- The Company: shall mean Baby Brands Direct Ltd
- The Buyer: shall mean the person or company buying the goods
- The Goods: shall mean the goods or products to be supplied to the buyer from the company under the contract between them
- English Law
Every contract to which these conditions apply shall be construed in accordance with and governed in all respects by the laws of England and the Company and the buyer submit irrevocably to the jurisdiction of the English Courts.
- New Account Terms
Approved account applications, made through the 'New Registrations' tab that have provided sufficient documentation to support their business trade will not be subject to a minimum first order value.
- Who We Can/Cannot Supply
- Baby Brands Direct only supplies retailers or businesses involved in the supply of baby or nursery goods to consumers or for use during its routine business activities.
- We reserve the right to refuse sale to customers who cannot provide proof of a physical shop, relevant trading website or supporting documentation to substantiate their trading activities.
- We do not supply market traders, party planners, car boot sellers, discounters, on-line stores trading solely through another website e.g. Ebay, Amazon or relying solely on a drop shipping service. This is not an exhaustive list.
- We also reserve the right to cease supply to any retailer or e-tailer who trades in a way which we feel may affect the reputation or distribution rights of the brands we stock; in particular those brands we exclusively distribute.
- Brands which are not available for export will not be visible when logged in.
- We reserve the right to cease or suspend trading with anyone who is in breach of our terms and conditions
The contract is entered into when we accept your order by order e-mail confirmation, proforma invoice or payment request and is subject to the company's terms and conditions. Any queries the company has with the buyer will be notified ASAP of order placement.
The contract shall not be assigned by the buyer without prior written consent of the company
- Delivery Date
Notwithstanding any specific date mentioned for delivery of the goods, time shall not be deemed to be of the essence of the contract in relation thereto.
- Availability of Goods
Any quotation given by the Company shall not constitute an offer for sale or a representation that those goods are all available for sale. In the event that any goods are not sent on the 1st delivery they will either remain on back order or be cancelled. This will depend on the value of the goods remaining, volumetrics of it for customers outside of mainland UK and lead time of replacement stock.
- Price and Payment
- All price quotations are calculated from costs applicable at the date of any such quotations. If there is any increase in such costs or typographical pricing error between the date of quotation and dispatch of an order the company will not send the order until the buyer has confirmed acceptance of the new or correct price or has cancelled the order.
- The company will invoice all orders in £ Great British Pounds Sterling.
- The company only accepts payment in £ Great British Pounds Sterling.
- The company reserves the right to change its prices without prior notification.
- VAT is added to products (and carriage where applicable) at check out. Export customers must specify and verify their trading VAT numbers for VAT exemption.
- Our terms of sale require proforma payment and can be made at check out by credit card, pay pal or by brank transfer unless otherwise agreed in writing. We do not accept cheques of any kind.
- The buyer shall not be entitled to withhold payment of any amount payable under the contract to the Company because of any disputed claims of the buyer in respect of faulty goods or any other alleged breach of the contract, nor shall the buyer be entitled to set-off against any amount payable under the contract to the Company any monies which are not then presently payable by the Company or for which the Company disputes liability.
- The company will exercise its statutory right to claim interest at 2% per month and compensation for debt recovery costs under the late payment legislation if payment is not made according to agreed terms measured from the due date of payment. This does not affect any other rights or remedies the company may have.
- Discount codes cannot be used in conjunction with products on special offer or on sale. Special offers and sales are only applicable while stocks last. If we oversell special offer, sale or discount code stock we will offer you the product at full price or offer an immediate refund.
- Refunds will be made via original method of payment. When this is not possible, the Company will agree with the buyer an alternate method of refund.
- Export/Overseas Customers
We will set your account to be VAT exempt during the account application process once we are satisfied with the information provided of your overseas trading, and are in receipt of documents requested. In order to continue to be VAT exempt we will need proof that each invoice has been exported from the U.K within 3 months of issuance. Where we arrange the shipment we will have access to the freight company shipping documentation which will be retained by the company. However, where the delivery address provided to us is in the U.K. or goods are collected, and therefore becomes an indirect export you will provided us with one of the following:
- Authenticated sea-waybills
- Authenticated air-waybills
- PIM/PIEX International consignment notes
- Master air-waybills or bills of lading
- Certificates of shipment containing the full details of the consignment and how it left the EC, or
- International Consignment Note/Lettre de Voiture International (CMR) fully completed by the consignor, the haulier and the receiving consignee, or Freight Transport Association (FTA) own account transport documents fully completed and signed by the receiving customer
Photocopy certificates of shipment are not normally acceptable as evidence of export, nor are photocopy bills of lading, sea-waybills or air-waybills (unless authenticated by the shipping or air line).
