Application and entire agreement
- These terms and conditions will apply to the purchase of goods detailed in our quotation (Goods) by the buyer (you or customer) from britannia.lk a company registered in Sri Lanka
- These terms and Conditions will be deemed to have been accepted by you when you accept them or the quotation or from the date of any delivery of the goods (which ever happens earlier) and will constitute the entire agreement between us and you.
- These Terms and Conditions and the quotation (together, the contact) apply to the purchase and sale of any goods between us and you, to the exclusion of any other terms that you try to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
- A “business day” means any day other than a Saturday, Sunday, Bank Holiday or public holiday in Sri Lanka
- The headings in these terms and Conditions are for convenience only and will not affect their interpretations.
- Words imparting the singular number include the plural and vice-versa.
- Word “in writing” means any form of written communication such as email or text messages (SMS/whatsapp/viber/facebook messenger)
- Word “Special orders” are orders made to your special requirement.
- The image and product information have been prepared for illustration and information purposes only and may differ from that shown. Whilst Britannia.lk use reasonable endeavours to ensure that the product information presented is accurate and up to date it does not accept any liability for any information which may not be accurate, it is not a substitute for reading the product packaging or label prior to use. You should note that products and their ingredients are subject to change. If you do require precise ingredients or nutritional information you should consult the manufacturer, whose contact details will appear on the packaging or label. Where there is a link to a third party’s website for further information on the product, please note that Britannia.lk have no control over and no liability for the contents of that website. Britannia.lk accept no liability or responsibility whatsoever for any other web sites, which may be, accessed through the Britannia.lk websites. Britannia.lk are reliant upon third parties for much of the information provided and reserve the right to change data, references and product specifications at any time. This data is supplied for personal use only. It may not be reproduced in any way whatsoever without Britannia.lk prior consent, nor without due acknowledgement.
- We can make any changes to the specification of the goods, which are required to conform to any applicable safety or other statutory or regulatory requirements.
- Original multi sale packs may split to individual and sell separately to meet the customer demand, requirement and to lower the price to customer.
- Marked prices in Sterling Pounds & Pence/Great British Pounds (£, p/GBP) are valid only for United Kingdom and kindly request to respect the fact the product prices in Sri Lanka will be higher than the conversation price from Sterling Pounds (GBP/£) and pence’s (p), which caused due to the administration cost, handling, shipping cost and custom clearance/taxes involve when arriving to Sri Lanka from UK.
- The price (price) of the Goods is set out in our quotation current at the date of your order or such other price as we may agree in writing.
- If the cost of the Goods to us increases due to any factor beyond our control including, but not limited to, material cost, labour costs, alteration of exchange rates or duties, or changes to delivery rates, we can increase the Price Prior to delivery.
- Any increase in the price under the clause above will only take place after we have told you about it.
- You may be entitle to discounts. Any and all discounts will be at our discretion.
- The price is of fee for packaging and transportation/delivery.
- The Price is of any applicable VAT and other taxes or levies which are imposed or charged by any competent authority
Cancellation and Alteration
- Details of the Goods as described in the clause above (Goods) and set out in our sales documentation are subject to alteration without notice and are not a contractual offer to sell the goods which is capable of acceptance.
- The quotation (including any non-standard price negotiated in accordance with the clause on Price (above) is valid for a period of 7 days only from the date shown in it unless expressly withdrawn by us at an earlier time.
- Either of us can cancel the order fro any reason prior to your acceptance (or Rejection) of the quotation.
- We will invoice you for the Price either:
- On or at any time before or after delivery of goods; or
- Where the goods are to be collected by you or where you wrongfully do not take delivery of the Goods, at anytime after we have notified you that the Goods are ready for collection or we have to deliver them.
- You may pay price within 7 days of the date of our invoice or otherwise according to any credit terms agreed between us. (Where applicable)
- You must make payment even if delivery has not have taken place and / or that the title in the Goods has not passed to you.
- If you do not pay within the period set out above, we will suspend any further deliveries to you and without limiting any of our other rights or remedies for statutory interest, charge you interest at the rate of 15% Per annum above the base rate of Central Bank of Sri Lanka from time to time on the amount outstanding until you pay in full.
