Terms & Conditions of Sale

All orders accepted by are subject to the Terms and Conditions of Sale set out below:

(Version updated May 2020)

1. General
1.1 All orders for products and services on the Direct4Workgear website at http://www.direct4workgear.com/ (the “D4W website”) accepted by Direct4Workgear Limited (“D4W”) are subject to these terms and conditions of sale. No other terms will apply to the supply of products and services by D4W unless agreed in writing by an authorised signatory of D4W or expressly stated otherwise in these terms and conditions of sale.

1.2 All descriptions of the products and services contained on the D4W website or otherwise communicated to any purchaser of such products or services (the “Customer”) are approximate only and shall not form any part of the contract between D4W and the Customer. D4W shall not be liable to the Customer for any errors or omissions on the D4W website, the D4W catalogue or other product advertisement. The advertising of products and services on the D4W website is not an offer capable of acceptance; it merely constitutes an invitation by D4W for the Customer to make an offer to purchase products and services. D4W acceptance of the Customer’s order will take place when D4W confirms pricing and delivery dates to the Customer in writing, at which point a contract will come into existence between D4W and the Customer.

1.3 The Customer’s particular attention is required for clause 11, which sets out certain limitations of D4W’s liability.

2. Prices
2.1 The prices of the products and services are as set out on the D4W website. D4W reserves the right to change prices without prior notice at any time.  Up-to-date information can be found on the D4W website. In the event of any conflict between prices for any products listed on the D4W website and prices listed in the physical catalogue, prices listed on the D4W website shall prevail.

2.2 The price of an ordered product or service will be as set out on the D4W website at the time of order acceptance by D4W, except for products or services ordered for delivery at a future specified date (“forward orders”). The price for forward orders may be varied by D4W after the date of order acceptance by written notice to the Customer.

2.3 All prices include VAT, which will be shown at the checkout basket.

3. Ordering
3.1 D4W reserves the right to decline to trade with any company or person. D4W may decline to accept any order, whether or not payment has been received, by giving notice of non-acceptance to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by D4W. Further, D4W may cancel orders which have been accepted by giving written notice of such cancellation to the Customer by telephone, email or facsimile within a reasonable period of receipt of the order by D4W. If D4W rejects or cancels an order for which payment has been taken, it will refund the amount to the Customer as soon as reasonably practicable.

3.2 D4W executes orders to the Customer’s requirements, but may provide substitute products where requested by the Customer, or where the product has been superseded by the latest version. To the extent that orders cannot be fulfilled completely from stock, the unfulfilled balance will (at the Customer’s option) either be put on back order to be fulfilled when D4W next has available stock or be cancelled and refunded to the Customer.

3.3 The Customer must submit orders using the D4W stock numbers and the priced units used on the D4W website, and must specify which delivery option is required. Any confirmation of a previous order by the Customer must be marked ‘CONFIRMATION ONLY’ or otherwise clearly identified as a confirmation to avoid duplication. If the Customer orders the wrong product or number of products, or duplicates orders, the provisions of clause 12 (Cancellation and Returns) will apply.

4. Delivery
4.1 Subject to any cancellation, substitution or non-fulfilment of Customer’s orders in accordance with clause 3 (Ordering), D4W will deliver the products specified in the Customer’s order. D4W may use third party delivery agents to deliver products to Customers.

4.2 The Customer’s delivery options, and the prices for them, are as set out on the D4W website at the date of order or will be notified to the Customer at the time of order. Customer is informed that delivery options and prices are subject to change and up-to-date information can be found on the D4W website. In the event of any conflict between delivery options and delivery prices for any products listed on the D4W website, the delivery options and delivery prices listed on the D4W website shall prevail.

4.3 Delivery prices apply per order, irrespective of the number of products ordered. Delivery will be made to the Customer’s usual business address, unless otherwise agreed in writing.

4.4 D4W will aim to deliver products in accordance with the times and dates for delivery quoted on the D4W website or by D4W’ employees (the ‘Quoted Delivery Times’), but Quoted Delivery Times are approximate only and D4W shall not be liable for the consequences of any delay in delivery. Time for delivery shall not be of the essence. Products on the D4W website as requiring special handling may (because of the nature of the products) take longer to be delivered.

4.5 If any delivery has not been made by the Quoted Delivery Time, then subject to the Customer notifying D4W of such delay, D4W will endeavour to ascertain if the product has been delivered and will inform the Customer of the status of the delivery or the new expected delivery time. D4W may also, at its discretion, refund the total delivery charge to the Customer. If a revised delivery time is not acceptable D4W may also, at its discretion, offer an alternative delivery option. These are the Customer’s exclusive remedies for late delivery.