We will also require information that identifies the date and route of the movement and the mode of transport involved of the goods including:
- Date of departure of goods from the UK
- Name and address of the haulier collecting the goods; registration number of the vehicle collecting the goods and the name and signature of the driver
- Route, for example, Channel Tunnel, port of exit
- Name of ferry or shipping company and date of sailing or airway number and airport
Where applicable we will also need: the trailer number, full container number and the name and address for consolidation, groupage or processing.
If this is not provided within the time scales, your account will be updated to be subject to VAT and you will be liable for 20% tax on all the previous goods supplied where insufficient export documentation has been provided. Your account may at any time of doubt become subject to deposits held on account, to the value equal to the VAT, in the event that export documentation is not provided. We will not supply Export Customers without VAT for goods whereby the mode of transport indicated is suitcases.
- Shortages and Returns
Any shortages in delivery must be notified in writing within three days of receipt of goods with full details. Notification of non-delivery or incorrect items received must be made within three days of dispatch (date of dispatch quoted on invoice/dispatch email).
- Cancellations and Returns
Customers who wish to cancel their order must contact the Company in writing. Any orders cancelled will be charged at 15% of the total value of the order. No cancellations will be accepted unless authorized by the company in writing. Customers who return deliveries without prior consent from the company will be charged a minimum 15% re-stocking fee if prcocessed. We do not accept returns unless goods have a fault. No returns will be accepted without authorization from Baby Brands Direct.
- Risk and Property
- The risk of damage or loss of the goods shall pass to the buyer at the time of delivery, or if the buyer wrongfully fails to take the delivery of the goods or fails to provide adequate means of access for the delivery of the goods at the time when the company has tendered delivery of the goods or attempted to deliver the same.
- Notwithstanding delivery and the passing of risk in the goods, or any other provision in these conditions, the property in the goods shall not pass to the buyer until the Company has received in cash or cleared funds payment in full of the price of the goods and all other sums due from the buyer to the company.
- Until such time as the property in the goods passes to the buyer, the buyer shall keep the goods separate from those of the buyer and third parties and properly stored, protected and insured and identified as the Company's property.
- Until such time as the property in the goods passes to the buyer the Company shall be entitled at any time to require the buyer to deliver up the goods to the Company and, if the buyer fails to do so forthwith, to enter upon any premises of the buyer or any third party where the goods are stored and repossess the goods.
- The buyer shall not be entitled to pledge or any way charge by way of security, for any indebtedness of any of the goods which remain the property of the Company, but if the buyer does so all monies owing by the buyer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.
- Force Majeure
The company shall not be held liable to the buyer for any loss resulting from failure to deliver the goods, or for any delay in delivering the goods, where such failure is wholly or mainly due to any cause outside the Company's reasonable control, including but not limited to shortages of material, strikes and lockouts, riots and civil commotion, severe weather conditions or other natural causes.
- Termination/Cancelation of Order in Part of in Full
The Company shall be entitled, without prejudice to any claim or right the Company might otherwise have, to cancel the contract in whole or in part or to suspend deliveries there under if the buyer is in breach of any of the contract or becomes insolvent, or being a body corporate has a receiver or administrator appointed, or passes a resolution for winding up, or a court makes an order that effect, or being individual or partnership makes any composition or arrangement with his or their creditors, or has a receiving order made against him or them. We reserve the right to refuse all or part of any order at the company's discretion, subject to availability of products and price ruling at time of dispatch. If products listed on the site are over sold at the time of ordering due to high volume of sales we will dispatch goods on a first order basis and refund customers accordingly if their order could not be fulfilled at time of dispatch or advise if/when replacement stock will take longer than approximately 7 working days to arrive. If goods have been discontinued we will inform the customer accordingly and issue a refund. We advise customers to note our drop ship terms in full and note that we cannot guarantee full stock inventory at all times. We recommend customers only advertise for sale products they have in stock themselves so they do not disappoint their customer if at time of ordering we have oversold or the manufacturer has discontinued the product. We also advise customers to ensure they regularly update their stock data base to be in line with products we are advertising for sale so they are not selling products which are no longer available. We do aim to keep our long term out of stock product listings accurate, but customer should note that we do not always get advance notice from suppliers when an item is discontinued, is due to be discontinued or will be unavailable for a period of time.
