Terms & Conditions
Terms and Conditions
Sales transactions through the website are fulfilled on the agreement that you are not a consumer. This means that you are accessing our site and shall enter a contract with us by requesting the supply of products as part of your business or profession only. By placing an order, you confirm that you are purchasing the goods in the course of your business and not as a consumer. If you are not doing so as part of your business or profession, please contact our sales team at info@konnpex.eu as different Terms and Conditions will apply.
1. About us
1.1 Company details. Shoal Group Limited (company number 12772850) (we and us) is a company registered in England and Wales, and our registered office is at 10-11 Charterhouse Square, London, England, EC1M 6EE and Konnpex is a trading name used by Shoal Group Limited. Our main trading address is Shoal Group Ltd, 16 Butterfield Business Park, Great Marlings, Luton, Beds, LU2 8DL. Our VAT number is GB 355 2694 78. We operate the website www.konnpex.eu
1.2 Contacting us. To contact us please email info@konnpex.eu . How to give us formal notice of any matter under the Contract is set out in clause 13.2.
2. Our contract with you
2.1 Our contract. These terms and conditions (Terms) apply to the order by you via our website or by telephone and supply of goods by us to you (Contract). No other terms are implied by trade, custom, practice, or course of dealing.
2.2 Entire agreement. The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
2.3 Language. These Terms and the Contract are made only in the English language.
3. Placing an order and its acceptance
3.1 Placing your order. Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the goods specified in the order (Goods) subject to these Terms. These terms apply to international orders.
3.2 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 and any specification submitted by you is complete and accurate.
3.3 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 clause 3.4.
3.4 Accepting your order. Our acceptance of your order takes place when we send the email to you to accept it, at which point the Contract between you and us will come into existence. We accept this order on a trade sale basis i.e. trade to trade.
3.5 If we cannot accept your order. If we are unable to supply you with the Goods for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Goods, we will refund you the full amount including any delivery costs charged as soon as possible.
4. Our goods
4.1 The images of the Goods on our site are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer's display of the colours accurately reflects the colour of the Goods. The colour of your Goods may vary slightly from those images.
4.2 We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirement.
5. Return and refund
5.1 Subject to clause 5.2, You may cancel the Contract and receive a refund, if you notify us as set out in clause 5.3, within 14 days of delivery and you have proof of purchase (invoice, delivery note, bank statement) and the Goods are in their original, unopened and sealed packaging are in new conditions and have not been used or installed. Returns are made entirely at your expense. You can either send them back, return them to us at our premises or use a carrier, although you should also ensure that the Goods are insured if you use a carrier, as we cannot accept damaged goods. Delivery of goods will be based on courier confirmation that delivery has occurred.
5.2 However, this cancellation right does not apply in the case of:
(a) Goods ordered subject to your own specification or requirements, or with any bespoke element to the order; or
(b) Goods specifically manufactured for you; or
(c) Goods which we do not routinely stock and are specifically ordered for you; or
(d) any Goods which become mixed inseparably with other items after their delivery.
5.3 To cancel the Contract, you must complete the returns form available from us by email. If you use this method, we will email you to confirm we have received your cancellation.
5.4 If you have returned the Goods to us under this clause 5 because they are faulty or mis-described, we will refund the price of the Goods.
6. Delivery, transfer of risk and title
6.1 We normally deliver Goods within 2-7 working days, up to 14 working days, although this depends on the time of your order, and the time of delivery shall not be of the essence of the Contract. Occasionally, our delivery to you may be affected by an Event Outside Our Control. See clause 12 (Events outside our control) for our responsibilities when this happens.
6.2 In case of Goods being specially manufactured for you, the manufacturing quantities will dictate the eventual delivery date.
6.3 We shall be entitled to make delivery of the Goods by instalments and to invoice you for each instalment dispatched.
6.4 Delivery will normally be made to your premises within the EU via DDP Incoterms® 2020, the cost of which is included in the price quoted. Delivery shall be deemed complete once the Goods have been unloaded at the delivery address specified in the order confirmation.
6.5 In the event that we fail to deliver the Goods to you within fourteen working (14) days of the delivery date specified in the order confirmation or as otherwise agreed in writing, you shall notify us in writing without undue delay to allow us the opportunity to remedy the non-delivery. If we have issued an invoice in respect of the Goods, you must notify us in writing within thirty (30) calendar days from the date of the invoice if the Goods have not been received. Any claims for non-delivery made after this thirty (30) day period shall be deemed invalid and shall not be accepted by us.
6.6 The risk in the Goods shall pass to you on completion of delivery.
6.7 Title to the Goods shall not pass to you until the earlier of:
(a) we receive payment in full (in cash or cleared funds) for the Goods, in which case title to the Goods shall pass at the time of payment; and
(b) you resell the Goods, in which case title to the Goods shall pass to the you at the time specified in clause 6.9.
