.

(e) All purchases made through the Site are subject to availability. We do our best to keep Products in stock and to keep the Site up to date with the availability of Products.

(f) We may cancel, at any time before delivery and for whatever reason, an order that we have previously accepted, including where there is a considerable delay in dispatching your order, if for any reason we cannot supply the Products you order (for example for an event beyond our reasonable control) or if the Products ordered were subject to an error on our Site (for example they were out of stock or in relation to a description, price or image). We will contact you using the details you provided when you placed your order.

 

6 Home made Products

(a) You acknowledge and agree that where you purchase home made Products, by their nature, no two Products are exactly the same, and:

(1) while artists use every effort to create only the best Product, the Product you purchase may have slight natural blemishes and imperfections, which is what makes each Product unique and special and is not a Product flaw; and

(2) the Product you purchase may exhibit slight variations to any pictures, specifications, colours, dyes or designs to those made available on the Site.

(b) To the maximum extent permitted by law, we accept no responsibility in respect of minor variations between home made Products and their listings on the Site.

 

7 Price and payments

(a) You must pay us the purchase price of each Product you order, plus any applicable delivery costs as set out on the Site (the Price) in accordance with this clause. All amounts are stated in pounds, being the currency of the UK from time to time, and are inclusive of value added tax (or any equivalent tax in the UK) (VAT), (where applicable).  

(b) You must pay the Price upfront using one of the methods set out on the Site.

(c) You must not pay, or attempt to pay, the Price by fraudulent or unlawful means. If you make a payment by debit card or credit card, you warrant that you are authorised to use the debit card or credit card to make the payment.

(d) The payment methods we offer are set out on the Site. We may offer payment through a third-party provider. You acknowledge and agree that we have no control over the actions of the third-party provider, and your use of the third-party payment method may be subject to additional terms and conditions. We do not store any credit card details, and all payment information is collected and stored through our third-party payment processor.

(e) Where you order the Products for delivery outside of the UK, you may need to pay custom charges or taxes in addition to the Price.

(f) We may, from time to time, issue promotional discount codes for certain Products on the Site. To claim the discount, you must enter the promotional discount code at the time of submitting your order through the Site. The conditions of use relating to promotional discount codes will be set out on the Site. We may also from time to time run competitions on the Site or on social media. These competitions are subject to terms and conditions which will be made available on the Site at the time of the competition.

 

8 Supply of the Products

(a)In consideration of your payment of the Price, we will provide the Products in accordance with these Terms and all applicable laws, whether ourselves or through our personnel.

(b)We warrant to you that the Products will be provided using reasonable care and skill.

 

9 Delivery, title and risk

(a) Where possible, we will deliver the Products to the delivery address you provide when making your order. We currently deliver to the areas set out on the Site. Please refer to the delivery information on the Site to ensure you are in our delivery area. If you are not in our delivery area please contact us to discuss delivery options.

(b) We deliver the Products using a range of delivery methods. You may need to sign for some deliveries. If neither you nor your authorised representative is at the delivery address to accept delivery, you agree that we may leave the Products at your premises.

(c) Title to the Products will remain with us until you have paid the Price in full for the Products. Until title passes, you must not do anything which seeks to create an encumbrance, lien, charge or other interest in or over the Products.

(d) Risk in the Products will pass to you when the Products have come into your physical possession, except where you have arrangement for delivery by a carrier (not named as an option by us) yourself, in which case, risk in the Products will pass to you on delivery to the carrier.

 

10 Change of mind returns

(a) We offer refunds of Products for change of mind in accordance with this clause 10.

(b) You have 14 days after the day you (or someone you nominate) receive the Products, to change your mind and cancel these Terms. Where the Products are split into several deliveries over different days, you have until 14 days after the day you (or someone you nominate) receives the last delivery, to change your mind.  

(c) When you don't have the right to change your mind: You do not have a right to change your mind in respect of:

(1) digital Products after you have started to download or stream these;

(2) bespoke Products that you have requested be made specifically for you;

(3) Products sealed for health protection or hygiene purposes, once these have been unsealed after you receive them;

(4) Products you have damaged, or that are no longer in their original condition (including where you have cut tags off);

(5) sealed audio or sealed video recordings or sealed computer software, once these Products are unsealed after you receive them; and

(6) any Products which become mixed inseparably with other items after their delivery.

(d) Tell us you want to cancel these Terms: If you want to cancel or terminate these Terms and request a change of mind return, you should either [insert process set out on your website] or use the Model Cancellation Form at Attachment 1.

