TERMS & CONDITIONS
These Terms and Conditions govern Your relationship with Emboss Medical Limited (“Emboss Medical”).
These Terms and Conditions apply to suitably qualified Medical Professionals and registered Medical Equipment / Device Distributors that are not consumers. Emboss Medical does not sell medical equipment or services to consumers / general public.
The Customer acknowledges that all sales contemplated or concluded under these Terms and Conditions shall be on a business-to-business basis and that any equipment or services purchased hereunder are purchased for business purposes only.
Terms and Conditions
1. ABOUT US
Emboss Medical is a provider of medical equipment and services registered in England and Wales, with company number 12822442, with its registered office at 128 City Road, London, EC1V 2NX, United Kingdom.
2. OUR AGREEMENT
2.1 These terms, together with the documents referred to herein, set out the Terms and Conditions on which We supply Medical Equipment or Services (“Product”) to You through Our website (“Site”): www.embossmedical.com
2.2 Please read the Sales & Supply Terms carefully and be certain that You understand them before ordering any Product from Our Site.
2.3 By ordering any of Our Product through Our Site:
2.4 (a) You agree to be bound by the Supply Terms; and
2.5 (b) You warrant that You are a suitably qualified Medical Professional or registered Medical Equipment / Device Distributor, You are at least 18 years old, and You are otherwise legally capable of entering into binding contracts.
2.6 You should print a copy of the Terms & Conditions for future reference.
2.7 You acknowledge that all sales contemplated or concluded under these Terms and Conditions shall be on a business to business basis, and that any Product purchased hereunder are purchased for medical practice and medical procedure only.
2.8 Please understand that if You refuse to accept the Terms & Conditions, You will not be able to order any Product from Our Site.
2.9 Product is supplied and used for medical practice and medical procedure only performed by suitably qualified medical professionals and are not procedures in themselves. We only sell and supply Product and are not responsible for use of Product by any means.
3. DEFINITIONS AND INTERPRETATION
3.1 In these Terms and Conditions:
“Business Day” means any day during the hours of 09:00 to 18:00 other than a Sunday or bank holiday.
“Customer” means the person who accepts a quotation or offer of the Supplier for the sale of Product, or whose order for Product is accepted by the Supplier;
“Contract” means the contract for the purchase and sale of Product under these Terms and Conditions;
“Terms and Conditions” means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Customer and the Supplier;
“Delivery Date” means the date on which Product are to be delivered as stipulated in the Customer's order and accepted by the Supplier;
“month” means a calendar month;
“Supplier” means Emboss Medical Limited (“Emboss Medical”) a company registered in England and Wales with company number 12822442;
“writing” includes any communications effected by letter, telex, facsimile transmission, electronic mail or any comparable means;
“Order” means Your order for the supply of Product, as communicated to Us through the Site or any other means in writing.
“Product” means Medical Equipment or Services (such as, but not limited to, coaching and training);
“You” means the person or firm who purchases Product from Us;
“Your” means the person or firm who purchases Product from Us;
“We” means Emboss Medical;
“Us” means Emboss Medical;
“Our” means Emboss Medical;
“Site” means Our website: www.embossmedical.com
3.2 Any reference in these Terms and Conditions to a statute or a provision of a statute shall be construed as a reference to that statute or provision as amended, re-enacted or extended at the relevant time.
3.3 The headings in these Terms and Conditions are for convenience only and shall not affect their interpretation.
4. BASIS OF SALE AND SERVICE
4.1 When You place an Order for Product or Services, this will be regarded as an offer by You to purchase the Product or Services subject to these Terms and Conditions and We shall not be obliged to accept Your offer at Our discretion.
4.2 We are not responsible for the purchase & use of Product in any other means than prescribed or inappropriate use of Product or mishandling
4.3 We will send You an Order Acknowledgement on receipt of Your Order. This is not an order confirmation or order acceptance by Us.
4.4 We will accept Your offer and create a Contract with You by sending to You an Order Confirmation once We have confirmed availability of Product, verified Your credit or debit card or payment details as necessary and prepared Product for dispatch. We reserve the right to obtain validation of Your payment details before providing You with any Product.
