Terms & Conditions

Terms & Conditions

Definitions:

 

"Buyer" means the person who places an Order for the Goods 
"Contract" means the document between the Buyer and the Seller for the sale and purchase of the Goods 
"Delivery Point" means the place stated in the Order to which the Goods are to be delivered 
"Goods" means the items (or any part of them) stated in the Order which the Seller is to supply in accordance with these Terms 
"Order" means the Buyer's purchase order. 
"Price" means the cost of the Goods set out in the Order.
"Seller" means Paella Amigo ltd T/A Amigo Food group.

"Terms" means these standard conditions of sale and includes any special terms agreed in writing between the Buyer and the Seller 
"Weight" means, unless otherwise stated, weight/volume when packed.

 

Entire Agreement

 

These Terms contain the whole agreement between the parties who confirm that they have entered into the Contract in reliance on any representations that are expressly incorporated in these Terms. These Terms apply to the Contract to the exclusion of any other terms that the Buyer seeks to impose or incorporate or which are implied by trade, custom, practice or course of dealing. The Buyer acknowledges that it has not relied on any statement, promise or representation made or given by or on behalf of the Seller which is not set out in the Contract.

 

Basis of Sale

The Seller shall sell and the Buyer shall purchase the Goods in accordance with these Terms which are applied to all Contracts to the exclusion of all other conditions including any conditions which the Buyer may purport to apply under any purchase order confirmation or similar document. 

Any variation to these Terms (including any special conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.

 

Specifications

 

The Buyer shall be responsible for ensuring the accuracy of any Order and providing any necessary information within a sufficient time to enable the Seller to perform the Contract in accordance with these Terms.

The quantity, quality and description of the Goods and any specification for them shall be as set out in the Order.

The Seller reserves the right to make any changes in the specification of the Goods which are required to conform to any applicable statutory or EU requirements or, where the Goods are to be supplied to the Seller's specification, which do not materially affect their quality or performance.

The Buyer shall not acquire any right or interest and shall not use or disclose any intellectual property rights incorporated in either the Order or the Goods without the prior written consent of the Seller.

 

Price of the Goods

 

The Price is exclusive of VAT and payment of the Price shall be due as per the date specified on the Seller's invoice ("the Due Date"). The Buyer shall on receipt of a valid VAT invoice from the Seller, pay to the Seller such additional amounts in respect of VAT as are chargeable on the supply of the Goods. The Buyer shall pay the Price in full and in cleared funds by the Due Date. Time of payment is of the essence.

The Price includes the cost of packaging and delivery to the Delivery Point.

The Seller reserves the right, by giving notice to the Buyer at any time before delivery, to increase the Price to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (including increases in taxes and duties and increases in labour, materials and other manufacturing costs) or any delay attributable to the Buyer.

Where credit terms are agreed the payment must be made within the credit terms.

The Buyer shall pay all amounts due under the Contract in full without any deduction or withholding except as required by law and the Buyer shall not be entitled to assert any credit, set-off or counterclaim against the Seller in order to justify withholding payment of any such amount in whole or in part. The Seller may at any time, without limiting any other rights or remedies it may have, set-off any amount owing to it by the Buyer against any amount payable by the Seller to the Buyer.

The Seller may have an insured credit limit for the Buyer. If, at any time, the total outstanding amount due by the Buyer to the Seller is in excess of the credit limit in place at that time, or the credit limit is reduced or withdrawn by the Seller.

If in the opinion of the Seller, the financial standing of the Buyer becomes unsatisfactory, then, the Seller may, without prejudice to its other rights and remedies, cancel or suspend the Order prior to delivery of the Goods. The Seller shall also be entitled to require immediate payment for all goods delivered.

 

Delivery

 

Delivery of the Goods shall be made by the Seller to the Delivery Point, described by the buyer.

Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods caused by a Force Majeure event or the Buyer's failure to provide the Seller with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods. Time for delivery shall not be of the essence of the Contract unless previously expressly agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the quoted delivery date or time on giving reasonable notice to the Buyer.

Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Seller to deliver any one or more of the instalments in accordance with these Terms or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. The Seller shall be entitled to render its invoice for those Goods which have been so delivered.

