Company is SPS Pouches Limited
Customer is the buyer of the Goods
Goods are the products and services supplied by the Company
Website is the content of www.spspouches.com
The following terms and conditions which may be varied from time to time by the Company will govern this transaction and all contracts between the parties for the supply of Goods except as otherwise specifically agreed in writing by the Company and the Customer.
Unless expressly stated otherwise, all prices will be quoted in GBP Sterling.
Unless confirmed in writing, the Company shall not be bound by any oral warranty or representation given or made on its behalf, nor by any implied term.
The Company shall endeavour to ensure that the Goods comply with the quality and dimensions of any sample provided by the Company, and no responsibility can be accepted by the Company for discrepancies between the sample and the Goods.
Any query shall be notified in writing to the Company within the earlier of 7 days of the Customer being aware of the issue or the date of invoice, unless it relates to quality of the Goods when any query shall be notified in writing to the Company within 7 days of the first delivery of the Goods. No claims will be accepted if notified to the Company beyond these dates.
In accordance with the above paragraph, where there is a quantity shortfall, the Customer may request in writing within 7 days of the Customer being aware of or informed of the final production quantity, that the Company produce additional Goods to fulfil the original quantity. In the absence of such a request the Company may provide a credit note for the shortfall and any further Goods required will require a new and separate order from the Customer.
Where the Customer makes a complaint and after reasonable time for investigation and examination of the relevant Goods the Company accepts the complaint, the Company shall be entitled to replace such Goods, or accept the return of the faulty Goods and to credit the Customer with the proportion of the sale price or agree an allowance with the Customer.
All prices quoted are exclusive of VAT which will be added at the prevailing rate.
For deliveries outside the UK the Company is not liable for any local duties or taxes related to importation or delivery of goods.
Time for delivery of the Goods shall not be of the essence.
The Company shall not be liable for any delay in delivery of the Goods however caused.
Delivery of the Goods shall be made to the address notified by the Customer. Changes to delivery instructions will be at the Customer’s expense.
Lead times are an estimate only and cannot be guaranteed. Upon giving reasonable notice to the Customer, the Goods may be delivered in advance of the quoted delivery date.
Short delivery or damage to Goods in transit must be notified in writing to the Company within 24 hours of receipt of Goods.
If the Customer fails to take delivery or to give the Company adequate delivery instructions at the time stated for delivery of the Goods, then without prejudice to any other right available to the Company, until subsequently delivered, the Company may store the Goods and charge the Customer for the reasonable costs of storage including but not limited to insurance.
Time specific deliveries may be available at an extra cost to be agreed at the time. Deliveries are not otherwise time specific and must be accepted Monday to Friday inclusive (excluding public holidays) between 8am to 6pm inclusive. Where are a delivery fails through no fault of the Company, the Customer remains liable for any re-delivery charge or other costs related to the goods having to be returned to the Company.
For orders where the goods are delivered in instalments, each delivery shall constitute a separate contract and failure by the Company to deliver any one or more of the instalments or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the contract as a whole as repudiated.
The Company shall not accept liability for delivery, when the Customer requests and arranges deliveries to be made by its own or nominated agents.
Unless agreed otherwise payment terms are strictly in advance.
For approved credit account Customers, full payment is required within 30 days of the invoice date.
The Company reserves the right to charge interest at 8% over Base Rate on amounts outstanding after the due date.
Unless agreed otherwise in advance in writing by the Company, the Customer agrees it will accept immediate delivery of the quantity ordered including the final quantity manufactured within the agreed tolerances.
The Company shall have the option to rescind any contract or order between the Company and the Customer including suspending delivery of goods and notifying the Customer accordingly, in any of the following circumstances:
(a) if any amount owed by the Customer to the Company is overdue for payment
(b) if the Customer is in breach of any term or contract with the Company
(c) if the Customer ceases or threatens to cease trading, enters into any composition or arrangement with or for the benefit of its creditors, or has a receiving order in bankruptcy made against it, or a receiver or administrator is appointed, or goes into liquidation either voluntary or compulsory, or the Company reasonably anticipates that any of these events is about to occur in relation to the Customer. In any of these circumstances, if the Goods have been delivered but not paid for the full balance shall become due and payable immediately, overriding any previous arrangements, and the Company is entitled to recover any delivered Goods from the Customer’s premises for any that have not been paid for in full.