4.5 The Order Confirmation will be binding on You unless there is an unacceptable discrepancy between Product that You ordered and those detailed in the Order Confirmation. You should notify Us as soon as You become aware of any such discrepancy and in any event prior to the dispatch of Product.
4.6 If We cannot supply Product ordered by You, We reserve the right to offer alternative Product of equal or superior quality. Any such changes will be detailed in the Order Confirmation. In such cases, if You do not wish to accept the alternative Product offered, You may cancel the Order and require the refund of any money paid to Us in respect of that Order, including carriage charges. This shall be Your sole remedy.
4.7 We make every effort to supply Product as advertised but reserve the right to supply Product subject to minor variations in actual dimensions and specifications where these are changed by the manufacturer. Any such minor variation will not give You the right to cancel or rescind any Order or Contract made with Us. Images of Product are provided for illustrative purposes only and actual Product You receive may differ from the image displayed in the catalogue or on Our Site, especially with generic products.
4.8 When You place an Order, You are undertaking to Us that:
(a) All details You provide to Us for the purpose of purchasing Product are correct, and
(b) The credit or debit card You use to make a purchase from Us is Your own card, that You are authorised to use it, and that there are sufficient funds or credit facilities to cover the cost of any Product You order from Us.
4.9 Cancellation of Orders. Other than in accordance with clause 2.4, We do not accept cancellation of orders by any Customer once an Order Confirmation has been sent.
4.10 Product is not tested or sold as being fit for any particular application or for use under specific conditions, unless expressly agreed in writing.
5. PRICES AND PAYMENT
5.1 Product, together with VAT, are invoiced at the price prevailing at the time of Your Order.
5.2 We reserve the right to vary Our prices from time to time.
5.3 When You submit an Order, You will be notified of any additional costs including shipping and handling costs or insurance.
5.4 Payment is due prior to shipment unless You have been approved for credit.
5.5 If You fail to make any payment due to Us by the due date for payment (“the due date”), then We may charge You interest on the overdue amount at the rate of 3% per annum above the Bank of England's base lending rate from time to time. Such interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount.
5.6 Payment in advance for Orders may be made by bank transfer, Visa, MasterCard, Maestro, and American Express.
6. DELIVERY, TITLE AND RISK
6.1 We shall use reasonable endeavours to dispatch Product to You by the estimated Delivery Date, but time shall not be of the essence for delivery and We shall not accept liability for failure to deliver within the stated time or on a stated day where this is caused by circumstances beyond Our reasonable control, such as delays caused by delivery companies or manufacturer lead times.
6.2 If a delay is likely, We shall contact You and advise of the delay. You will not be entitled to damages or compensation if delivery of Product does not occur on the estimated Delivery Date.
6.3 If We are unable to deliver Product within 30 days of the estimated Delivery Date, You will, as Your sole remedy, be entitled to cancel the Order and require any monies paid to Us in respect of that Order to be refunded. In order to cancel, You must send written notice of cancellation to Us after the estimated Delivery Date but before actual delivery of Product or notification from Us that Product is ready for delivery.
6.4 Delivery is deemed to take place when Product is delivered to Your nominated address, whereupon the risks of loss, breakage and all damage and all other risks shall pass to You.
6.5 You are required to be able to accept Product when they are ready for delivery within Normal Working Hours.
6.6 Ownership of Product shall not pass to You until We have received in full (in cash or cleared funds) all sums due to Us in respect of:
(a) Product; and
(b) All other sums which are or which become due to Us from You on any account.
6.7 Until ownership of Product has passed to You, You must:
(a) Hold Product on a fiduciary basis as Our bailee;
(b) Store Product (at no cost to Us) separately from all other Product of yours or any third party in such a way that they remain readily identifiable as Our property;
(c) Not destroy, deface or obscure any identifying mark or packaging on or relating to Product; and
(d) Maintain Product in satisfactory condition
6.8 Your right to possession of Product shall terminate immediately if You have a bankruptcy order made against You or if You make or know of any arrangements in respect of Your actual or possible insolvency, liquidation, winding up or other arrangements with Your creditors.