- Defects and Warranties
- Customers are required to check stock on arrival for any faults or defects and notification of any faults or defects need to be confirmed in writing within three days of receipt of goods. Any damage to goods in transit must be advised in writing within 24 hours of goods arriving to ensure we can notify the transportation company within their time frame. If the Company is not notified in writing of any defect within 3 days of delivery, the buyer shall be deemed to have examined and accepted the goods in good condition and free from any defects and supplied in accordance with all the specifications of the order.
- No return of the company's goods will be accepted unless they have a genuine fault.
- The Company's liability for consequential loss shall not exceed the invoice value of the defective goods.
- Subject as expressly provided in these conditions, and except where the goods are sold to a person dealing as a consumer, (within the meaning of the Unfair Contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest permitted by law.
- In the rare event of you encountering a fault with any item purchased from us, please log the faulty item via your online account, answering the screen questions accurately, loading a picture of it where applicable and providing as much information as possible. You can then follow the status of the enquiry through the 'enquires status' screen. Manufacturer's faulty returns policies vary, so we would need to advise you accordingly in the event of a fault. Some manufacturers will prefer to deal directly with the end consumer or for us resolve it with you to then resolve with the consumer
- Please check individual products and brands for their warranties. Warranties start from delivery date. Some suppliers guarantees may apply in the UK only so any goods exported are at the buyers risk and must come back to the UK first before we can deal with any issue and we cannot reimburse carriage in such instances. Please also note that for electronic goods the manufacturers plug may not be suitable for the exported country which we cannot be responsible for and use of a plug convertor or adaptor can damage some products so is not advised nor guaranteed by the company.
- When an item has been authorised by us for collection by a courier it must be packaged in a sealed box ready for collection and labels will be provided by the courier. Also note that any collection that fails due to the recipient not being home or the product being packaged insufficiently will result in the customer incurring recollection charges of £6.50 per box.
- We strongly advise that furniture is not suitable for shipping overseas as it is likely to get damaged in transit. A carriage surcharge may also apply due to the size of the boxes which you will be notified of before dispatch. If damage does occur we will not cover any additional costs that may arise should we need to send out replacement parts to fix the damage which includes parts and carriage. If you are unable to agree to this we will of course issue a full refund for your order accordingly.
- We will not be responsible for or able to assist in the case of any product that has been adapted, altered or personalised. Products sold by our manufacturers under their own trademark and or licensing agreements enable that manufacturer to use each respective property in respect of the trademark or licensed articles and as such do not permit the adaptation or personalisation of its product. Therefore before any such personalisation or adaptations you must seek your own permissions as necessary from the respective Trademark holder or Licensor and ensure you have the appropriate product and public liability insurance and testing arrangements in place to cover your own activities.
We do not charge carriage on orders over £200 delivered to a mainland UK address. Please refer to our Carriage
Costs for charges to your delivery zone and when they apply, i.e. outside the UK and drop ship orders. Carriage costs can vary depending on items ordered, number of boxes despatched, amount ordered and delivery destination. Please note Drop Ship
carriage charges may differ, so please read our drop ship terms
and carriage costs
page for more details.
- Delivery, Refusal of Delivery and Non Delivery
Goods should arrive within 24hrs of the company's e-mail notification of goods leaving the company's warehouse (please note: we do not deliver on the Weekend). If the buyer refuses to accept delivery or is not at the delivery address to accept delivery of the goods, the return carriage and/or storage of the goods will be at the expense and risk of the buyer without prejudice to any other rights of the Company under these conditions or otherwise. The customer will be required to pay for any re-delivery charges or if agreed with the company a 15% re-stocking fee.
- Drop Ship Terms
Customers are not permitted to drop ship goods outside of the country that they are registered in. Furthermore, we do not ship to BFPO address. Please refer to our drop ship guidelines here
. When providing a drop ship customer's details you will ensure you have complied with any relevant data protection laws and have the authority to act on their behalf. Please ensure details such as the address supplied is full and correct and that you include a telephone number for the recipient. If goods are returned to us because the courier company could not make a delivery due to the address not being full and accurate, or because no-one is at home to sign for the goods, we will re-charge you shipping to attempt another delivery.