If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate delivery instructions at the time stated for delivery, then delivery of the Goods shall be deemed to have been completed on the second day after the day on which the Seller notified the Buyer that the Goods were ready, the Seller may:-

store the Goods until actual delivery and charge the Buyer for the reasonable costs (including insurance) of storage plus 1% per month of net invoice value until delivery; or

sell the Goods at the best price readily obtainable and after deducting all reasonable storage and selling expenses account to the Buyer for the excess over the Price under the Contract or charge the Buyer for any shortfall below the Price under the Contract.

 

Delivery ("Delivery") shall be deemed to take place;

when the Goods are presented for unloading at the Delivery Point; or

if collected by the Buyer or on its behalf, when loaded onto the collecting vehicle.

 

 

Property and Risk

 

Risk of damage to or loss of the Goods shall pass to the Buyer on delivery.

Property and title in the Goods shall notwithstanding delivery remain with the Seller until all sums due and owing by the Buyer to the Seller on any account have been paid and received by the Seller in cash or cleared funds under this and all other contracts between the Seller and the Buyer for which payment there under has not been paid.

The Buyer shall not sell or dispose of any Goods (or documents of title thereto, or any interest therein), except to its customers in the ordinary course of its business and as fiduciary agent for the Seller, and if the Buyer sells or disposes of any Goods, the Buyer shall hold on trust for the Seller and pay to the Seller the full proceeds of sale forthwith upon demand by the Seller.

The Buyer shall not:-

·          Pledge any Goods or documents of title thereto or allow any lien to arise thereon; or

·          Use or process any Goods other than in the ordinary course of the Buyer's business.

If:

·          Payment for any Goods is overdue in whole or in part; or

·          The Buyer becomes insolvent or bankrupt, or enters into liquidation (otherwise than for the purposes of amalgamation or reconstruction), or passes a resolution for winding up or has a receiver, administrative receiver or manager appointed, or enters into any composition or arrangement with its creditors or suffers any similar action in consequence of debt; or

·          In the opinion of the Seller the Buyer is or is likely to become unable to pay its debts, or the financial stability of the Buyer is otherwise unsatisfactory; then the Seller shall be entitled to the immediate return of all the Goods sold by the Seller to the Buyer in which property has not passed to the Buyer and the Buyer hereby authorises the Seller to recover such Goods and can raise money claim (or any appropriate legal action) against buyer with amount equal to seller lost in the course of transaction.

·          In case of volunteer liquidation or compulsory liquidation, if the Paella Amigo ltd T/A Amigo Food Group is able to proof that Amigo Food Group supply goods in a good faith then all directors and shareholders are jointly and severally liable to the amount that they owed according to the both (buyer & seller) books of accounts agreed. Send it back by email to: accounts@amigofoodgroup.com or By post to: Amigo Food Group, 46 Minerva Road, Unit 3 NW10 6HJ, London.

 

Inspection/Defects

 

The Buyer shall inspect the Goods on delivery and unless the Seller is notified within 24 Hours of delivery that the Goods are not in accordance with the Contract, order or are defective, they shall be deemed to be free from any defect which would be apparent on reasonable examination and to have been accepted by the Buyer and shall be deemed to comply with the Order. The Buyer shall not be entitled to reject the Goods after the period of 24 hours.

The Seller will replace free of charge any Goods shown by the Buyer to be defective or where capable of sale at a reduced price, may agree an appropriate allowance.

In the event of non-delivery of all or part of the Goods, the Buyer must give notice thereof to the Seller within 24 hours of receipt by the Buyer of notice from the Seller that the Goods have been despatched. If the Buyer shall fail to give such notice, the Seller shall be under no liability to the Buyer in respect of such non-delivery.

Where any complaint concerning the quality or performance of the Goods is received by the Buyer which the Buyer believes may result in some liability on the part of the Seller the Seller shall be notified as soon as possible and in any event within 24 hours of the claim or relevant facts becoming apparent to the Buyer.

The Seller hereby gives notice to the Buyer that the Seller has available information and product literature concerning the conditions necessary for the safe-keeping of the Goods without risks to health when properly stored. If the Buyer is not already in possession of such literature or requires any information or advice in connection with the safe use of the Goods the Buyer should contact the Seller immediately.