 

11 Returning Products to us

(a) Returning Products after you cancel these Terms: If you cancel these Terms for any reason after the Products have been dispatched to you, you must return them to us. If you are exercising your right to change your mind under clause 10, you must send the products back to us within 14 days of telling us you wish to cancel these Terms.

(b) Costs of return: We will pay the costs of return:

(1) if the products are faulty or misdescribed; or

(2) 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.

Please contact us if this is the case and we will arrange a return shipping label for you

(c) Other than as set out above, in all other (including where you are exercising your right to change your mind) you must pay the costs of return.

(d) Deductions from refunds if you are exercising your right to change your mind: If you are exercising your right to change your mind and returning goods to us, we may reduce your refund of the Price (excluding delivery costs) to reflect any reduction in the value of the products, if this has been caused by your mishandling. If we refund you the Price paid before we are able to inspect the products and later discover you have handled them in an unacceptable way, you must pay us an appropriate amount; and

(e) When your refund will be made: We will make any refunds due to you as soon as possible. If you are exercising your right to change your mind under clause 10 then your refund will be made within 14 days from the day on which we receive the relevant products back from you. in all other cases, your refund will be made within 14 days of your telling us you have changed your mind.

 

12 Limitations on and exclusions to our liability

(a) Neither Party may benefit from the limitations and exclusions set out in this clause 12 in respect of any liability arising from its deliberate default.

(b) The restrictions on liability in this clause 12 apply to every liability arising under or in connection with these Terms including liability in statute, contract, equity, tort (including negligence), misrepresentation, restitution, indemnity or otherwise.

(c) Nothing in these Terms limits any liability which cannot legally be limited, including liability for:

(1) death or personal injury caused by negligence;

(2) fraud or fraudulent misrepresentation;

(3) breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession); and

(4) defective Products under the Consumer Protection Act 1987.

(d) This clause 12(d) applies to the extent that the products are digital content. If the Products are defective and they damage a device or digital content belonging to you and this is caused by our failure to use reasonable care and skill, we will either repair the damage or pay you compensation. However, we will not be liable for damage which you could have avoided by following our advice to apply an update offered to you free of charge or for damage which was caused by you failing to correctly follow installation instructions or to have in place the minimum system requirements advised by us.

(e) Subject to clauses 12(a) (no limitation in respect of deliberate default), clause 12(d) (damage caused by defective digital content) and 12(c) (liability which cannot legally be limited), but despite anything to the contrary, to the maximum extent permitted by law:

(1) we only supply the Products for domestic and private use. If you use the Products for any commercial, business or re-sale purpose we will have no liability to you for liability involving any loss of profit, loss of business, business interruption, or loss of business opportunity;

(2) a party’s liability for any liability under these Terms will be reduced proportionately to the extent the relevant liability was caused or contributed to by the acts or omissions of the other party, including any failure by that other party to mitigate its loss; and

(3) neither Party will be responsible for any losses that the other Party suffers as a result, except for those losses which are a foreseeable consequence of the failure to comply with these Terms.

(f) We have given commitments as to the compliance of the Products with these Terms and applicable Laws in clause 8. In view of these commitments, the terms implied by sections 3, 4 and 5 of the Supply of Goods and Services Act 1982 are, to the maximum extent permitted by law, excluded from these Terms.

(g) Without limiting your right to cancel these Terms under clause 10, but despite anything else to the contrary, to the maximum extent permitted by law, we will not be liable for, and you waive and release us from and against any liability caused or contributed to by, arising from or connected with any event or circumstance which is beyond our reasonable control including but not limited to, acts of God including fire, hurricane, typhoon, earthquake, landslide, tsunami, mudslide or other catastrophic natural disaster, civil riot, civil rebellion, revolution, terrorism, insurrection, militarily usurped power, act of sabotage, act of a public enemy, war (whether declared or not) or other like hostilities, ionising radiation, contamination by radioactivity, nuclear, chemical or biological contamination, any widespread illness, quarantine or government sanctioned ordinance or shutdown, pandemic (including COVID-19 and any variations or mutations to this disease or illness) or epidemic.

 

13 Intellectual property

(a) All intellectual property (including copyright) developed, adapted, modified or created by us or our personnel (including in connection with the Terms, any content on the Site, and the products) (Our Intellectual Property) will at all times vest, or remain vested, in us.

