CONSUMER CUSTOMER TERMS AND CONDITIONS FOR FLYERALARM LIMITED
Flyeralarm Limited is a company registered in England and Wales under company number 07212523 whose registered office (and main trading address) is at 12 Melcombe Place, London NW1 6JJ. Flyeralarm is member of the Flyeralarm group, including but not limited to, Flyeralarm GmbH (Germany).
Flyeralarm Limited’s VAT number is GB996238074.
The Consumer Customer should read these Consumer Terms carefully and make sure that she/he understands them, before using the Services and/or ordering Goods from the Website. Any Consumer Customer who does not agree to these Consumer Terms, must not use the Services (or the Website) and will not be able to order any Goods from the Website.
The Consumer Customer should print or save a copy of these Consumer Terms on his/her computer for future reference. Flyeralarm may amend these Consumer Terms from time to time as set out in clause 21. Every time the Consumer Customer wishes to use the Services and/or order Goods, the Consumer Customer should check these Consumer Terms to ensure that the Consumer Customer understands the terms which will apply at that time.
These Consumer Terms, and any Contract between Flyeralarm and the Consumer Customer, are only in the English language.
In these Consumer Terms, the following words with capital letters have the following meaning:
1.1 Definitions and Interpretation
1.1.1. “Agreement” means (i) these Consumer Terms in regard to a mere supply of Services or (ii) both, these Consumer Terms and the Contract, in regard to a supply of Goods and/or Services, as the case may be
1.1.2 “Accessible File Format” means any processible file format for Goods Specification Data as may be defined on the Website and amended from time to time;
1.1.3 “Additional Costs and Charges” means any additional costs and charges (including, but not limited to packaging, storage, wastage, insurance and transport of the Goods) but in any event a minimum charge of GBP 10.20 as set out on the Website and amended from time to time;
1.1.4 “Business Day” means a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business;
1.1.5 "CMYK" means a method of printing any colour by using up to four inks—cyan, magenta, yellow, and black
1.1.6 “Consumer Customer” means the person who uses the Services and/or purchases Goods from Flyeralarm;
1.1.7 “Consumer Customer Data” means any data (including the name, address, email address and telephone number) collected and used by Flyeralarm to perform its obligations under the Contract;
1.1.8 “Consumer Terms” means these consumer terms and conditions as amended from time to time in accordance with clause 20.1;
1.1.9. “Commencement Date” shall have the meaning set out in clause 3.2;
1.1.10. “Contract” means the contract between Flyeralarm and the Consumer Customer for the supply of Goods in accordance with these Consumer Terms;
1.1.11. "Conversion Charges" means any additional charges payable for Flyeralarm's attempt to convert a non-accessible file format for Goods Specification Data into an Accessible File Format as prior agreed by the parties in writing;
1.1.12. “Customer Account” means a Consumer Customer account registered with Flyeralarm through the Website;
1.1.13. “Event Outside Flyeralarm's Control” has the meaning set out in clause 15.15;
1.1.14. “Delivery Information” means information provided by the Consumer Customer (including, but not limited to the delivery address and the Delivery Method) necessary for Flyeralarm to perform its obligations under the Contract;
1.1.15. “Delivery Location” has the meaning set out in clause 4.2;
1.1.16. “Delivery Method” means the delivery or collection of the Goods;
1.1.17. “Goods” means the print products (or any part of them) as set out in the Order;
1.1.18. “Goods Specification Data” any data for the specification of Goods, including any relevant text, fonts, plans, drawings, artworks and design, submitted by the Consumer Customer and agreed by the parties in writing;
1.1.19. “Intellectual Property Rights” patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world;
1.1.20. “Intermediate Goods” means all goods produced during the manufacturing process, including, but not limited to disks, films and plates;
1.1.21. "Log In Information" shall have the meaning set out in clause 2.1;
1.1.22. “Order” means the Consumer Customer's order for the supply of Goods submitted in writing or online through the Website or by any other method agreed by Flyeralarm in writing;
1.1.23. “Services” the online design services for Goods supplied by Flyeralarm;
1.1.24. “Software” means the online software application provided by Flyeralarm which is part of the Services;
1.1.25. "Standard Fee" means Flyeralarm's standard fee for Preparatory Work, as set out in the Order, or shown in Flyeralarm’s brochures or on the Website as amended from time to time;
1.1.26. "Pantone Colours" means the use of special colours out of the Pantone Colour Matching System;
1.1.27. "Preparatory Work" means any work before the actual production of the Goods, including, but not limited to, preparatory work on the Goods Specification Data;
1.1.28. “Price List” means the Flyeralarm price list shown in Flyeralarm’s brochures or on the Website as amended from time to time;
1.1.29. “Price” means the price for Goods set out in the Order exclusive of all costs and charges of packaging, insurance and transport;
1.1.30. “Recovery Charges” means additional costs and charges for the recovery of archived data in the amount of GBP 17.28 as set out on the Website and amended from time to time;
1.1.31. “Virus” means any thing or device (including any software, code, file or program) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any program or data, including the reliability of any program or data (whether by re-arranging, altering or erasing the program or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices; and
1.1.32. “Website" means the Flyeralarm website www.flyeralarm.com/uk and any other site specified by Flyeralarm in writing.
1.2. In these Consumer Terms, the use of the words "writing" or "written" will include faxes and e-mails.
2. Customer Account Registration
2.1. When registering a Customer Account with Flyeralarm, the Consumer Customer is required to provide Flyeralarm with certain information such as the name, address, email address and telephone number and to select a password (both, e-mail address and password together, are referred to hereunder as “Log In Information”).