- Time for payment will be of the essence of the Contract between us and you.
- All payments must be made in full in cash or accepted methods unless otherwise agreed in writing between us.
- Both parties must pay all amounts due under these Terms and Conditions in full without any deduction or withholding except as required by law and neither party is entitle to assert any credit, set-off or counterclaim against the other in order to justify withholding payment of any such amount in whole or in part.
- We will arrange for the delivery of the Goods to the address specified in the quotation, or your order or to another location we agree in writing.
- If you do not specify a delivery address or if we both agree, you must collect the Goods from our designated premises.
- Subject to the specific terms of any special delivery service, delivery can take place at any time of the day and must be accepted at any time between 9am- to 9pm, unless otherwise previously agreed a specific time.
- If you do not take delivery of the specially ordered Goods we may, at our discretion and without prejudice to any other rights:
- Store or arrange for the storage of goods and will charge you for all associated costs and expenses including, but not limited to, transportation, storage and insurance; and / or
- Make arrangements for the redelivery of goods and will charge you for the costs of such redelivery; and / or
- After 3 business days, resell or otherwise dispose of part or all of the goods and charge you for any shortfall below the price of the Goods.
- If redelivery is not possible as set out above, you must collect special orders goods from our designated premises and will be notified of this. We can charge you for all associated costs including, but not limited to, storage and insurance
- Any dates/times quoted for delivery are approximates only, and the time of delivery is not of the essence. We will not liable for any delay in delivery of the goods that is caused by a circumstance beyond our control or your failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of goods.
- We can deliver the Goods by instalment will not entitle to cancel any other instalment.
Inspection and Acceptance of Goods
- You must inspect the goods on delivery or collection.
- If you identify any damages or shortages, you must inform the driver immediately, inform us in writing within 24hours of delivery, providing details.
- Other than by agreement, we will only accept returned goods if we are satisfied that those Goods are defective and if required, have carried out an inspection.
- Subject to your compliance with this clause and /or our agreement, you may return the goods and we will, as appropriate, repair, or replace, or refund the Goods or part of them.
- We will be under no liability or further obligation in relation to goods if:
- If you fail to provide notice as set above; and/or
- You make any further use of goods after giving notice under the clauses above relating to damages and shortages; and/or
- The defect arise from misuse or alteration of the Goods, negligence, wilful damage or any other act by you, member of your family your employees or agents or third parties; and/or
- The defects arises because you did not follow our/manufacturer oral or written instructions about the storage, commissioning, installation, use and maintenance of the Goods; and/or
- The defects arises from normal wear and tear of the Goods; and/or
- You bear the risk and cost of returning the Goods, unless otherwise agreed between you and us in writing.
- Acceptance of the Goods will be deemed to be upon inspection of them by you and in any event within 3 days after delivery.
Risk and Title
- The risk in the Goods will pass to you on completion of delivery.
- Title to the Goods will not pass to you until we have received payment in full (in cash or cleared funds) for: (a) the Goods and/or (b) any other goods or services that we have supplied to you in respect of which payment has become due.
- Until title to the Goods has pass to you, you must (a) hold the goods on a fiduciary basis as our bailee; and/or (b) store the goods separately and not remove, deface or obscure any identifying marks or packaging on or relating to the Goods; and/or (c) keep the goods in satisfactory condition and keep them insured against all risks for their full price from the date of delivery.
- As long as the goods have not been resold, or irreversibly incorporated into another product, and without limiting any other right or remedy we may have, we can at anytime ask you to deliver up the Goods and, if you fail to do so promptly, enter any of your premises or of any third party where the Goods are stored in order to recover them.
- We can terminate the sale of Goods under the Contract where:
- You commit a material breach of your obligations under Terms and Conditions;
- You are become or in our reasonable opinion, are about to become the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtors;
- You enter into a voluntary arrangement under part 1 of the Insolvency act 1986, or any other scheme or arrangement is made with your creditors; or
- You convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part thereof, any documents are filed with the court for the appointment of an administrator, notice of intention to appoint an administrator is given by you or any of your directors or by a qualifying floating charge holder, a resolution is passed or petition presented to any court for the winding up of your affairs or for the granting of an administration order, or any proceeding are commenced relating to your insolvency or possible insolvency.
