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Terms and Condition

Terms & Conditions
Business to Consumer
NUGA BEST UK & IRELAND® a Division of Shelton Sports LTD

1. Definitions
1.1 “Seller” means NUGA BEST UK & IRELAND, a trading name of Shelton Sports LTD whose registered office is 257 High St, London E15 2LS, UK.
1.2 “Buyer” means the person who buys the goods from the Seller.
1.3 “Goods” means the articles which the Buyer agrees to buy from the Seller
1.4 “Conditions” means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by Seller.
1.5 “Contract means the contract between the Buyer and Seller for the supply of Goods subject to the Conditions

2. Conditions applicable
2.1 These conditions shall apply to all contacts to the exclusion of all other terms and conditions including any terms and conditions which the Buyer may purport to apply under any purchase order confirmation or order, or similar document.

3. Quotations and samples
3.1 The prices, quantities and delivery times stated by the seller are not binding on the Seller although the Seller makes all reasonable efforts to achieve these commercial estimates.
3.2 Any samples given by the Seller correspond with the Goods as far as is reasonably possible, however this is not a sale by sample and the samples are not to be treated as forming part of the contract.

4. Orders
4.1 Orders are accepted by the Seller subject to availability of Goods. The Seller reserves the right to decline to accept any order.

5. Delivery and acceptance
5.1 Goods shall be delivered by a method of transport the Seller considers suitable to the address requested by the Buyer. 
5.2 The Seller shall not be liable to the Buyer for any loss or damage whether direct, indirect or consequential if it is delayed in part or in whole in delivering the Goods.
5.3 If the Buyer refuses to take delivery of the Goods within the Buyer’s normal working hours on the date of delivery the Seller may store the Buyer refuses to take delivery of the Goods at the Buyer’s risk and the Buyer shall be responsible for all costs and expenses of storage and additional carriage incurred, If after 14 days the buyer’s fails to take delivery of the Goods the Seller may rescind the Contract and sell the Goods to a third party. Any cost incurred by the Seller or losses made against the contract price in the resale of the Goods will be borne by the Buyer and payable on demand.

6. Returns 
6.1 The SELLER accepts returns of the product within 7 days of receiving, only if the product has manufacturing faults. 
6.2 The SELLER does not accept returns, if the product has been delivered, installed and tested by the SELLER and is in good working order.

7. Risk
7.1 Except as otherwise provided in these conditions the risk of loss or damage to the Goods passes to the Buyer upon delivery. 
7.2 The Buyer shall insure the Goods from the time that the risk passes to their full reinstatement value.

8. Price
8.1 The price payable for the Goods is as stated in the Seller’s price list.                  
8.2 The price quoted does not include delivery charges, Value Added Tax customs duties and all other taxes. 

9. Payment
9.1 Full payment shall be paid once sales order form is issued and signed.
9.2 Payment of instalments shall be made on or before the 28th day of the month following the date of the Seller’s invoice. 
9.3 In the case of late payment, the Seller reserves the right to charge interest at the daily rate equivalent to 4% per annum above the base rate of Barclays Bank plc from time to time in force and such interest shall accrue on the balance outstanding at such a rate after as well as before judgement.

10. Retention of title
10.1 The Buyer shall own the Goods only once:

  • They have been pay for in full
  • Or the instalment scheme is complete.

Until then, the Goods belong to the Seller and the Buyer shall deal with them only in the way set out in this clause.
10.2 The Seller shall ensure that the Goods can be identified and separated easily from other goods held by the Seller by storing them separately or labelling them and by keeping stock records. 
10.3 The Buyer shall transfer the proceeds to the Seller immediately on demand;
10.4 The Seller may treat any payment from the Buyer as being for Goods that the Seller no longer has in his possession, whatever purpose the Buyer gives to the payment.
10.5 If any part of this clause becomes ineffective without any specific required action under the law of the Buyer’s country (such as registration or signature before a notary), the buyer shall immediately inform the Seller and procure that this action should be taken

11. Warranties
11.1 Subject to clause 10.2, 10.5 and 10.6, the Seller who warrants that the Goods, shall on delivery:

  • Conform the description and quantity with the particulars stated in the Seller’s invoice for the Goods; 
  • Be of sound materials and workmanship.

