Terms and conditions
This page (together with the documents referred to on it) tells you the terms and conditions on which we supply any of the products (Products) listed on our website to you. Please read these terms and conditions carefully before ordering any Products from our site. You should understand that by ordering any of our Products, you agree to be bound by these terms and conditions.
You should print a copy of these terms and conditions for future reference.
Please click on the button marked “I Accept” at the end of these terms and conditions if you accept them. Please understand that if you refuse to accept these terms and conditions, you will not be able to order any Products from our site.
1. INFORMATION ABOUT US
Ortis is a site operated by BBI Healthcare Limited (we). We are registered in England and Wales under company number 5623945 and with our registered office at Berry Smith LLP, Haywood House, Dumfries Place, Cardiff, CF10 3GA. Our main trading address is Unit 1 Pencoed Technology Park, Pencoed, Glamorgan, CF35 5AQ. Our VAT number is 869 8102 83.
2. YOUR STATUS
2.1 By placing an order through our site, you warrant that: -
(a) You are legally capable of entering into binding contracts;
(b) You are at least 18 years old;
(c) You are resident in one of the United Kingdom or Ireland; and
(d) You are accessing our site from either the United Kingdom or Ireland.
3. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
3.1 After placing an order, you will receive an e-mail from us acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your order constitutes an offer to us to buy a Product. All orders are subject to acceptance by us, and we will confirm such acceptance to you by sending you an e-mail that confirms that the Product has been dispatched (the Dispatch Confirmation). The contract between us (Contract) will only be formed when we send you the Dispatch Confirmation.
3.2 The Contract will relate only to those Products whose dispatch we have confirmed in the Dispatch Confirmation. We will not be obliged to supply any other Products which may have been part of your order until the dispatch of such Products has been confirmed in a separate Dispatch Confirmation.
4. OUR STATUS
4.1 Please note that in some cases, we accept orders as agents on behalf of third party sellers. The resulting legal contract is between you and that third party seller, and is subject to the terms and conditions of that third party seller, which they will advise you of directly. You should carefully review their terms and conditions applying to the transaction.
4.2 We may also provide links on our site to the websites of other companies, whether affiliated with us or not. We cannot give any undertaking, that products you purchase from third party sellers through our site, or from companies to whose website we have provided a link on our site, will be of satisfactory quality, and any such warranties are DISCLAIMED by us absolutely. This DISCLAIMER does not affect your statutory rights against the third party seller. We will notify you when a third party is involved in a transaction, and we may disclose your customer information related to that transaction to the third party seller.
5. CONSUMER RIGHTS
5.1 If you are contracting as a consumer, you may cancel a Contract at any time within seven working days, beginning on the day after you received the Products. In this case, you will receive a full refund of the price paid for the Products in accordance with our refunds policy (set out in paragraph 10 below).
5.2 To cancel a Contract, you must inform us in writing and return the Product(s) to us immediately, in the same condition in which you received them, and at your own cost and risk.
5.3 Details of this statutory right, and an explanation of how to exercise it, are provided in the Dispatch Confirmation. This provision does not affect your statutory rights.
6. AVAILABILITY AND DELIVERY
6.1 Unless otherwise agreed in writing by us, delivery of the Products will take place at the Delivery Point.
6.2 Next working day delivery (when paid for) is guaranteed if orders are placed before 12pm.
6.3 Any dates specified by us for delivery of the Products are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.
6.4 Subject to the other provisions of these conditions we shall not be liable for any direct, indirect or consequential loss (all three of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Products (even if caused by our negligence), nor shall any delay entitle you to terminate or rescind the Contract unless such delay exceeds 180 days
6.5 If for any reason you fail to accept delivery of any of the Products when they are ready for delivery, or we are unable to deliver the Products on time because you have not provided appropriate instructions, documents, licences or authorisations:
(a) risk in the Products shall pass to you (including for loss or damage caused by our negligence);
(b) the Products shall be deemed to have been delivered; and
(c) we may store the Products until delivery, whereupon you shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
6.6 You shall provide at the Delivery Point and at its expense adequate and appropriate equipment and manual labour for loading and unloading the Products.
6.7 Your signature on the delivery note shall constitute acceptance of the Products including but not limited to their quality and quantity
6.8 We may deliver the Products by separate instalments. Each separate instalment shall be invoiced and paid for in accordance with the provisions of the Contract.
6.9 Each instalment shall be a separate Contract and no cancellation or termination of any one Contract relating to an instalment shall entitle you to repudiate or cancel any other Contract or instalment.