2.2. The Consumer Customer is responsible for maintaining the confidentiality of the Log In Information, and, provided that the Customer will be responsible for all uses of the Log In Information whether or not authorised by the Consumer Customer.
2.3. Minors (under 18) may not register and/or use a Customer Account, unless the Customer Account is established by their parents or legal guardian and the minors use the Customer Account with the approval of their parent or legal guardian. In the Consumer Customer’s capacity as a parent or legal guardian, if the Consumer Customer provides his/her approval to allow a minor to use a Customer Account, the Consumer Customer hereby agrees to the Consumer Terms on behalf of the Consumer Customer and the minor, and the Consumer Customer represents and warrants that she/he will be responsible for all uses of the Customer Account by the minor whether or not such uses were authorised by the Consumer Customer.
2.4. In the event the Consumer Customer becomes aware of or reasonably suspects any breach of security, including without limitation any loss, theft, or unauthorised disclosure or use of the Log In Information, the Consumer Customer must immediately notify Flyeralarm. Flyeralarm reserves the right to change the password without notice and if Flyeralarm has reason to believe the Consumer Customer is in breach of this clause 2.4 to invalidate such password, and/or to suspend the supply of Services or all further deliveries of Goods under the Contract or any other contract between the Consumer Customer and Flyeralarm.
2.5. Flyeralarm will open and activate, or re-activate, any Customer Account at its sole discretion.
3. Basis of Contract
3.1. The Order constitutes an offer to purchase Goods in accordance with this Agreement.
3.2. Flyeralarm will acknowledge receipt of any Order by e-mail, but the Order shall only be deemed to be accepted when Flyeralarm issues a separate written acceptance within 14 days of receipt of the Order at which point and on which date the Contract shall come into existence (“Commencement Date”).
3.3. Any samples, drawings, descriptive matter or advertising issued by Flyeralarm and any descriptions of the Goods or illustrations or descriptions of the Services contained in Flyeralarm's catalogues, brochures or on the Website are issued or published for the sole purpose of giving an approximate idea of the services and/or Goods described. They shall not form part of the Contract, and shall not have any contractual force.
3.4. The Consumer Customer acknowledges and agrees that Flyeralarm, unless Flyeralarm agrees otherwise in writing:
3.4.1. does not accept Orders from or delivery to addresses outside the United Kingdom;
3.4.2. may begin with chargeable Preparatory Work at any time after the Commencement Date; and
3.4.3. will not archive any digital material provided by the Consumer Customer, especially templates, data and record carriers, extending the time of delivery;
unless agreed otherwise by the parties in writing.
3.5. These Consumer Terms, and any Contract between Flyeralarm and the Consumer Customer, are only in the English language.
4.1. The Goods are described in Flyeralarm's catalogue and on its Website as modified by any applicable Goods Specification Data.
4.2. Flyeralarm reserves the right to:
4.2.1. amend the Goods Specification Data if required by any applicable statutory or regulatory requirements;
4.2.2. suspend and/or delay the production of the Goods until the Consumer Customer provides Goods Specification Data in an Accessible File Format or pay any amounts requested in advance; and
4.2.3. refuse to print Goods if the production of the Goods to the Goods Specification Data would be in Flyeralarm’s reasonable opinion in breach of any obligation included in this Agreement and/or in breach of any applicable laws and regulations.
4.3. Flyeralarm may, at its sole discretion, accept any request to:
4.3.1. change the Goods Specification Data, Customer Data and/or Delivery Information (e.g. recipient, Delivery Location, Delivery Method, payment information);
4.3.2. convert a non-accessible file format for the Goods Specification Data into an Accessible File Format; and
4.3.3. recover archived data (e.g. search of files, decompression and preparation of data) for further processing;
after acceptance of the Order but the acceptance of any of the requests specified in clause 4.3 is subject to a price increase as set out in clause 10.3.
5. Delivery of Goods
5.1. Flyeralarm will contact the Consumer Customer with an estimated delivery date and confirm a delivery date as soon as the Goods are ready to deliver, which will be within 30 days after the Commencement Date ("Delivery Date"). The timescales for delivery and delivery charges will vary depending on the availability of the Goods and the Consumer Customer's address. The Consumer Customer shall allow for extra time for deliveries to the Scottish Highlands and Islands.
5.2. Flyeralarm shall deliver the Goods to the location set out in the Order or such other location (or person identified by the Consumer Customer to take physical possession of the Goods) as the parties may agree (“Delivery Location”).
5.3. Delivery of an Order shall be completed when Flyeralarm delivers the Goods to the Delivery Location, or the Consumer Customer, or a carrier organised by the Consumer Customer, collects them from Flyeralarm, and the Goods will be the Consumer Customer's responsibility from that time.
5.4. If no one is available after the 3rd delivery attempt at the Delivery Location, Flyeralarm will leave the Consumer Customer a note that the Goods have been returned to Flyeralarm's premises, in which case, the Consumer Customer should contact Flyeralarm to rearrange delivery. The Consumer Customer may only reject a delivery of Goods in accordance with his/her cancellation rights under clause 15 of this Agreement.
5.5. If the Consumer Customer rejects a delivery of Goods, without having a cancellation right under clause 15 of this Agreement, then the Consumer Customer shall pay Flyeralarm on demand GBP 32.00 in damages. The parties confirm that this sum represents a genuine pre-estimate of Flyeralarm's loss. The Consumer Customer shall pay this fixed or determined sum agreed by the parties together with any other amount due under this Agreement.