5. Inspection, Delivery Delays and Non-Delivery
5.1 The Customer must inspect the products as soon as is reasonably possible after delivery or collection. The Customer shall, within 10 days (or 30 days only for Consumers) of the date of delivery or collection or, in the case of sub-clause ‘iv’ below, the Quoted Delivery Time or any updated estimated date for delivery, give notice to D4W in detail of:
   i. Any defect in the product that is apparent on reasonable examination. In this case D4W shall, at D4W’s discretion, replace the products or refund the purchase price. In any event the Customer must refuse parcels delivered to it in a damaged condition;
   ii. Any shortfall in products delivered. In this case D4W shall, at its discretion, deliver the undelivered products or refund the price of the undelivered products;
   iii. Any delivery of products not in accordance with the order. In this case D4W shall, at D4W’s discretion, replace the products or refund the purchase price; or
   iv. Any non-delivery of the products (in which case the time limit is within 10 days of the estimated dispatch date). In this case D4W shall deliver the undelivered products or refund the price of the undelivered products.

5.2 If the Customer fails to give any such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, and the Customer shall be deemed to have accepted the products accordingly. D4W’s record of the products despatched (including the quantity) shall be conclusive evidence of the products received by the Customer, unless proved otherwise by the Customer.

5.3 The remedies set out above are the Customer’s exclusive remedies for non-delivery or short delivery of products, or for apparent defects in the products or delivery of products not in accordance with the order. D4W shall not be liable for any losses, consequential or otherwise, or for costs (including legal costs), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, damages, claims, demands, proceedings, judgements or otherwise arising from these circumstances.

6. Payment
6.1 D4W payment terms are cash / card payment with order.

6.2 All payments must be made without any set-off, deduction or counterclaim.

7. Risk and Ownership
7.1 In the case of products to be delivered to the Customer’s property, risk of loss of or damage to the products shall pass to the Customer on delivery, unless the Customer wrongfully fails to take delivery of the products, in which case such risk shall pass to the Customer at the time when D4W has attempted to deliver the products. In the case of products which the Customer orders to be collected from the D4W trade counter, risk of damage or loss to the products shall pass to the Customer at the time of collection.

7.2 Ownership of any product supplied shall not pass to the Customer until full payment of the purchase price of the products and of all other amounts owing to D4W has been made (in cash or cleared funds). If the Customer is late in paying any sum to D4W, then D4W shall be entitled to the immediate return of all products where ownership has not passed to the Customer. The Customer authorises D4W and its agents to recover any such products in such circumstance, and to enter any premises of the Customer for that purpose.

7.3 Demand for or recovery of the products by D4W shall not of itself discharge either the Customer’s liability to pay the whole of the price and take delivery of the products or D4W’s right to sue for the whole of the price.

8. Product and Availability Information
8.1 D4W reserves the right, without prior notice, to discontinue any product or to make design changes as part of its continuous programme of product improvement, or to assist product availability, and such changes may take place during the operating life of the website The most up to date information on the availability and design of the products D4W supplies is available on the D4W website.

8.2 Unless otherwise confirmed in writing, nothing on the D4W website  is to be taken as a representation of the source of origin, manufacture, or production of the products or any part of them.

9. Warranties and Remedies
9.1 D4W warrants that no product purchased from D4W is materially defective.

9.2 In the event of any such product being materially defective, and subject to the provisions of clause 5 (Inspection, Delivery, Delays and Non-Delivery)
surrounding defects apparent on delivery, D4W will (at its option) replace or repair the product or refund the purchase price.

9.3 D4W warrants that any service purchased from D4W as referred to in clause 13 (Services) will be provided using reasonable care and skill. If any such service falls short of this standard, D4W will, at its option, either re-provide the service or supply to the Customer free of charge a substitute product in place of the defectively serviced product.

9.4 These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of D4W.

9.5 The remedies set out in this clause 9 shall be the Customer’s sole remedies for any breach of warranty and in respect of the supply or non-supply of products and/or services.

9.6 The availability of the remedies set out in this clause 9 is subject to:
   i. a claim being made in writing to D4W, prior to the return of any defective
product, and within 6 months of the original date of despatch or date of service, or such other periods as may be indicated by D4W for specific products or services from time to time in writing; and
   ii. the Customer returning or disposing of the relevant products, or making them available for collection by D4W, in accordance with D4W’s instructions and suitably packaged. In particular, for any returns, the Customer must obtain a returns number from D4W and quote this on all paperwork, and state the original invoice number in respect of the products and the nature of any claimed defect.