The Buyer shall apply standards of business which are consistent with the Seller's Code of Conduct. Non-compliance by the Buyer of the terms of the Code of Conduct shall entitle the Seller to terminate the Contract with immediate effect and without any liability whatsoever to the Buyer.

Seller shall not be liable for any delay or defect or other inability to carry out its obligations under these terms, due to any act of God, war, strike, lock-out, industrial action, fire, flood, drought ,tempest, breakdown of plant and machinery, adverse weather conditions or shortage of supplies for manufacture, or other event beyond the reasonable control of either party. If any obligation under this agreement cannot be performed for a continuing period of 3 months because of one or more of the events described above then either party may terminate the agreement by notice in writing at the end of this period.

 

 

Termination

 

The Seller may terminate this agreement at any time (without reason) and without further obligation to the Buyer by 7 days' notice in writing.

 

 

General

 

The Buyer may not assign any of its rights or obligations under the Contract without the prior written consent of the Seller.

The Buyer will at all times keep confidential all information acquired in consequence of or pursuant to this Contract save as may be required by law or where such information is in the public domain other than due to the Buyer's breach.

A notice to be given by either party to the other under these Terms shall be in writing addressed to that other party at its registered office or principal place of business.

If any provision of the Contract is held by a court or other competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of the Contract and the remainder of the provision in question shall not be affected.

These Terms shall be governed by and construed in accordance with the law of England and Wales and each party agrees to submit to the jurisdiction of the courts of England and Wales.

 

GDPR Policy

Personal data is defined by the General Data Protection Regulation (EU Regulation 2016/679) (the “GDPR”) as ‘any information relating to an identifiable person who can be directly or indirectly identified in particular by reference to an identifier’. Personal data is, in simpler terms, any information about you that enables you to be identified.

 

What Are My Rights?

Under the GDPR we need your explicit consent of giving your data which we necessarily require to have a business with you like; opening a new account, taking orders, doing deliveries and marketing purposes in order to offer you great business opportunities, but you have a right at any time you can request to remove your details from our database.

 

How Do We Use Your Personal Data?

Under the GDPR, we must always have a lawful basis for using personal data. This may be because the data is necessary for our performance of a contract with you, because you have consented to use of your personal data, or because it is in our legitimate business interests to use it. Your personal data may be used for the following purposes:

• Providing and managing your Account;

• Supplying our products or services to you. 

• Personalising and tailoring our products and services for you.

• Communicating with you. This may include responding to emails or calls from you.

With your permission and/or where permitted by law, we may also use your personal data for marketing purposes, which may include contacting you by email, telephone, text message and post with information, news, and offers on both our and our partners products and services which are relevant to the industry. You will not be sent any unlawful marketing or spam. We will always work to fully protect your rights and comply with our obligations under the GDPR and the Privacy and Electronic Communications (EC Directive) Regulations 2003, and you will always have the opportunity to opt-out.

How Long Will You Keep My Personal Data?

We will not keep your personal data for any longer than is necessary in light of the reason(s) for which it was first collected. Your personal data will therefore be kept for 3 years after the date last of the activity.

Do You Share My Personal Data?

We don’t share your data with any third party we keep it only for our business relationship. In some limited circumstances, we may be legally required to share certain personal data, which might include yours, if we are involved in legal proceedings or complying with legal obligations, a court order, or the instructions of a government authority.

How Can I Control My Personal Data?

As we your data for opening your account with us to take orders, deliver goods & statements and for marketing purposes. But you have an authority by writing us an email on accounts@amigofoodgroup.com to stop us any of the use of your data.

Payment Method

We accept payment through Cash, Bank transfer, cheque and direct debit

In case of any bounced cheque or failure of direct debit payment due to non-sufficient balance on buyers account Paella Amigo ltd T/A Amigo Food group is entitled to recover £100 fine from the buyer of failing the payment attempt, plus any cost incurred inthe  transaction process (bank charges). This failure without any prior notice to Buyer, automatically brings the credit term into cash on delivery for future deliveries, or it would the discretion of the seller to terminate the current contract and looking for immediate payment of the remaining balance from Buyer. Therefore, in due course of recovering money seller also go for a money claim as well.