5.6. Flyeralarm may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate contract.
5.7. If Flyeralarm misses the 30 days delivery deadline for any Goods then the Consumer Customer may cancel his/her Order immediately if any of the following apply:
5.7.1. Flyeralarm has refused to deliver the Goods;
5.7.2. delivery within the delivery deadline was essential (taking into account all the relevant circumstances); or
5.7.3. the Consumer Customer notified Flyeralarm before Flyeralarm accepted the Order that delivery within the delivery deadline was essential.
5.8. If the Consumer Customer does not wish to cancel his/her Order, or does not have the right to do so under clause 5.5, the Consumer Customer can give Flyeralarm a new deadline for delivery, which must be reasonable, and the Consumer Customer can cancel his/her Order if Flyeralarm does not meet the new deadline.
5.9. If the Consumer Customer does choose to cancel his/her Order for late delivery under clause 5.5 or clause 5.7, the Consumer Customer can do so for just some of the Goods or all of them, unless splitting them up would significantly reduce their value. If the Goods have been delivered to the Consumer Customer, the Consumer Customer will have to return them to Flyeralarm or allow Flyeralarm to collect them, and Flyeralarm will pay the costs of this. After the Consumer Customer cancels his/her Order Flyeralarm will refund any sums the Consumer Customer has paid to Flyeralarm for the cancelled Goods and their delivery.
5.10. Flyeralarm shall not be liable for any delay in delivery of the Goods that is caused by an Event Outside Flyeralarm's Control (see clause 16 for Flyeralarm's responsibilities when this happens) or the Consumer Customer's failure to provide Flyeralarm with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods (including but not limited to Goods Specification Data in an Accessible File Format) or to pay any amounts requested by Flyeralarm in advance.
5.11. The Consumer Customer shall not be entitled to reject the Goods if Flyeralarm delivers up to and including five (5) per cent more or less than the quantity of Goods ordered to each delivery address, but a pro-rata adjustment shall be made to the Order invoice on receipt of notice from the Consumer Customer that the wrong quantity of Goods was delivered.
5.12. Flyeralarm shall use reasonable endeavours to ensure that each delivery of the Goods is accompanied by a delivery note which shows the date of the Order, all relevant Consumer Customer and Flyeralarm reference numbers, the type and quantity of the Goods (including the code number of the Goods, where applicable), special storage instructions (if any) and, if the Order is being delivered by instalments, the outstanding balance of Goods remaining to be delivered.
6. Quality of Goods
6.1. Flyeralarm guarantees that on delivery and for a period of twelve (12) months from delivery, the Goods shall:
6.1.1. conform in all material respects with their description and any applicable Goods Specification;
6.1.2. be free from material defects in design, material and workmanship;
6.2. Flyeralarm shall not be liable for the Goods' failure to comply with the guarantee in clause 6.1 if:
6.2.1. the defect is not notified to Flyeralarm within seven (7) days of the date of delivery or, if the defect would not be apparent on reasonable inspection, within three (3) months of the date of delivery;
6.2.2. the defect arises because the Consumer Customer failed to follow Flyeralarm's oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice;
6.2.3. the defect arises because the Consumer Customer failed to inform Flyeralarm about the defect after having been provided with a proof of the Goods and some reasonable time for inspection prior to production of the Work;
6.2.4. the defect arises after the Consumer Customer waived in writing its right to inspect a proof of the Goods prior to production of the Goods;
6.2.5. the defect arises as a result of Flyeralarm following any Goods Specification Data supplied by the Consumer Customer;
6.2.6. the Consumer Customer (or a third party) alters or repairs such Goods without the written consent of Flyeralarm; 6.2.7. the defect arises as a result of fair wear and tear, wilful damage, abnormal storage or working conditions, accident, negligence by the Consumer Customer or by any third party; or
6.2.8. the Goods differ from their description or the Goods Specification Data as a result of changes made to ensure they comply with applicable statutory or regulatory standards.
6.3. The Consumer Customer acknowledges and agrees that, due to the inherent nature of the printing process, Flyeralarm cannot guarantee that:
6.3.1. the Consumer Customer’s Goods Specification Data and the finished Goods will be an exact match in colour; and
6.3.2. where the Goods are produced using full colour printing (also known as process colour or CMYK printing) that all or any Pantone Colours (also known as spot colours) will be accurately reproduced.
6.4. Flyeralarm shall not be liable for the Goods' failure to comply with the guarantee in clause 6.1 in the event of any:
6.4.1. variation to the running direction of the paper during the printing process, which might lead to minor markings and minor differences in paper strength and rigidity of the Goods;
6.4.2. minor deviation in colour between (including but not limited to):
220.127.116.11. colour proofs and finished Goods;
18.104.22.168. two or more Orders;
22.214.171.124. current and previous Orders;
126.96.36.199. the single sheets of one Order; or
188.8.131.52. the inside and the cover of a magazine or brochure;
6.4.3. minor deviations in cutting or folding from folded/unfolded finished formats up to:
184.108.40.206. four (4) mm for magazines, brochures, books with saddle stitching or ring eyelet sewing as well as pochettas (cutlery pouches);
220.127.116.11. two (2) mm for all other brochures and books;
18.104.22.168. one point five (1.5) mm for napkins;
22.214.171.124. two (2) per cent for advertising products; or
126.96.36.199. one (1) mm for all other products;
6.4.4. misalignment between a partial UV varnish and a printed motif - up to null point three (0.3) mm.