9.7 Where the Customer returns defective products otherwise than in accordance with these provisions, D4W may refuse such products and return them to the Customer at the cost of the Customer.

9.8 Any products which are replaced by D4W shall become the property of D4W. Title to replacement products shall pass to the Customer in accordance with the provisions of clause 7 (Risk and Ownership), and the period of the replacement product’s warranty shall be the unexpired period of the defective product’s warranty.

9.9 The Customer shall have no remedy in respect of any untrue statement made to it upon which it relied in ordering products and/or services (unless such untrue statement was made fraudulently) other than any remedy it may have set out expressly in these terms and conditions of sale.

9.10 Save as expressly provided in these terms and conditions of sale, all implied warranties, terms and conditions (whether statutory or otherwise) concerning the supply or non-supply of products and/or services are excluded to the fullest extent permitted by law (including, without limitation, the implied terms of satisfactory quality, fitness for purpose and provision of services with reasonable care and skill).

9.11 Except as required by law, D4W will not be liable to the Customer for any
loss, damage or liability of any kind whatsoever which arises out of the breach of implied warranties, terms or conditions (statutory or otherwise) or breach of any other duty of any kind imposed on D4W by operation of law. The Customer acknowledges that it is responsible for ensuring that the products and services it orders are fit for the purposes for which it intends to use them.

10. Export Control and Limitations of Use
10.1 Certain products sold by D4W are subject to export control regulations of the United Kingdom, the United States of America, the European Union and other countries (“Export Laws”). The Customer shall comply with such Export Laws and obtain any licence or permit required to transfer, export, re-export or import the products.

10.2 The Customer shall not, directly or indirectly, sell, permit to be sold, dispose of, export, re-export or otherwise provide products to any country or entity under sanction or embargo administered by the United Kingdom, the United States of America, the European Union or other country.

10.3 The Customer certifies that products purchased from D4W will not be used, sold or incorporated into products used directly or indirectly in the design, development, production or use of chemical, biological or nuclear weapons, delivery vehicles and systems of the same or in the development of any weapons of mass destruction.

10.4 Products sold by D4W are not recommended or authorised for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.

11. Liability
11.1 D4W shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, loss of profits, business or
economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the D4W technical helpline) whether or not due to its negligence or that of its employees, agents or sub-contractors.

11.2 D4W shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with:
   i. any express or implied terms of the contract between D4W and the Customer, or of any order accepted by D4W;
   ii. any duty of any kind imposed on D4W by law arising out of or in relation to the contract between D4W and the Customer or order;
   iii. any defect in the products or services;
   iv. intellectual property rights infringement; or
   v. any other loss whatsoever arising out of these terms and conditions of sale.

11.3 If, notwithstanding any other provisions in these terms and conditions of sale including without limitation clauses 9 (Warranties and Remedies), 10 (Limitations of Use) and 11 (Liability), any liability attaches to D4W, D4W’s liability to the Customer arising out of or in connection with these terms and conditions of sale or any order whether in contract, tort or otherwise in respect of one or more of;
   i. any express or implied terms of the contract between D4W and the customer, or of any order accepted by D4W;
   ii. any duty of any kind imposed on D4W by law arising out of or in relation to the contract between D4W and the Customer or the order;
   iii. any defect in the products or services;
   iv. intellectual property rights infringement; or
   v. any other loss whatsoever arising out of these terms and conditions of sale shall be limited in the aggregate to £100,000 or the total value of the order, whichever is greater.

11.4 Nothing in these terms and conditions of sale (including without limitation this clause 11) shall exclude or limit the liability of D4W for death or personal injury caused by the negligence of D4W or its employees, agents or sub-contractors, or for fraud or anything else which cannot by law be limited or excluded.

12. No fault Cancellations and Returns
12.1 D4W may, at its discretion and in writing, allow an order to be cancelled where there is no fault with the product subject to D4W recovering from the Customer the costs incurred by D4W, and subject to the processing charge provided for in this clause 12.

12.2 In the event of cancellation of part of any order only, D4W may invoice the Customer any difference in selling price per unit applicable to the quantity actually dispatched up to the time of cancellation compared to the quantity ordered.

12.3 For Customers other than Consumers, a processing charge will apply in respect of all products returned other than due to defects covered by the warranty at clause 9.

12.4 For Consumers wishing to return a product, no processing charge will be applied if the correct procedure is followed as set out in this clause 12.