Limitations and Liability
- Our liability under the Contract, and in breach of statutory duty, and in tort, misrepresentation or otherwise will be limited to this section.
- Subject to the clause above on Inspection and Acceptance and Risk and Title, all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
- If we do not deliver the goods, our liability is limited, subject to the clause below, to the cost and expenses incurred by you in obtaining replacement goods of similar description and quality in the cheapest market available, less the price of the goods.
- Our Total liability will not, in any circumstances, exceed the total amount of the price payable by you.
- We will not be liable (whether caused by our employees, agents or otherwise) in connection with the Goods, for:
- Any indirect, special or consequential loss, damage, costs, or expenses; and/or
- Any loss of profit; loss of anticipated profit; loss of business, loss of data; loss of reputation or goodwill; business interruption; or other third party claims; and /or
- Any failure to perform any of our obligations if such delay or failure is due to any cause beyond our reasonable control; and/or
- Any loss caused directly or indirectly by any failure or breach by you in relation to your obligations; and/or
- Any loss relating to the choice of the goods and how they will meet your purpose or the use by you of the goods supplied.
- The exclusions of liability contained within this clause will not exclude or limit our liability for death or personal injury by our negligence; or for any matter for which it would be illegal for us to exclude or limit our liability; and for fraud or fraudulent misinterpretation.
- All notice under the Terms and Condition must be in writing and sign by, or on behalf of, the party giving notice (or a duly authorised officer of that party).
- Notices will be deemed to have been duly given:
- When delivered, if delivered by courier or other messenger (including registered mail) during the normal business hours of the recipient;
- When sent, if transmitted by fax or email and a successful transmission report or return receipt is generated;
- On the fifth business day following mailing, if mailed by national ordinary mail; or
- on the tenth business day following mailing, if mailed by airmail.
- All notice under these Terms and Conditions must be addressed to the most recent address, email address, or fax number notified to the other party.
- When providing Goods to the buyer, the seller may gain access to and/or acquire the ability to transfer, store or process personal data of employees of the buyer.
- The Seller shall only Process Personal Data to the extend reasonably required to enable it to provide the Goods as mentioned in the terms and Conditions as required by the agreed with the buyer, shall not retain any Personal Data longer than necessary for the processing and refrain from Processing any Personal Data for its own or for nay third parties purpose.
- The Seller shall not disclose Personal Data to any third parties other than the employees, directors, agents, subcontractors or advisors on a strict “need-to-know” basis and only under the same (or more extensive) conditions as set out in these Terms and Conditions or to the extent required by applicable legislation and/or regulations.
- The Seller shall implement and maintain technical and organised security measures as are required to protect Personal Data Processed by the Seller on behalf of the Buyer. Further information about the Seller’s approach to data protection are specified in its Data Protection policy, which can be found on the web. For any enquiries or complaints regarding data Privacy, you can email [email protected]
Circumstances beyond the control of either party
- Neither party shall be liable for nay failure or delay in performing their obligations where such failure or delay result from any causes that I beyond the reasonable control of that party. Such causes include, but are not limited to: industrial action, civil unrest, fire, flood, storm, earthquakes, act of terrorism, act of war, governmental action or any other event that is beyond the control of the party in question.
- No waiver by us of any breach of these Terms and Conditions by you shall be considered as a waiver of any subsequent breach of the same or any other provisions.
- If one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that/ those provisions shall be deemed severed from the reminder of these Terms and Condition (which will remain valid enforceable)
Law and jurisdiction
- This agreement shall be governed by and interpreted according to the law of Sri Lanka and all disputes arising under the agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of Sri Lankan courts.
Changes To This Agreement
66. We reserve the right, at our sole discretion, to modify or replace these Terms and Conditions by posting the updated terms on the Site. Your continued use of the Site after any such changes constitutes your acceptance of the new Terms and Conditions.