6.5. This guarantee is in addition to, and does not affect, the Consumer Customer's legal rights in relation to Goods that are faulty or not as described. Advice about legal rights is available from any local Citizens' Advice Bureau or Trading Standards office.
7. Title and Risk
7.1. The risk in the Goods shall pass to the Consumer Customer on collection by the Consumer Customer or by a carrier organised by the Consumer Customer, or on completion of delivery, and the Goods will be the Consumer Customer's responsibility from that time.
7.2. The Consumer Customer will own the Goods once Flyeralarm has received payment for the Goods in full (in cash or cleared funds) and payment for any other goods that Flyeralarm has supplied to the Consumer Customer in respect of which payment has become due.
8. Supply of Services
8.1. Flyeralarm will provide the Services using reasonable care and skill.
8.2. Subject to these Consumer Terms, Flyeralarm will grant the Consumer Customer a limited, revocable, non-transferable, non-sublicensable and non-exclusive licence to use the Services (and the Website) solely for his/her own non-commercial use. The Consumer Customer may not use the Services for any other purpose.
8.3. The Consumer Customer acknowledges and accepts that Flyeralarm cannot guarantee that:
8.3.1. any data generated, stored, transmitted or used via or in connection with the Services will be complete, accurate, secure, up to date, received or delivered correctly or at all;
8.3.2. the Services (or the Website) will always be available or be uninterrupted. The Services are provided by Flyeralarm using broadband telephony and therefore may sometimes be unavailable for causes outside Flyeralarm's control, such as failure of the Consumer Customer's broadband connection or internet service provider, power disruptions, the weather, a Force Majeure Event etc. The Services may also not be available due to suspension of the Services by Flyeralarm in accordance with these Consumer Terms.
8.4. Flyeralarm may suspend, withdraw, discontinue or change all or any part of the Services without notice. Flyeralarm will not be liable to the Consumer Customer if for any reason the Services are unavailable at any time or for any period.
8.5. The Consumer Customer is responsible for making all arrangements necessary for the Consumer Customer to have access to the Services.
8.6. Any use of the Website is governed by Flyeralarm’s Disclaimer, which includes important terms applicable to the Consumer Customer.
9. Consumer Customer's Obligations
9.1. The Consumer Customer shall:
9.1.1. use best endeavours to prevent any unauthorised access or use of the Customer Account;
9.1.2. ensure that the terms of the Order and the Goods Specification Data submitted by the Consumer Customer are complete and accurate;
9.1.3. provide Flyeralarm promptly with such information and materials (including, but not limited to, Goods Specification Data, Customer Data, and Delivery Information) as Flyeralarm may reasonably require to supply the Goods and/or Services, and ensure that such information is accurate in all material respects;
9.1.4. carry out all of the Consumer Customer’s responsibilities set out in this Agreement in a timely and efficient manner;
9.1.5. comply with all applicable laws and regulations with respect to its activities under this Agreement;
9.1.6. maintain a copy of any original Goods Specification Data file provided to Flyeralarm;
9.1.7. provide a current, valid email address and be aware that its email filter settings may treat Flyeralarm’s e-mails as spam or direct them to the Business Customer’s junk folder; and
9.1.8. co-operate with Flyeralarm in all matters relating to the supply of Goods and/or Services;
9.2. The Consumer Customer shall not:
9.2.1. access, store, distribute or transmit any Viruses, or any material during the course of its use of the Services and/or the order of the Goods (manufactured to the Consumer Customer’s Goods Specification Data) that is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive; facilitates illegal activity; depicts sexually explicit images; promotes unlawful violence; is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or in a manner that is otherwise illegal or causes damage or injury to any person or property;
9.2.2. except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under this Agreement, attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software in any form or media or by any means; or attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or access all or any part of the Services and/or the Website in order to build a product or service which competes with the Services and/or the Website; or set a link to the Website, unless otherwise agreed prior in writing.
9.3. If Flyeralarm's performance of any of its obligations in respect of the Services is prevented or delayed by any act or omission by the Consumer Customer or failure by the Consumer Customer to perform any relevant obligation (“Consumer Customer Default”):
9.3.1. Flyeralarm shall without limiting its other rights or remedies have the right to suspend performance of the Services until the Consumer Customer remedies the Consumer Customer Default, and to rely on the Consumer Customer Default to relieve it from the performance of any of its obligations to the extent the Consumer Customer Default prevents or delays Flyeralarm's performance of any of its obligations;
9.3.2. Flyeralarm shall not be liable for any costs or losses sustained or incurred by the Consumer Customer arising directly or indirectly from Flyeralarm's failure or delay to perform any of its obligations as set out in this clause 9.3; and
9.3.3. the Consumer Customer shall reimburse Flyeralarm on written demand for any costs or losses sustained or incurred by Flyeralarm arising directly or indirectly from the Consumer Customer Default.
10. Charges and Payment
10.1. The price for Goods shall be the price set out in the Order and shall be inclusive of all costs and charges of packaging, insurance and transport (other than deliveries on a Saturday) of the Goods which will be advised to the Consumer Customer before the Consumer Customer confirms its Order.
10.2. The charges for Preparatory Work, converting non-accessible file formats for Goods Specification Data into an Accessible File Format and Intermediate Goods or any other works not included in the price shall be agreed by the parties in writing and calculated on a time and materials basis in accordance with Flyeralarm's Standard Fee.