7. RISK AND TITLE
7.1 Ownership of the Products shall not pass to you until we have received in full (in cash or cleared funds) all sums due to it in respect of:
(a) the Products; and
(b) all other sums which are or which become due to us from you on any account.
7.2 Until ownership of the Products has passed to you, you shall:
(a) hold the Products on a fiduciary basis as our bailee;
(b) store the Products (at no cost to us) separately from all other products of you 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 the Products; and
(d) maintain the Products in satisfactory condition and keep them insured on our behalf for their full price against all risks to the reasonable satisfaction of us. On request you shall produce the policy of insurance to us.
7.3 You may resell the Products before ownership has passed to it solely on the following conditions:
You may resell the Products before ownership has passed to it solely on the following conditions:
(a) any sale shall be effected in the ordinary course of your business at full market value; and
(b) any such sale shall be a sale of our property on your own behalf and you shall deal as principal when making such a sale.
7.4 Your rights to possession of the Products shall terminate immediately if:
(a) you have a bankruptcy order made against you or you make an arrangement or composition with your creditors, or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (being a body corporate) convenes a meeting of creditors (whether formal or informal), or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or manager, administrator or administrative receiver appointed of its undertaking or any part thereof, or documents are filed with the court for the appointment of an administrator of you or notice of intention to appoint an administrator is given by you or your directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a resolution is passed or a petition presented to any court for the winding-up you or for the granting of an administration order in respect of you, or any proceedings are commenced relating to the insolvency or possible insolvency of you; or
(b) you suffer or allow any execution, whether legal or equitable, to be levied on your property or obtained against you, or fail to observe or perform any of your obligations under the Contract or any other contract between us and you, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or you cease to trade; or
(c) you encumber or in any way charge any of the Products.
7.5 We shall be entitled to recover payment for the Products notwithstanding that ownership of any of the Products has not passed from us.
7.6 You grant us, our agents and employees an irrevocable licence at any time to enter any premises where the Products are or may be stored in order to inspect them, or, where your rights to possession have terminated, to recover them.
7.7 Where we are unable to determine whether any Products are the products in respect of which your rights to possession have terminated, you shall be deemed to have sold all products of the kind sold by us to you in the order in which they were invoiced.
7.8 On termination of the Contract, howsoever caused, our (but not your) rights contained in this condition 8 shall remain in effect.
8. PRICE AND PAYMENT
8.1 The price of any Products will be as quoted on our site from time to time, except in cases of obvious error.
8.2 Products ordered that are a total less than £50 in value will be subject to a packaging and freight charge.
8.3 The price for the Products shall be exclusive of any VAT and the charge as detailed in clause 9.2 of which amounts you shall pay in addition when it is due to pay for the Products. The price shall be inclusive of all costs or charges in relation to packaging, loading, unloading, carriage and insurance subject to clause 9.2 above.
8.4 Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you a Dispatch Confirmation.
8.5 Our site contains a large number of Products and it is always possible that, despite our best efforts, some of the Products listed on our site may be incorrectly priced. We will normally verify prices as part of our dispatch procedures so that, where a Product’s correct price is less than our stated price, we will charge the lower amount when dispatching the Product to you. If a Product’s correct price is higher than the price stated on our site, we will normally, at our discretion, either contact you for instructions before dispatching the Product, or reject your order and notify you of such rejection.
8.6 We are under no obligation to provide the Product to you at the incorrect (lower) price, even after we have sent you a Dispatch Confirmation, if the pricing error is obvious and unmistakable and could have reasonably been recognised by you as a mis-pricing.
8.7 Payment for all Products must be by credit or debit card. We accept payment with cards as listed on our website from time to time.
9. RETURN OF PRODUCTS
9.1 Products may only be returned to us if we have given our prior written consent and issued a returns reference number.
9.2 Products shall be deemed to be in accordance with your order unless you notify us in writing within 48 hours of delivery.
9.3 We do not supply products on a “Sale or Return” basis.
9.4 Products returned by you because of a defect will be refunded in full, including a refund of the delivery charges for sending the item to you and the cost incurred by you in returning the item to us.
9.5 Products returned by you within the seven-day cooling-off period (see paragraph 6.1 above) will be refunded in full, including the cost of sending the item to you. However, you will be responsible for the cost of returning the item to us.