6.8 Until title to the Goods has passed to you, you shall:
(a) store the Goods separately from all other goods held by you so that they remain readily identifiable as the Supplier's property;
(b) not remove, deface or obscure any identifying mark or packaging on or relating to the Goods;
(c) maintain the Goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery;
(d) notify us immediately if it becomes subject to any of the events listed in clause 11.1(c) to clause 11.1 (d); and
(e) give us such information as we may reasonably require from time to time relating to:
(i) the Goods; and
(ii) your ongoing financial position.
6.9 Subject to clause 7.5, you may resell or use the Goods in the ordinary course of its business (but not otherwise) before we receive payment for the Goods. However, if you resell the Goods before that time:
(a) you do so as principal and not as our agent; and
(b) title to the Goods shall pass from us to you immediately before the time at which resale by you occurs.
6.10 At any time before title to the Goods passes to you, we may:
(a) by notice in writing, terminate your right under clause 6.9 to resell the Goods or use them in the ordinary course of your business; and
(b) require you to deliver up all Goods in its possession that have not been resold, or irrevocably incorporated into another product and if you fail to do so promptly, enter any premises of yours or of any third party where the Goods are stored in order to recover them.
6.11 If we fail to deliver the Goods, our liability is limited to the cost of obtaining replacement goods of a similar description and quality in the cheapest market available, less the price of the Goods. However, 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 goods.
6.12 If you fail to take delivery within 14 days after the day on which we notified you that the Goods were ready for delivery, we shall contact you to cancel the order, due to your failure to take delivery. We reserve the right to charge you for any costs we have incurred due to you failing to take delivery of the Goods.
7. Price of goods and delivery charges
7.1 The prices of the Goods will be as quoted on our site at the time you submit your order. We take all reasonable care to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system. However, please see clause 7.5 for what happens if we discover an error in the price of Goods you ordered.
7.2 Prices for our Goods may change from time to time, but changes will not affect any order you have already placed.
7.3 Prices are exclusive of VAT. Where applicable, VAT will be charged at the rate in force at the time of dispatch. Where Goods are supplied to customers within the European Union, VAT treatment will be determined in accordance with applicable tax legislation.
7.4 The price of the Goods includes delivery charges under DDP incoterms® 2020.
7.5 We sell a large number of Goods through our site. It is always possible that, despite our reasonable efforts, some of the Goods on our site may be incorrectly priced. We will normally check prices as part of our dispatch procedures so that:
(a) where the Goods' correct price is less than the price stated on our site, we will charge the lower amount when dispatching the Goods to you; and
(b) if the Goods' correct price is higher than the price stated on our site, 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 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 will 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 supply of the Goods and refund you any sums you have paid.
(c) The buyer confirms the goods will not be exported or re-exported in violation of UK export control laws or international sanctions
8. How to pay
8.1 Payment must be made online only and in EUROS. You can pay for Goods using a debit card or credit card. Payment must be received in full on or before delivery or collection of the Goods
9. Defective Goods
9.1 The Goods are intended for professional use within the United Kingdom and European Union. The buyer is responsible for ensuring the Goods are suitable for their intended application and used in accordance with applicable regulations and manufacturer instructions. Seller is not liable if goods do not meet local regulations. Buyer is responsible for compliance in the destination country.
9.2 We pass on the manufacturer’s warranty to you and warrant that the Goods shall:
(a) subject to clause 4, in all material respects conform with their description; and
(b) be free from material defects in design, material and workmanship.
9.3 Subject to clause 9.4, if:
(a) you give us notice in writing within a reasonable time of discovery that some or all of the Goods are faulty;
(b) we are given a reasonable opportunity of examining the Goods; and
(c) if we ask you to do so, you return the Goods to us at your cost, we will, at our option, replace the defective Goods, or refund the price of the defective Goods in full.
9.4 We will not be liable for breach of the warranty set out in clause 9.2 if:
(a) you make any further use of the Goods after giving notice to us under clause 9.3;
(b) the defect arises as a result of us following any drawing, design or specification supplied by you;
(c) you alter or repair the Goods without our written consent;
(d) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
(e) the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
9.5 We will only be liable to you for the Goods' failure to comply with the warranty set out in clause 9.2 to the extent set out in this clause 9.
9.6 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.
9.7 These Terms also apply to any repaired or replacement Goods supplied by us to you.
10. Our liability: your attention is particularly drawn to this clause
10.1 References to liability in this clause 9 include every kind of liability arising under or in connection with the Contract including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.