10.3. The Price of the Goods may change from time to time, but changes will not affect any Order the Consumer Customer has already placed. However, Flyeralarm reserves the right to increase the price of the Goods, by giving notice to the Consumer Customer at any time before delivery, to reflect any increase in the cost of the Goods to Flyeralarm that is due to:
10.3.1. any request by the Consumer Customer to change the Goods Specification Data, Customer Data and/or Delivery Information (e.g. recipient, Delivery Location, Delivery Method, payment information) (“Additional Costs and Charges”);
10.3.2. any request by the Consumer Customer to convert a non-accessible file format for Goods Specification Data into an Accessible File Format (whether or not Flyeralarm’s attempt is successful) ("Conversion Charges");
10.3.3. any request to recover archived data (e.g. search of files, decompression and preparation of data) for further processing (“Recovery Charges”); or
10.3.4. any delay caused by any instructions of the Consumer Customer in respect of the Goods or failure of the Consumer Customer to give Flyeralarm adequate or accurate information or instructions in respect of the Goods.
10.4. The Price List contains a large number of Goods. It is always possible that, despite Flyeralarm’s reasonable efforts, some of the Goods may be incorrectly priced. If Flyeralarm discovers an error in the Price of the Goods the Consumer Customer has ordered Flyeralarm will contact the Consumer Customer in writing to inform the Consumer Customer of this error and Flyeralarm will give the Consumer Customer the option of continuing to purchase the Goods at the correct Price or cancelling the Order. Flyeralarm will not process the Consumer Customer’s order until Flyeralarm has the Consumer Customer’s instructions. If Flyeralarm is unable to contact the Consumer Customer using the contact details the Consumer Customer provided during the order process, Flyeralarm will treat the Order as cancelled and notify the Consumer Customer in writing. If the pricing error is obvious and unmistakeable and could have reasonably been recognised by the Consumer Customer as a mispricing, Flyeralarm does not have to provide the Goods to the Consumer Customer at the incorrect (lower) price.
10.5. Subject to any amounts requested in advance by Flyeralarm, Flyeralarm shall invoice the Consumer Customer in writing on or at any time after completion of delivery or collection.
10.6. The Consumer Customer shall pay for the Goods and for any other amounts due under the Contract in full and in cash or cleared funds (to a bank account nominated in writing by Flyeralarm) at completion on delivery or collection, or, if agreed so by the parties in writing, immediately on receipt of Flyeralarm’s invoice. The time for payment shall be important and any delay in performing the duty will be ground for cancelling the Contract.
10.7. The Consumer Customer agrees and accepts the following handling fees:
10.7.1. GBP 7.56 (excl. VAT) for any cash payment; or
10.7.2. two (2) per cent of the Price with a minimum of GBP £4.20 for any credit card; Flyeralarm will not charge the Consumer Customer's credit card until delivery.
10.8. If the Consumer Customer fails to make any payment due to Flyeralarm under the Contract by the due date for payment, then the Consumer Customer shall pay Flyeralarm on demand GBP £20 in damages. The parties confirm that this sum represents a genuine pre-estimate of Flyeralarm's loss. The Consumer Customer shall pay this fixed or determined sum agreed by the parties together with any other amount due under this Agreement.
10.9. All amounts payable by the Consumer Customer under the Contract include VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of the Order and the date of delivery, Flyeralarm will adjust the VAT the Consumer Customer pays, unless the Consumer Customer has already paid for the Goods in full before the change in VAT takes effect.
11. Proprietary Rights
11.1. The Consumer Customer acknowledges and agrees that
11.1.1. all Intermediate Goods are the exclusive property of Flyeralarm;
11.1.2. Flyeralarm and/or its licensors own all Intellectual Property Rights in the manufactured Goods (including, but not limited to, the graphical layout, images and text marks), the Services and the Website (“Flyeralarm Intellectual Property Rights”); and
11.1.3. nothing in this Agreement shall be construed as conferring any licence or granting any rights in favour of the Consumer Customer in relation to the Flyeralarm Intellectual Property Rights.
11.2. Flyeralarm confirms that it has all the rights in relation to the Goods, the Services and the Website that are necessary to grant all the rights it purports to grant under, and in accordance with this Agreement.
11.3. The Consumer Customer only has a revocable limited licence to use the Flyeralarm Intellectual Property Rights for the purposes of this Agreement. In the event that the Consumer Customer wishes to purchase the assignment of the Flyeralarm Intellectual Property Rights in the Goods or any Intermediate Goods, the Consumer Customer may contact Flyeralarm to agree any terms and payment provisions in relation to this assignment under a separate agreement.
11.4. The Consumer Customer confirms that it has and will maintain all necessary licences, consents, and permissions necessary to use the Goods Specification Data that are necessary to grant all the rights it purports to grant under, and in accordance with this Agreement.
11.5. For the avoidance of doubt, the Consumer Customer will grant Flyeralarm a licence to use copy, transmit, store, and back-up the Goods Specification Data to perform its obligations under this Agreement.
12. Data Protection
13.1. Unless otherwise agreed by the parties in writing, the Consumer Customer shall keep in strict confidence all technical or commercial know-how, specifications, inventions, processes or initiatives which are of a confidential nature and have been disclosed to the Consumer Customer by Flyeralarm, its employees, agents or subcontractors, and any other confidential information concerning Flyeralarm's business, its products and services which the Consumer Customer may obtain. The Consumer Customer shall only disclose such confidential information to those of its employees, agents and subcontractors who need to know it for the purpose of discharging the Consumer Customer's obligations under the Contract, and shall ensure that such employees, agents and subcontractors comply with the obligations set out in this clause as though they were a party to the Contract. The Consumer Customer may also disclose such of the Flyeralarm's confidential information as is required to be disclosed by law, any governmental or regulatory authority or by a court of competent jurisdiction. This clause 13 shall survive termination of the Contract.
