Terms of sale
1. Who we are
Mise Supply Ltd, a company registered in England and Wales (number PENDING), registered office Unit 4, St Philips Trading Estate, Albert Road, Bristol, BS2 0XA. VAT registration PENDING. Registered as a food business with Bristol City Council. Contact orders@misesupply.co.uk or 0117 000 0000.
These details are given under regulation 6 of the Electronic Commerce (EC Directive) Regulations 2002 and sections 82 and 1202 of the Companies Act 2006.
2. These terms apply to businesses
We supply to businesses acting in the course of a trade, business, craft or profession. By opening an account you confirm that you do so. Nothing here is intended to affect the statutory rights of a consumer; if you are a consumer, we are not the right supplier for you and we will refund and cancel the order.
These terms, together with our controlled goods policy, are the whole agreement between us. Any terms you put on a purchase order do not apply unless we have agreed them in writing.
3. Accounts
Accounts are opened at our discretion after verification. We may decline an application, and we do not have to give a reason. You must keep your account details accurate — in particular your trading address and your food business registration — and tell us within 14 days if they change.
You are responsible for orders placed using your login. Tell us immediately if you think someone else has access.
4. Orders and prices
Prices are shown excluding VAT and are those current when you place the order. An order is an offer to buy; a contract forms when we confirm dispatch, or when we release a held order. We may decline any order.
We take reasonable care with product descriptions but specifications from manufacturers can change. If a product materially differs from its description we will tell you before dispatch.
5. Controlled goods
Nitrous oxide is a Class C controlled drug under the Misuse of Drugs Act 1971. Supply is permitted under regulation 4C of the Misuse of Drugs Regulations 2001 except where the supplier knows, or is reckless as to whether, the substance is likely to be wrongfully inhaled.
You agree that, in respect of any controlled goods we supply to you:
- they will be used solely as a propellant in food preparation at the premises on your account;
- you will not resell, give away, or otherwise supply them to any person;
- you will not permit any person to inhale them;
- you will store them securely and away from public access;
- you will tell us immediately if any are lost, stolen or diverted;
- you will tell us if your food business registration lapses or your premises change; and
- you will allow us to verify the above, including by visiting your premises by arrangement.
A breach of this clause entitles us to suspend or close your account immediately, to refuse further supply, and to report the matter to the police and to Trading Standards. We may refuse any order for controlled goods at any time, before or after it is placed, and we do not have to give a reason. Nothing you tell us obliges us to supply.
We keep records of every quantity of controlled goods obtained and supplied, as required by regulations 24 and 26 of the Misuse of Drugs Regulations 2001, and we will produce them to a constable or an authorised officer on demand.
6. Delivery
Delivery windows are targets, not conditions of the contract, and we are not liable for late delivery. Risk passes on delivery. Title passes when we have been paid in full.
Controlled goods are delivered only to premises we have verified as your trading address and must be signed for by a named person aged 18 or over. We cannot leave them unattended, redirect them in transit, or deliver them to a residential address, locker or parcel shop.
You must examine goods on delivery. Tell us about shortages or damage within three working days, and about non-delivery within seven days of the expected date.
7. Payment
Proforma accounts pay before dispatch. Credit accounts pay within 30 days of invoice date. We may charge interest and compensation on late payment under the Late Payment of Commercial Debts (Interest) Act 1998. We may suspend deliveries while an account is overdue.
8. Returns
See our returns policy. In short: unopened, resaleable stock within 14 days by arrangement; nothing food-contact once opened; and no returns at all on controlled goods, because we cannot reintroduce to stock any item that has left our chain of custody.
9. Product recall
If we withdraw or recall a product you must stop using it, quarantine what you hold and follow our instructions. We hold batch records in both directions so we can tell you exactly what you received and when.
10. Liability
We do not exclude liability for death or personal injury caused by our negligence, for fraud, for breach of the terms implied by section 12 of the Sale of Goods Act 1979, or for anything else that cannot lawfully be excluded.
Subject to that, we are not liable for loss of profit, loss of business, business interruption, or loss of anticipated savings, and our total liability for any claim is limited to the price of the goods to which the claim relates. You are a business, and you should insure your own trading risks.
11. Data
We process personal data as set out in our privacy notice. Where we act as controllers of the same data we each do so independently, not as joint controllers.
12. General
We may change these terms; the version in force when you order is the version that applies. If a clause is unenforceable the rest survives. No third party may enforce these terms under the Contracts (Rights of Third Parties) Act 1999.
These terms are governed by the law of England and Wales and the courts of England and Wales have exclusive jurisdiction.