(b) We authorise you to use Our Intellectual Property solely for your own personal, non-commercial use, and in the manner in which it was intended to be used.

(c) You must not use Our Intellectual Property for commercial purposes, including, for example, to advertise your own business, for re-sale, or for any other revenue generation activity.

(d) You must not, without our prior written consent:

(1) copy, in whole or in part, any of Our Intellectual Property;

(2) reproduce, retransmit, distribute, disseminate, sell, publish, broadcast or circulate any of Our Intellectual Property to any third party; or

(3) breach any intellectual property rights connected with the Site or the Products, including (without limitation) altering or modifying any of Our Intellectual Property; causing any of Our Intellectual Property to be framed or embedded in another website; or creating derivative works from any of Our Intellectual Property.

(e) Nothing in the above clause restricts your ability to publish, post or repost Our Intellectual Property on your social media page or blog, provided that:

(1) you do not assert that you are the owner of Our Intellectual Property;

(2) unless explicitly agreed by us in writing, you do not assert that you are endorsed or approved by us;

(3) you do not damage or take advantage of our reputation, including in a manner that is illegal, unfair, misleading or deceptive; and

(4) you comply with all other terms of these Terms.

14 General

(a) Contracts (Rights of Third Parties) Act 1999: Notwithstanding any other provision of these Terms, nothing in these Terms confers or is intended to confer any right to enforce any of its terms on any person who is not a party to it.

(b) Disputes: Alternative dispute resolution is a process where an independent body considers the facts of a dispute and seeks to resolve it, without you having to go to court. If you are not happy with how we have handled any complaint, you may want to contact the alternative dispute resolution provider we use. You can submit a complaint to The Centre for Effective Dispute Resolution via their website at https://www.cedr.com/. The Centre for Effective Dispute Resolution will not charge you for making a complaint and if you are not satisfied with the outcome you can still bring legal proceedings.

(c) Notices: Any notice given under these Terms must be in writing addressed to us at the details set out below or to you at the details provided when you submitted your order or in your account. Any notice may be sent by standard post or email, and will be deemed to have been served on the expiry of 48 hours in the case of post, or at the time of transmission in the case of transmission by email.

(d) Assignment: You must not assign any rights or obligations under these Terms, whether in whole or in part, without our prior written consent.

(e) Entire agreement: Subject to your consumer law rights, these Terms contain the entire understanding and agreement between you and us in respect of their subject matter. Each Party agrees that it will have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Terms.

(f) Amendment: We may, at any time and at our discretion, vary these Terms by publishing varied terms on the Site. Prior to placing an order, we recommend you carefully read the terms that are in effect at that time to ensure you understand and agree to them. For any order that has been accepted by us, the terms and conditions that apply will be the ones that were in effect (and which you agreed to) when you placed your order.  

(g) Governing law: These Terms are governed by the laws of England and Wales. Each Party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in England and Wales and any courts entitled to hear appeals from those courts and waives any right to object to proceedings being brought in those courts. The Site may be accessed in the UK and overseas. We make no representation that the Site complies with the laws (including intellectual property laws) of any country outside of the UK. If you access the Site from outside the UK, you do so at your own risk and are responsible for complying with the laws in the place you access the Site.

(h) Third party sites: The Site may contain links to websites operated by third parties. Unless we tell you otherwise, we do not control, endorse or approve, and are not responsible for, the content on those websites. We recommend that you make your own investigations with respect to the suitability of those websites. If you purchase Products from a third party website linked from the Site, such third party provides the Products to you, not us.

For any questions and notices, please contact us at:

Name: Noctis Industries Limited, a company registered in England and Wales. Our company registration number is 14829622.

Phone number: [insert]

Address: [insert]

Email address: [insert]

Last update: 6 June 2023

 

 

ATTACHMENT 1 – MODEL CANCELLATION FORM

(Complete and return this form only if you wish to withdraw from the contract)

To [TRADER'S NAME, ADDRESS, TELEPHONE NUMBER AND, WHERE AVAILABLE, FAX NUMBER AND E-MAIL ADDRESS TO BE INSERTED BY THE TRADER]

I/We [*] hereby give notice that I/We [*] cancel my/our [*] contract of sale of the following goods [*]/for the supply of the following service [*],

Ordered on [*]/received on [*],

Name of consumer(s),

Address of consumer(s),

Signature of consumer(s) (only if this form is notified on paper),

Date

[*] Delete as appropriate

© Crown copyright 2013.

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