14. Limitation of Liability
14.1. If Flyeralarm fails to comply with these Terms, Flyeralarm shall be responsible for loss or damage the Consumer Customer suffers that is a foreseeable result of Flyeralarm’s breach of the Terms or Flyeralarm’s negligence, but Flyeralarm shall not be responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious consequence of Flyeralarm’s breach or if it was contemplated by the Consumer Customer and Flyeralarm on the Commencement Date.
14.2. Flyeralarm only supplies the Goods for domestic and private use under this Agreement. The Consumer Customer agrees not to use the Goods for any commercial, business or re-sale purpose. Flyeralarm shall have no liability to the Consumer Customer for any loss of profit, loss of business, business interruption, or loss of business opportunity. 14.3. Flyeralarm does not in any way exclude or limit its liability for:
14.3.1. death or personal injury caused by Flyeralarm’s negligence; or the negligence of Flyeralarm’s employees, agents or subcontractors;
14.3.2. fraud or fraudulent misrepresentation;
14.3.3. any breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession);
14.3.4. any breach of the terms implied by section 13 to 15 of the Sale of Goods Act 1979 (description, satisfactory quality, fitness for purpose and samples); and
14.3.5. defective products under the Consumer Protection Act 1987.
14.4. This clause 14 shall survive cancellation of the Contract.
15. Cancellation Right
15.1. As a consumer, the Consumer Customer has a legal right to cancel a Contract under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 during the period set out below in Clause 15.3. This means that during the relevant period if the Consumer Customer changes his/her mind or decides for any other reason that she/he does not want to receive or keep a Good, the Consumer Customer can notify Flyeralarm of his/her decision to cancel the Contract and receive a refund. Advice about the Consumer Customer’s legal right to cancel the Contract is available from any local Citizens' Advice Bureau or Trading Standards office.
15.2. However, this cancellation right does not apply if:
15.2.1. Goods are made to the Consumer Customer's specifications (Goods Specification Data) or are clearly personalised; or
15.3. The Consumer Customer’s deadline for cancelling the Contract depends on what the Consumer Customer has ordered and how it is delivered, if the Contract is for:
15.3.1. one single Good (which is not delivered in instalments on separate days), the end of the cancellation period date is 14 days after the day on which the Consumer Customer receives the Product; or
15.3.2. one Good which is delivered in instalments on separate days, or multiple Goods which are delivered on separate days, the end of the cancellation period date is 14 days after the day on which the Consumer Customer receives the last instalment of the Good or the last of the separate Goods ordered.
15.4. The Consumer Customer may cancel a Contract using his/her Customer Account or she/he will may notify Flyeralarm by e-mail, by telephone on 020 3 180 1522 or by post to 12 Melcombe Place, NW1 6JJ London. If the Consumer Customer is e-mailing Flyeralarm or writing to Flyeralarm she/he may or may not use the Model Cancellation Form set out below but in any event the Consumer Customer should include details of the Order to help Flyeralarm to identify it. If the Consumer Customer sends Flyeralarm his/her cancellation notice by e-mail or by post, then the cancellation is effective from the date the Consumer Customer sends Flyeralarm the e-mail or post the letter to Flyeralarm.
Model Cancellation Form
TO FLYERALARM Limited, 12 Melcombe Place, NW1 6JJ London +44 208 616 3352 email@example.com
I/We [*] hereby give notice that I/we [*] cancel my/our contract of sale of the following goods [*]/for the supply of the following service [*],
Ordered on[*]/received on[*]
Name of consumer(s),
Address of consumer(s),
Signature of consumer(s) (only if this form is notified on paper),
[*] Delete as appropriate
15.5. If the Consumer Customer cancels his/her Contract Flyeralarm will:
15.5.1. refund the price the Consumer Customer paid for the Goods. However, the Consumer Customer should know that Flyeralarm is permitted by law to reduce the refund to reflect any reduction in the value of the Goods, if this has been caused by the Consumer Customer handling them in a way which would not be permitted in a shop. If Flyeralarm refunds the price paid before Flyeralarm is able to inspect the Goods and later discovers the Consumer Customer has handled them in an unacceptable way, the Consumer Customer must pay Flyeralarm an appropriate amount.
15.5.2. refund any delivery costs the Consumer Customer has paid, although, as permitted by law, the maximum refund will be the costs of delivery by the least expensive delivery method Flyeralarm offers (provided that this is a common and generally acceptable method). For example, if Flyeralarm offers delivery of a Good within 3-5 days at one cost but the Consumer Customer chooses to have the Goods delivered within 24 hours at a higher cost, then Flyeralarm will only refund what the Consumer Customer would have paid for the cheaper delivery option.
15.5.3. make any refunds due to the Consumer Customer as soon as possible and in any event within the deadlines indicated below:
188.8.131.52. if the Consumer Customer has received the Goods and Flyeralarm has not offered to collect it from the Consumer Customer: 14 days after the day on which Flyeralarm receives the Good back from the Consumer Customer or, if earlier, the day on which the Consumer Customer provides Flyeralarm with evidence that she/he has sent the Good back to Flyeralarm. For information about how to return a Good to Flyeralarm, see clause 15.8; and
184.108.40.206. if the Consumer Customer has not received the Goods or the Consumer Customer has received it and Flyeralarm has offered to collect it from the Consumer Customer: 14 days after the Consumer Customer informs Flyeralarm of his/her decision to cancel the Contract.