Once an order has been accepted by the Company it may only be cancelled by the Customer with the agreement in writing of the Company, and provided that the Customer indemnifies the Company in full against all costs and losses, including but not limited to loss of profit as a result of the cancellation.
Any artwork supplied by the Customer is at the Customer’s risk and the Company accepts no liability for this.
Once final artwork has been approved by the Customer and cylinders produced, any changes will extend any quoted lead times and incur additional costs for the Customer.
The Company is not liable for any errors or mistakes including typographical or technical information in the artwork that has been overlooked by the Customer. The Customer is responsible for all designs irrespective if the design has been created or amended by the Company. All changes required must be confirmed by the Customer in writing.
All drawings, artwork, designs, sketches and samples prepared by the Company and the intellectual property rights therein shall remain the property of the Company and shall be returned to it by the Customer on demand. All such drawings, artwork, designs, sketches and samples are confidential and shall not be copied or reproduced or disclosed to any third party and without the prior written consent of The Company, shall not be used to manufacture or obtain from a third party any packaging or similar product that has been ordered from the Company.
If the goods are to be manufactured or designed by the Company in accordance with a specification submitted by the Customer, it shall indemnify the Company against all damages and costs.
Cylinders, plates, tools, moulds or similar items used in the manufacturing process will remain the property of the Company or its suppliers, whether or not a charge is made for these to the Customer, and are only valid for 2 years after which they may need replacing at the Customer’s expense. All cylinders, plates, tools, moulds or similar items which have not been used for 2 years may be scrapped without reference to the Customer.
For drawings, artwork, designs, sketches, samples, cylinders, plates, tools, moulds or similar items, the Company shall have the exclusive rights to any copyright, patents trademarks, registered design or other intellectual property rights therein.
No representation, warranty or indemnity is given by the Company that Goods supplied do not infringe any copyright, patents, trademarks, registered design or other intellectual property rights.
The Customer will indemnify the Company in respect of any costs, expenses, damages or liability arising out of any breach of intellectual property rights.
Ownership of any goods supplied shall remain the sole and absolute property of the Company and shall not pass to the Customer or any other party until all sums due for such goods have been fully paid.
The Company may recover Goods supplied at any time until full payment has been received, and its agents may enter premises to retrieve such Goods.
The usage and treatment of a Customer’s Goods are the sole responsibility of the Customer.
The Company accepts no liability for any recommendations or advice provided by it, which will always be offered in good faith.
The Company cannot guarantee that the Goods supplied are suitable for the uses intended by the Customer.
The Company accepts no liability for any packed items. It is the responsibility of the Customer to ensure any Goods meet the legal requirements required for the Customer’s products.
The following tolerances may arise during the manufacturing process:
+/- 12.5% tolerance (+/- 10% tolerance for individual designs and sizes over 50,000 units).
Measurements may vary in size (including but not limited to)
Length: +/- 5% tolerance subject to a maximum variation of 2cm
Width: +/- 5% tolerance subject to a maximum variation of 2cm
Gusset: +/- 5% tolerance subject to a maximum variation of 2cm
Seals: +/- 3mm tolerance
Tear notches: 5mm tolerance
Valve: 5mm tolerance
Grip seal/zipper: 5mm tolerance
+/- 10% tolerance
Variations in the colour of the final Goods are inevitable including between different sizes of Goods and different production batches. Provided these variations result from normal manufacturing processes and the materials used in production, such variations must be accepted.
Reasonable variation is permitted on any colour, including but not limited to it arising from the use of CMYK, pantones, different materials, gloss or matt finishes. The colour of raw materials, including but not limited to Kraft pouches, will vary.
Minor tolerances will occur in quality, print registration and transparency.
Notification in writing and written notice include email addresses in common and recent use between the parties.
The Company shall have no liability to the Customer for any failure or delay in delivery, or for any damage or defect to the Goods, caused by any events or circumstances beyond the Company’s reasonable control.
The limit of any claim against the Company shall be the amount paid, and no claim for consequential loss will be recoverable against the Company.
Please refer to our separate Website Terms, and by using any part of this Website you shall be deemed to have accepted these.
Please refer to our separate Privacy Policy.
Please refer to our separate Cookie Notice.
This legal notice shall be governed by and construed in accordance with English law. Disputes arising in connection with this legal notice shall be subject to the exclusive jurisdiction of the English courts.