- Selling on the Internet
The latest manufacturer's logos, product images and descriptions must be used to represent their products and display the manufacturers SRP. These can be taken directly from the manufacturer's website or ours. As a minimum the website must show if a product is not physically in stock and where applicable indicate stock availability dates. Your website should not sit alongside or within a third party's website without specific prior written approval from us. A customer care line number and returns address should be clearly displayed on the website. The checkout process should follow good practise, work and be secure.
- Product Representation
We have made every effort to display the products as accurately as possible; however, customers should be aware that the pictures are a representation of the product and there may be small differences to the actual product, for example as the colours you will see will depend upon your monitor we cannot guarantee the colour will be accurate. We also aim to describe the product as accurately as possible, and should a product be misrepresented or the products should change we will endeavour to change the description as soon as possible. We do recommend customers rely on the manufacturer's guideline or websites for descriptions. Although we allow retailers the function to copy the images from our website, we advise accordingly that any re-use may require permission from the manufacturer directly. Customers should be aware that the sizes of products are an approximate guideline and subject to slight differences by the manufacturer, however this should not affect the usage of the item.
- User Generated Content
- In these terms and conditions, “your user content” means material (including without limitation text, images, audio material, video material and audio-visual material) that you submit to our website, for whatever purpose (e.g. claims).
- Your user content must not be illegal or unlawful, must not infringe any third party's legal rights, and must not be capable of giving rise to legal action whether against you or us or a third party (in each case under any applicable law).
- You must not submit any user content to the website that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.
- We reserve the right to edit or remove any material submitted to our website, or stored on our servers, or hosted or published upon our website.
- Notwithstanding our rights under these terms and conditions in relation to user content, we do not undertake to monitor the submission of such content to, or the publication of such content on, our website.
- Website Use
- You must not use our website in any way that causes, or may cause, damage to the website or impairment of the availability or accessibility of the website; or in any way which is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity.
- You must not use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software.
- You must not conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent.
- You must not use our website to transmit or send unsolicited commercial communications
- You must not use our website for any purposes related to marketing without our express written consent
- Data Protection
Where you provide us with your personal information in any of the ways described in our Privacy Notice
you agree that we may collect, store and use it: (a) in order to perform our contractual obligations to you; (b) maintain our legal compliance; (c) based on our legitimate interests for processing; or (c) based on your consent, which you may withdraw at any time.
- Anti-Bribery and Corruption
Each party will and ensure that persons associated with them comply with all applicable laws, statutes, regulations, and codes relating to anti-bribery and anti-corruption. They will not engage in any conduct which would constitute an offence under any of the Relevant Requirements. That they not do, or omit to do, any act that may lead the other party to be in breach of any Relevant Requirements and promptly report to the other party any request or demand for any undue financial or other advantage received by it in connection with this agreement. The buyer will maintain in place during the term of this agreement its own policies and procedures to ensure compliance with the Relevant Requirements and will enforce them where appropriate.
- Technical Support
During the course of trading, in the unlikely event of needing technical support in using the website we may provide this by telephone, email, web-chat or remote assistance (where we will access your account and data online). You grant us the right to access your account to provide such support. If we do not have this access we may not be able to provide you with support.
- Limitations of Liability
Nothing in these terms and conditions will exclude or limit our liability for any other liability which cannot be excluded or limited under applicable law. Subject to this, our liability to you in relation to the use of our website or under or in connection with these terms and conditions, whether in contract, tort (including negligence) or otherwise, will be limited as follows:
- To the extent that the website and the information and services on the website are provided free-of-charge, we will not be liable for any loss or damage of any nature;
- The Company will not be liable for any consequential, indirect or special loss or damage
- The Company will not be liable for any loss of profit, income, revenue, anticipated savings, contracts, business, goodwill, reputation, data, or information
- The Company will not be liable for any loss or damage arising out of any event or events beyond our reasonable control.
We may revise these terms and conditions from time-to-time. Revised terms and conditions will apply to the use of our website from the date of the publication of the revised terms and conditions on our website. Please check this page regularly to ensure you are familiar with the current version. When placing each order you will be asked whether you agree to our terms and conditions, and by ticking yes and proceeding to checkout, you have agreed to conform to them.
- Entire Agreement
These terms and conditions constitute the entire agreement between you and us in relation to your use of our website, and supersede all previous agreements in respect of your use of this website.