15.6. If the Consumer Customer has returned the Goods to Flyeralarm under this clause 15 because they are faulty or mis-described, Flyeralarm will refund the price of the Goods in full, together with any applicable delivery charges, and any reasonable costs the Consumer Customer incurs in returning the item to Flyeralarm.
15.7. Flyeralarm will refund the Consumer Customer on the credit card or debit card used by the Consumer Customer to pay. If the Consumer Customer used vouchers to pay for the Good Flyeralarm may refund the Consumer Customer in vouchers.
15.8. If a Good has been delivered to the Consumer Customer before she/he decides to cancel his/her Contract:
15.8.1. then the Consumer Customer must return it to Flyeralarm without undue delay and in any event not later than 14 days after the day on which the Consumer Customer let Flyeralarm know that she/he wishes to cancel the Contract. The Consumer Customer can either send it back, return it to Flyeralarm or hand it to Flyeralarm's authorised carrier.
15.8.2. unless the Product is faulty or not as described (in this case, see clause 15.6), the Consumer Customer will be responsible for the cost of returning the Goods to us. If the Goods is one which cannot be returned by post, Flyeralarm estimates that if the Consumer Customer uses the carrier which delivered the Goods to the Consumer Customer, these costs should not exceed the sums Flyeralarm charged the Consumer Customer for delivery. If Flyeralarm has offered to collect the Goods from the Consumer Customer, Flyeralarm will charge the Consumer Customer the direct cost to Flyeralarm of collection;
15.9. Because the Consumer Customer is a consumer, Flyeralarm is under a legal duty to supply Goods that are in conformity with this Contract. As a consumer, the Consumer Customer has legal rights in relation to Goods that are faulty or not as described. These legal rights are not affected by the Consumer Customer's right of return and refund in this clause 15 or anything else in these Consumer Terms. Advice about legal rights is available from any local Citizens' Advice Bureau or Trading Standards office.
15.10. The Consumer Customer may also cancel an Order where the Consumer Customer chooses to cancel because Flyeralarm is affected by an Event Outside Flyeralarm's Control or Flyeralarm changes these Consumer Terms under clause 21 to the Customer’s material disadvantage.
15.11. Once Flyeralarm has begun to provide the Services to the Consumer Customer, the Consumer Customer may cancel the contract for the Services at any time by stopping the use of the Services.
15.12. Flyeralarm may cancel an Order before the Goods are delivered, due to an Event Outside Flyeralarm's Control or the unavailability of stock. In this event Flyeralarm will promptly notify the Consumer Customer, and:
15.12.1. if the Consumer Customer has made any payment in advance for Goods that have not been delivered, Flyeralarm will refund these amounts to the Consumer Customer;
15.12.2. where Flyeralarm has already started work on Goods manufactured in accordance with the Goods Specification Data supplied by the Customer, Flyeralarm will not charge the Consumer Customer anything and the Consumer Customer will not have to make any payment to Flyeralarm.
15.13. Notwithstanding Clause 15.12, Flyeralarm may cancel an Order immediately on written notice, and without having to pay any compensation to the Consumer Customer if:
15.13.1. the Consumer Customer does not pay Flyeralarm when the Consumer Customer is supposed to; or
15.13.2. the Consumer Customer breaks this Agreement in any other material way (e.g. rejects a delivery of Goods without having a cancellation right under this clause 15) and the Consumer Customer does not correct or fix the situation within 30 days of Flyeralarm asking the Consumer Customer in writing to do so.
15.14. On cancellation of the Contract by Flyeralarm in accordance with clause 15.13:
15.14.1. the Consumer Customer shall immediately pay to Flyeralarm all of Flyeralarm's outstanding unpaid invoices and interest and, in respect of services supplied but for which no invoice has yet been submitted (including, but not limited to, Preparatory Works and Intermediate Goods), Flyeralarm shall submit an invoice, which shall be payable by the Consumer Customer immediately on receipt;
15.14.2. the Consumer Customer shall return all of the Goods which have not been fully paid for. If the Consumer Customer fails to do so, then Flyeralarm may enter the Consumer Customer's premises and take possession of them. Until they have been returned, the Consumer Customer shall be solely responsible for their safe keeping and will not use them for any purpose not connected with the Contract;
15.14.3. the accrued rights and remedies of the parties as at cancellation shall not be affected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of cancellation or expiry; 15.14.4. any licences granted under the Contract shall be revoked; and
15.14.5. clauses which expressly or by implication have effect after cancellation shall continue in full force and effect.
15.15. For the avoidance of doubt, a termination of the Contract for any reason shall not affect the supply of Services under the Business Terms.
16. Electronic invoicing, changing invoices
16.1 The customer agrees to receiving an invoice via electronic means. 16.2 Errors are excepted for the invoices generated by us. We will be able to generate a new, corrected invoice for up to six weeks after the customer received the original invoice. The customer must request any changes to the invoice in writing, detailing the invoice line items to be amended, within the six week deadline period. The invoice will count as accepted six weeks after receipt by the customer. No more changes to the invoice are possible after this period. This also applies to any desired changes to the invoice recipient or invoicing address. The six week period does not affect the obligation to pay or the obligation to notify of defects within the shorter period defined within these General Terms and Conditions.
17. Event Outside Flyeralarm's Control
17.1. Flyeralarm will not be liable or responsible for any failure to perform, or delay in performance of, any of Flyeralarm's obligations under this Agreement that is caused by an Event Outside Flyeralarm's Control.