6.9 In the event that You have failed to make full payment for Product by the due date, then as long as monies remain outstanding, We reserve the right to enter Your premises at Your expense and recover from there all Product which remain Our property.
6.10 If You cannot accept delivery, We may re-arrange delivery provided that We reserve the right to charge You for any delivery costs incurred.
6.11 Upon delivery of Product, You will be asked to sign a Proof of Delivery to acknowledge safe receipt. It is Your responsibility to ensure that the number of packages delivered corresponds with the number stated on the delivery note. Where a discrepancy occurs or where there is evident damage to the packaging, You should either note this on the Proof of Delivery or refuse delivery of the Product.
6.12 We shall not be liable for discrepancies or damage evident on delivery where You accept delivery and sign the Proof of Delivery without amendment.
6.13 You may request a Proof of Delivery, provided that this request is made within 30 days of the dispatch confirmation and We shall use reasonable endeavours to provide such proof. Thereafter, delivery shall be deemed to have been successfully completed.
6.14 You should notify Us immediately and in any event no longer than 48 hours after delivery in the event that Product is found to be damaged on delivery, items are missing or Product is not as specified in the Order Confirmation. If You need to return any Product, then please see Our Returns policy below.
7. RETURNS AND WARRANTIES
7.1 Other than the express provisions set out in these Terms and Conditions, all other terms and the implied terms or warranties relating to the supply of Product are excluded to the fullest extent permitted by law.
7.2 Product must be returned in its original condition, including original manufacturer's packaging which shall not be defaced, with all original seals intact, and complete with accessories, manuals and documentation if any, within 15 days from date of delivery for an exchange or refund, as long as the returned Product meets Our Terms and Conditions. Except in the case of faulty Product, returned Product not complying with these requirements will be rejected.
7.3 In the event that You need to return Product, then a Returns Authorisation Number must be obtained from Us for each and every return so that We are able to administratively process Your return. No return shall be accepted without obtaining from Us, in the first instance, a Returns Authorisation Number. You will be sent Returns Authorisation Number acknowledgement by email.
7.4 In the event that any Product Delivered to You do not correspond with Product in the Order Confirmation, or have been Delivered to You by mistake, then You will be under a duty to take reasonable care of such Product and to contact Us immediately no later than 14 days. We will then arrange for a courier to collect the Product and replacements to be supplied on a credit and recharge basis.
7.5 Care of Product to be Returned
Whilst in possession of the Product You will be under a duty to take reasonable care of them. We reserve the right to refuse a refund on Product returned which have been made unfit for resale or damaged whilst in Your possession.
7.6 Address for Returns of Product
If You need to return Product to Us, then please contact US in the first instance at: admin@embossmedical.com for details of how to process a return. If you do not contact us to obtain a Returns Authorisation Number or make a return without including a Returns Authorisation Form, we shall not be able process the return.
7.7 Provision of Services
If You purchase Services from Us, We shall use Our skill and expertise to carry out the Services. We cannot be held responsible for any fault or damage because of mishandling / inappropriate use of Product even after provision of Services.
8. OUR LIABILITY
8.1 Subject to clauses 6 and 7, the following provisions set out Our entire financial liability (including any liability for the acts or omissions of Our employees, agents and sub-contractors) to You in respect of:
(a) Any breach of these Terms and Conditions;
(b) Any use made or resale by You of any Product, or of any product incorporating any Product; and
(c) Any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.
8.2 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Product Act 1979) are, to the fullest extent permitted by law, excluded.
8.3 Nothing in these Terms and Conditions excludes or limits Our liability:
(a) for death or personal injury caused by Our negligence; or
(b) for any matter which it would be illegal for Us to exclude or attempt to exclude Our liability; or
(c) For fraud or fraudulent misrepresentation.
8.4 Subject to clause 8.2 and clause 8.3:
(a) Our total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of the Contract shall be limited to the Contract price; and
(b) We shall not be liable to You for loss of profit, loss of business, or depletion of goodwill in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.