10. OUR LIABILITY
10.1 We warrant to you that upon delivery and for the period from the date of delivery to the best before date any Product purchased from us through our site is of satisfactory quality. Where we are not the manufacturer of the Product, we shall endeavour to transfer to you the benefit of any warranty or guarantee given to us.
10.2 Our liability in connection with any Product purchased through our site is strictly limited to the purchase price of that Product.
10.3 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied, as applicable, by section 12 of the Sale of Goods Act 1979, Section 2 of the Supply of Goods and Services Act 1982 or section 8 of the Supply of Goods (Implied Terms) Act 1973) are to the fullest extent permitted by law, excluded from the Contract.
10.4 This does not include or limit in any way our liability: -
(a) For death or personal injury caused by our negligence;
(b) Under section 2(3) of the Consumer Protection Act 1987;
(c) For fraud or fraudulent misrepresentation; or
(d) For any matter for which it would be illegal for us to exclude, or attempt to exclude, our liability.
10.5 We accept no liability for any loss of income or revenue, loss of business, loss of profits or contracts, loss of anticipated savings, loss of data, waste of management or office time or for any indirect or consequential loss or damage of any kind however arising and whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable.
10.6 Where you buy any Product from a third party seller through our site, the seller’s individual liability will be set out in the seller’s terms and conditions.
11. IMPORT DUTY
11.1 If you order Products from our site for delivery outside the UK, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes. Please note that we have no control over these charges and cannot predict their amount. Please contact your local customs office for further information before placing your order.
11.2 Please also note that you must comply with all applicable laws and regulations of the country for which the products are destined. We will not be liable for any breach by you of any such laws.
12. INTELLECTUAL PROPERTY RIGHTS
Nothing in the Contract shall give you any rights in respect of any intellectual property rights (including but not limited to any and all copyrights, patents, database rights and rights in trademarks, design, know-how and confidential information (whether registered or unregistered)) used by us in relation to the Products or of the goodwill associated therewith, and you hereby acknowledge that, except as expressly provided in the Contract you shall not acquire any rights in respect thereof and that all such rights and goodwill are, and shall remain, vested us.
13. WRITTEN COMMUNICATIONS
Applicable laws require that some of the information or communications we send to you should be in writing. When using our site, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
All notices given by you to us must be given to BBI Healthcare Limited at 1 Pencoed Technology Park, Pencoed, Glamorgan, CF35 5AQ or firstname.lastname@example.org. We may give notice to you at either the e-mail or postal address you provide to us when placing an order, or in any of the ways specified in paragraph 14. Notice will be deemed received and properly served immediately when posted on our website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail, which such e-mail was sent to the specified e-mail address of the addressee.
15. TRANSFER OF RIGHTS AND OBLIGATIONS
15.1 The contract between you and us is binding on you and us and on our respective successors and assigns.
15.2 You may not transfer, assign, charge or otherwise dispose of a Contract, or any of your rights or obligations arising under it, without our prior written consent.
15.3 We may transfer, assign, charge, sub-contract or otherwise dispose of a Contract, or any of our rights or obligations arising under it, at any time during the term of the Contract.
16. EVENTS OUTSIDE OUR CONTROL
We reserve the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Products ordered by you (without liability to you) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of us including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 180 days, you shall be entitled to give notice in writing to us to terminate the Contract.
Any waiver by us of any breach of, or any default under any provision of the Contract by you shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract.
If any of these terms and Conditions or any provisions of a Contract are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.
19. ENTIRE AGREEMENT
These terms and conditions and any document expressly referred to in them represent the entire agreement between us in relation to the subject matter of any Contract and supersede any prior agreement, understanding or arrangement between us, whether oral or in writing.
20. OUR RIGHT TO VARY THESE TERMS AND CONDITIONS
20.1 We have the right to revise and amend these terms and conditions from time to time.
20.2 You will be subject to the policies and terms and conditions in force at the time that you order products from us, unless any change to those policies or these terms and conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by you), or if we notify you of the change to those policies or these terms and conditions before we send you the Dispatch Confirmation (in which case we have the right to assume that you have accepted the change to the terms and conditions, unless you notify us to the contrary within seven working days of receipt by you of the Products).
21. CONTRACT (RIGHTS OF THIRD PARTIES) ACT 1999
The Parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it.
22. LAW AND JURISDICTION
Contracts for the purchase of Products through our site will be governed by the laws of England and Wales. Any dispute arising from, or related to, such Contracts shall be subject to the exclusive jurisdiction of the courts of England and Wales.