12.5 Customers may only return products to D4W, and receive a credit or refund and on the following conditions:
   i. The Customer should contact D4W to obtain a returns number (to be quoted on all relevant paperwork);
   ii. Return must be made within 30 days of the date of delivery (as stated on the delivery documentation) or collection of such product(s);
   iii. Products must be returned to D4W in their original condition and packaging and in a condition which will enable them to be immediately fit for re-sale;
   iv. The Customer must follow any specific instructions which appear on the D4W website (including those available in the Product Returns section: or with any product regarding its return to D4W; and
   v. Products must be returned to D4W adequately packed and clearly labelled to:
       CUSTOMER RETURNS DEPARTMENT
       Direct4Workgear Limited,
       Unit 16 The Grange Industrial Park,
       Rawcliffe Road,
       Goole,
       East Yorkshire,
       DN14 6TY,
   vi. The Customer must quote the invoice details or the D4W reference number on the D4W Customer Returns Form from the original dispatch note, otherwise any credit given for the returned products will be based upon the lowest sales price.

12.6 Where the Customer returns products to D4W not in accordance with clause 12.5 (i) – (vi) above (for example, after the period for returns has expired or in an unfit state) D4W may refuse to accept the return and return the products to the Customer at the Customer’s expense or may apply a handling charge which relates to the actual cost of reprocessing.

12.7 This no fault returns policy excludes software, calibrated products, production packaging products, specially manufactured products and any products marked as non-cancellable (NC) or non-returnable (NR).

12.8 D4W accepts no responsibility for any loss of or damage to products in transit from Customer to D4W or for any items received by D4W with them.

13. Force Majeure
A force majeure event is any event beyond the reasonable control of D4W (including but not limited to strikes, traffic congestion, the downtime of any
external line, or D4W’s inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If D4W is prevented or restricted from carrying out all or any of its obligations under these terms and conditions of sale by reason of any force majeure event, then D4W shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than fourteen days, D4W may cancel the affected order or cancel the whole or any part of these terms and conditions of sale, without any liability to the Customer.

14. Intellectual Property Right
14.1 The Customer acknowledges that D4W and its licensors own the intellectual property rights in the D4W website, and that their whole or partial reproduction without D4W’s prior written consent is prohibited.

14.2 D4W does not warrant or give any assurance to the Customer that any products supplied do not infringe the intellectual property rights of any third
party.

15. Anti-Bribery
15.1 The Customer shall (and shall procure that persons associated with it or other persons who are providing goods or services in connection with these Terms and Conditions shall) comply with all applicable laws, statutes, regulations relating to anti-bribery and anti-corruption, including, but not limited to, the Bribery Act 2010 (the Relevant Requirements) and shall:
   i. Not (directly or indirectly) induce any employee, agent or subcontractor of D4W to make any concession to or confer any benefit on the Supplier, refrain or withhold from doing any act, in return for any gift, money, or other inducement;
   ii. Not do or omit to do any act that will cause or lead D4W to be in breach of any of the Relevant Requirements; and
   iii. Promptly report to D4W any request or demand for any undue financial or other advantage of any kind received by the Customer in connection with these Terms and Conditions.

15.2 The Customer is informed that:
   i. D4W employees are not permitted to accept gifts of more than token value, loans, excessive entertainment or other substantial favours from any company or individual that does business with D4W or seeks to do so;
   ii. D4W employees are not permitted to solicit gifts or other favours from any company or individual that does business with D4W, or seeks to do so; and
   iii. Entertainment of D4W employees is acceptable only if it has a justifiable business purpose. It should be of a reasonable nature and such that D4W’s employees, agents or contractors, can reciprocate.

15.3 Financial restrictions on gifts and entertainment are contained in D4W’s Anti-Bribery Policy and further details are available on request.

15.4 Any breach of this clause 16 shall be a material breach of these terms and
conditions which is incapable of remedy.

16. Law and Jurisdiction
16.1 The contract between D4W and the Customer based on these terms and conditions of sale as applicable to each Customer order shall be governed by  and interpreted in accordance with English Law and the Customer submits to the non-exclusive jurisdiction of the English courts, but D4W may enforce the contract in any court of competent jurisdiction.

16.2 If any part of these terms and conditions of sale is found to be unenforceable by any court or competent authority or would be found to be unenforceable if it were interpreted or construed in a particular way, then it is the parties’ express intention that the relevant wording should be interpreted or construed so as to avoid such a finding and that, in the event of such a finding, the remainder of the provision in question shall be interpreted or construed to give it full effect.

16.3 No express term of these terms and conditions nor any term implied under it is enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999 by any person who is not a party to it.

Direct4Workgear Limited
Registered Office;
Unit 16 The Grange Industrial Park,
Rawcliffe Road,
Goole,
East Yorkshire,
DN14 6TY. 
Co Reg: 07204455   VAT: GB350722031