10.2 Nothing in these Terms limits or excludes our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(d) any other liability that cannot be limited or excluded by law.
10.3 Subject to clause 10.2, we will under no circumstances be liable to you for:
(a) any loss of profits, sales, business, or revenue; or
(b) loss or corruption of data, information or software; or
(c) loss of business opportunity; or
(d) loss of anticipated savings; or
(e) loss of goodwill; or
(f) any indirect or consequential loss.
10.4 Subject to clause 10.2, our total liability to you for all losses arising under or in connection with the Contract will in no circumstances exceed €100,000 (one hundred thousand Euros).
10.5 Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law. In particular, we will not be responsible for ensuring that the Goods are suitable for your purposes.
11. Termination
11.1 Without limiting any of our other rights, we may suspend the supply or delivery of the Goods to you, or terminate the Contract with immediate effect by giving written notice to you if:
(a) you commit a material breach of any term of the Contract and (if such a breach is remediable) fail to remedy that breach within seven days of you being notified in writing to do so;
(b) you fail to pay any amount due under the Contract on the due date for payment;
(c) you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business; or
(d) your financial position deteriorates to such an extent that in our reasonable opinion your capability to adequately fulfil your obligations under the Contract has been placed in jeopardy.
11.2 Termination of the Contract shall not affect your or our rights and remedies that have accrued as at termination.
11.3 Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.
12. Events outside our control
12.1 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 (Event Outside Our Control).
12.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
(a) we will contact you as soon as reasonably possible to notify you; and
(b) 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.
12.3 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. If you opt to cancel, you will return (at our cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.
13. Communications between us
13.1 When we refer to "in writing" in these Terms, this includes email.
13.2 Any notice or other communication given by one of us to the other under or in connection with the Contract must be in writing and be delivered by hand, sent by pre-paid first class post or other next working day delivery service, or email.
13.3 A notice or other communication is deemed to have been received:
(a) if delivered by hand, at the time the notice is left at the proper address;
(b) if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting; or
(c) if sent by email, at 9.00 am the next working day after transmission.
13.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
13.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
13.6 We do not guarantee that the website will be available at all times or uninterrupted. Access may be suspended temporarily for maintenance, upgrades or events beyond our control.
14. General
14.1 Assignment and transfer.
(a) We may assign or transfer our rights and obligations under the Contract to another entity.
(b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
14.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
14.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not exercise our rights or remedies against you, or if we delay in doing so, that will not mean that we have waived our rights or remedies against you or that you do not have to comply with those obligations. If we do waive any rights or remedies, we will only do so in writing, and that will not mean that we will automatically waive any right or remedy related to any later default by you.
14.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
14.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
14.6 Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.
14.7 We process personal data in accordance with our Privacy Policy available on our website. By placing an order you confirm that you have read and accepted the Privacy Policy.
15. Export Control and Trade Compliance
15.1 The buyer shall comply with all applicable export control and trade sanctions laws and regulations of the United Kingdom, the European Union and any other relevant jurisdiction in relation to the purchase, transfer, export, re-export or use of the Goods.
15.2 The buyer shall not export, re-export, transfer or otherwise make the Goods available to any country, entity or individual where such activity would violate applicable export control or sanctions laws.
15.3 The buyer shall obtain any licences, permits or approvals required for the export, import or use of the Goods and shall be solely responsible for compliance with all applicable regulatory requirements in the destination country.
15.4 We reserve the right to refuse or cancel any order where we reasonably believe that the supply of Goods may breach applicable export control or sanctions regulations.
16. Intellectual Property
16.1 Ownership of Intellectual Property
All intellectual property rights in or relating to the website, the Goods and all associated materials including but not limited to product images, technical specifications, product descriptions, catalogues, datasheets, branding, trademarks, logos and website content remain the property of Shoal Group Limited or its licensors.
16.2 Limited Licence for Business Use
The buyer is granted a limited, non-exclusive and revocable licence to use product descriptions, technical information and images solely for the purpose of marketing or reselling the Goods in the ordinary course of its business.
16.3 Restrictions on Use
The buyer shall not reproduce, distribute, modify, publish, copy or otherwise exploit any intellectual property belonging to Shoal Group Limited or its licensors for any purpose other than the legitimate promotion or resale of the Goods without our prior written consent.
16.4 Branding and Trademarks
The Konnpex name, logo and associated branding are trademarks or trade names of Shoal Group Limited. The buyer shall not use, reproduce or represent such trademarks in any manner that may damage their reputation or imply any partnership, endorsement or authorised distribution relationship unless expressly agreed in writing.
16.5 Website Content
No part of the website, including product data, images, technical content or pricing information, may be copied, extracted, reproduced or used for commercial purposes without our prior written consent.