11.2 The warranties contained in clauses 10.1 (a) and 10.1 (b) shall only apply if the Buyer gives notice in writing to the Seller addressed to it at its address given above of any matter by reason where of he may allege that the Goods are not in accordance with the Contract. Such notice shall be given in respect of any complaint arising in respect of the warranty contained in clause 10.1 (b) within 7 days of delivery to the Buyer and in respect of any complaint in cause 11.1(a) of this clause within 6 months of delivery of the Goods to the Buyer.
11.3 If the Seller receives notice in writing from the Buyer of any alleged matter by reason whereof the Goods are not in accordant with the Contract, the Buyer, shall return the Goods to such place as the Seller shall specify and the transit of the Goods to and from such place shall be at the Buyer’s expense and risk.
11.4 If it is proved to the Seller’s satisfaction that the Goods are not in accordance with the Contract, the Seller’s sole obligation under the warranties contained in clause 10 shall at the Seller’s option in respect of any short quantities be to make up any such short quantities or to give credit therefore and in respect of any such warranty be to repair the faulty Goods or replace them with goods of the same kind or to give the Buyer credit for the faulty Goods.
11.5 The warranties covered in clause 10 of this clause shall not cover any clause by accident, misuse, neglect, tampering with the Goods or any part there of or any attempt at adjustment or repair by any person other than the Seller’s agent or representative.
11.6 The warranties contained in clause 10 of this clause are given in lieu of and to exclusion of all other conditions, warranties and representations as to the Goods design, specifications, performance, quality or fitness for any particular purpose thereof whether express or implied (by statement or otherwise) and neither the Seller nor its servants or agents shall be liable whether in contact, tort or otherwise for any loss, damage or expense, whether to person or property , howsoever caused, whether direct, indirect or consequential, suffered by the Buyer his servants or agents or any third party arising out of or in connection with the contract or the goods.
11.7 The Seller excludes all other warranties, conditions or terms relating to fitness to purpose, quality or condition of goods whether implied by statute, common law or otherwise.

12.  Set-Off
12.1 No claims arising out of or in respect of the Contract of any other contract between the parties shall excuse the payment of the Contract price when due and no right to set-off shall exist in favour of the Buyer.

13. Force majeure
13.1 The seller will not take any responsibilities of damages to the products in the following situations:

  • Act of God including tempest, fire, or natural disaster.
  • War, civil war, sabotage or act of terrorism 
  • Government sanction, embargo, import or export regulation or order.
  • Failure in the transportation of equipment, machinery or personnel or in the provision of any utility including power, gas, water, or communication services;

14. Cancellation of Contract
14.1 The contract once placed and accepted cannot be cancelled without the Seller’s written consent and on the terms which will indemnify the Seller against any loss incurred thereby. Where the Goods are returned by the Buyer without the Seller’s consent other than under the provisions of these Conditions they will not be accepted for credit.
14.2 For cancellations with consent:
14.2.1 Deposit and instalment payments are non-refundable
14.2.2 For single payments, there will be a cancellation fee of 30% of the total amount.

15. Severance
15.1 If any part of this Contract is ineffective under the law by prohibition or nonconformity or formality it will be deemed to be deleted or altered to the extent required to ensure that the remainder of the Contract is unaffected.

16. Jurisdiction
16.1 This agreement contains the entire agreement between the parties with respect to the subject matter thereof, supersedes all previous agreements and understanding between the parties with respect thereto and may not be modified except by an instrument in writing signed by the duly signed by the duly authorised representatives of the parties
16.2 If any provision of this agreement is held by any Court or other competent authority to be void or unenforceable in whole or part, this agreement shall continue to be valid as to the other provisions hereof and the remainder of the unaffected provisions. 
16.3 This agreement shall be governed by and construed in all respects in accordance with the Laws of England and each party hereby submits to the non-exclusive jurisdiction of the English Courts. In witness whereof this agreement each of the parties hereto has caused this agreement to be executed in duplicate originals by its duly authorised officer or representative on the date herein mentioned.