9. FORCE MAJEURE
9.1 We shall not be liable to You or be deemed to be in breach of contract by reason of any delay in performing or any failure to perform any of Our obligations in respect of the Product, if the delay or failure was due to any cause beyond Our reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond Our reasonable control: act of God, explosion, flood, tempest, fire or accident; war, threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority; import or export regulations or embargoes; strikes, lock-outs or other industrial actions or trade disputes (whether involving Our employees or of a third party); difficulty in obtaining materials, labour or machinery; and power failure or breakdown in machinery.
9.2 If We are unable to provide You with Product within a reasonable time due to circumstances outside Our control, We shall either agree a new timescale with You for the delivery of Product or either of Us may decide to terminate the Order in which case We will return any prepayments that You have made in full.
10. ERRORS & OMISSIONS
10.1 We make every effort to ensure that all prices and descriptions quoted in Our catalogue and on Our Site are correct and accurate. In the case of a manifest error or omission, We will be entitled to rescind the contract, notwithstanding that We may already have accepted Your Order and/or received payment from You. Our liability in that event will be limited to the return of any money that You have paid in respect of the Order.
10.2 In the case of a manifest error in relation to price, You will be entitled to purchase Product by paying the difference between the quoted price and the correct price, as confirmed in writing by Us after the manifest error has been discovered. A 'manifest error', as the term is used in this clause 8, means, in relation to an incorrect price, a price quoted in error by Us which is more than 10% less than the price that would have been quoted had the mistake not been made.
11. DATA PROTECTION
11.1 We have a full and detailed privacy statement available by clicking here which forms part of Our Terms & Conditions.
11.2 You agree that We may use personal information provided by You in order to conduct appropriate anti-fraud checks. Personal information that You provide may be disclosed to a credit reference or fraud prevention agency, which may keep a record of that information.
12. GENERAL TERMS OF BUSINESS
12.1 You must not transfer any contract made with Us under these Terms and Conditions, as it is personal to You, without written authority from Us. This authority will not be refused without good reason.
12.2 If any part of these Terms and Conditions shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed to be severable from the Terms and Conditions and shall not affect the validity and enforceability of any of the remaining provisions of the Terms and Conditions.
12.3 No waiver by Us shall be construed as a waiver of any proceeding or succeeding breach of any provision.
12.4 Communications.
(a) All communications between the parties about the Contract shall be in writing and delivered by email or by hand or sent by pre-paid first class post or sent by fax to the registered office or such changed address as shall be notified to by the party; or (in any other case) to any address of yours set out in any document which forms part of the Contract or such other address as shall be notified to Us by You.
(b) Communications shall be deemed to have been received:
(i) if sent by pre-paid first class post, two days (excluding Saturdays, Sundays and bank and public holidays) after posting (exclusive of the day of posting); or
(ii) if delivered by hand, on the day of delivery; or
(iii) if sent by fax/email on a working day prior to 4.00 pm, at the time of transmission and otherwise on the next working day.
(iv) If by email on a working day prior to 4.00 pm, at the time of transmission and otherwise on the next working day.
12.5 No third party shall be allowed to enforce any rights under this contract. We hereby exclude the application of the Contracts (rights of Third Parties) Act 1999 to each and every contract made under these Terms and Conditions.
12.6 You confirm that, in agreeing to accept the Terms and Conditions, You have not relied on any representation save insofar as the same has expressly been made a part of these Terms and Conditions and You agree that You shall have no remedy in respect of any representation. Nothing in these Terms and Conditions shall limit or exclude Our liability in respect of any fraudulent or negligent misrepresentation whether or not such has become a part of the Terms and Conditions.
12.7 These Terms and Conditions shall be governed by the relevant laws of the United Kingdom and construed in accordance with the relevant laws of the United Kingdom and You irrevocably submit to the exclusive jurisdiction of the relevant courts of the United Kingdom.
If You have any complaints with Product provided by Us please contact Us by calling +44 7527 314081 or by e-mail to sales@embossmedical.com