17.2. For the purposes of this Agreement, an Event Outside Flyeralarm's Control means any event beyond Flyeralarm’s reasonable control including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of Flyeralarm or any other party), failure of a utility service or transport network, failure of public or private telecommunications networks act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, draught, storm or default of suppliers, subcontractors, or the Consumer Customer (including inadequacy or unsuitability of any instructions, electronic file or other data or materials such as the Goods Specification Data, Customer Data or Delivery Information supplied by the Consumer Customer).
17.3. If an Event Outside Flyeralarm's Control takes place that affects the performance of Flyeralarm’s obligations under these Consumer Terms:
17.3.1. Flyeralarm will contact the Consumer Customer as soon as reasonably possible to notify the Consumer Customer; and
17.3.2. Flyeralarm’s obligations under these Consumer Terms will be suspended and the time for performance of Flyeralarm’s obligations will be extended for the duration of the Event Outside Flyeralarm's Control. Where the Event Outside Flyeralarm's Control affects Flyeralarm’s delivery of Goods to the Consumer Customer, Flyeralarm will arrange a new delivery date with the Consumer Customer after the Event Outside Flyeralarm's Control is over. Where the Event Outside Flyeralarm's Control affects Flyeralarm’s performance of Services to the Consumer Customer, Flyeralarm will restart the Services as soon as reasonably possible after the Event Outside Flyeralarm's Control is over.
17.4. The Customer may cancel the contract if an Event Outside Flyeralarm's Control takes place which has continued for more than  days and the Consumer Customer no longer wishes Flyeralarm to provide the Goods and/or Services.
17.5. Flyeralarm may cancel the Contract if the Event Outside Flyeralarm's Control continues for longer than  days in accordance with Flyeralarm’s cancellation rights in clause 15.
18. Transfer of Rights and Obligations
18.1. Flyeralarm may at any time transfer all or any of its rights under this Agreement to any third party, but this will not affect the Consumer Customer’s rights or Flyeralarm’s obligations under these Consumer Terms. 17.2. The Consumer Customer shall not, without the prior written consent of Flyeralarm, transfer all or any of its rights or obligations under this Agreement. However if the Consumer Customer has purchased Goods as a gift, the Consumer Customer may transfer the benefit of the Flyeralarm guarantee in clause 6.1 to the recipient of the gift without needing to ask for Flyeralarm's consent.
19. How to Contact Flyeralarm
19.1. If the Consumer Customer has any questions or if the Consumer Customer has any complaints, he should contact Flyeralarm by telephoning Flyeralarm's customer service team at 020 3 180 1522 or by e-mailing Flyeralarm at firstname.lastname@example.org.
19.2. If the Consumer Customer wishes to contact Flyeralarm in writing, or if any clause in these Consumer Terms requires the Consumer Customer to give Flyeralarm notice in writing (for example, to cancel the Contract), the Consumer Customer can send this to Flyeralarm by e-mail, by hand, or by pre-paid post to FLYERALARM at 12 Melcombe Place, NW1 6JJ London. Flyeralarm will confirm receipt of this by contacting the Consumer Customer in writing. If Flyeralarm has to contact the Consumer Customer or give the Consumer Customer notice in writing, Flyeralarm will do so by e-mail, by hand, or by pre-paid post to the address the Consumer Customer provide to Flyeralarm in the Order.
20.1. Each of the paragraphs of these Consumer Terms operates separately. If any court or relevant authority decides that any of them are unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
21.1. If Flyeralarm fails to insist that the Consumer Customer performs any of his/her obligations under these Consumer Terms, or if Flyeralarm does not enforce its rights against the Consumer Customer, or if Flyeralarm delays in doing so, that will not mean that Flyeralarm has waived its rights against the Consumer Customer and will not mean that the Consumer Customer does not have to comply with those obligations. If Flyeralarm does waive a default by the Consumer Customer, Flyeralarm will only do so in writing, and that will not mean that Flyeralarm will automatically waive any later default by the Consumer Customer.
22.1. Flyeralarm may amend these Consumer Terms from time to time.
22.2. Every time the Consumer Customer orders Goods from Flyeralarm, the Consumer Terms in force at the time of the Order will apply to the Contract.
22.3. If Flyeralarm has to revise these Consumer Terms as they apply to the Order, Flyeralarm will contact the Consumer Customer to give him/her reasonable advance notice of the changes and let the Consumer Customer know how to cancel the Contract if she/he is not happy with the changes. The Consumer Customer may cancel either in respect of all the affected Goods or just the Goods she/he has yet to receive. If the Consumer Customer opts to cancel, she/he will have to return (at Flyeralarm’s cost) any relevant Goods she/he has already received and Flyeralarm will arrange a full refund of the price the Consumer Customer has paid, including any delivery charges.
23. Other Important Consumer Terms
23.1. All of these Consumer Terms shall apply to the supply of both Goods and Services except where application to one or the other is specified.
23.2. Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, nor constitute either party the agent of another party for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
23.3. This Agreement is between Flyeralarm and the Consumer Customer. No other person shall have any rights to enforce any of its terms, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise. However, if the Consumer Customer is a consumer, the recipient of the Consumer Customer’s gift of a Good will have the benefit of Flyeralarm’s guarantee at clause 6.1, but Flyeralarm and the Consumer Customer will not need their consent to cancel or make any changes to these Consumer Terms.
24. Governing Law and Jurisdiction
23.1. This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
24.2. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims). If the Consumer Customer is a resident of Northern Ireland or Scotland, the Consumer Customer may also bring proceedings in Northern Ireland or Scotland respectively.