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GENERAL TERMS OF SALE
Effective as of 01.09.2024These general terms of sale and the contractual relationship between L’Oréal (U.K.) Limited and Purchaser shall be governed by English laws and the parties agree to submit to the courts of England. In the event of a dispute, the parties shall endeavor to reach an out-of-court settlement prior to initiating any court action.
LEGAL NOTICE
Website URL: Lorealpartnershop.com
Contact: E-mail: [email protected] - Telephone Number: 0800 0304 034
Publisher: L’Oréal UK Limited, acting through its Professional Products Division, incorporated and registered in England and Wales with company number 271555 whose registered office is at Gateway Central, 187 Wood Lane, London W12 7SA (hereinafter the "Publisher" or "We" or “Us”).
Hosted by: L’Oréal UK Limited, acting through its Professional Products Division, incorporated and registered in England and Wales with company number 271555 whose registered office is at Gateway Central, 187 Wood Lane, London W12 7SA.
Welcome to Lorealpartnershop.com (the “Website”).
Please read carefully these general terms of sale (the “GTS”), as well as the Website Terms of Use (accessible here) and the Privacy Policy (accessible here) which govern Your browsing activity on the Website and our relationship with You if You order any products and/or related services via the Website (the “Products”).
As used in these GTS, “You” or “Purchaser” shall mean the person who browses the Website and/or the company who orders any Products via the Website; “We” or “Seller” shall mean the company identified in the legal notice above; Purchaser and Seller are hereinafter collectively referred to as the “Parties” and, individually, a “Party”.
Any order of Product offered via the Website shall require that You acknowledge and expressly agree to these GTS by ticking the dedicated box during the order process.
These GTS shall solely apply to the exclusion of any and all other terms of sale, whether applicable to sale via retail outlets or any other distribution or marketing channels.
Pursuant to applicable laws and regulations, it is hereby specified that confirming a purchase order as set forth under these GTS shall qualify as an e-contract between the Parties and valid evidence as between the Parties of the entire order and all amounts due and payable under such order.
1. TERMS OF PURCHASE
This Website is for the use of clients of the Professional Products Division of the Seller to be able to place orders 24 hours per day, 365 days of the year. These orders will be processed in exactly the same way as orders placed through the Customer Care Team or Sales Field Representative. Orders processed via this website will be placed in accordance with our Standard Terms and Conditions of Sale and these will govern all orders placed.
2. TERMS OF SALE
L’ORÉAL (UK) LIMITED
STANDARD CONDITIONS OF SALE - UNITED KINGDOM AND IRELAND
Definitions and Interpretation
1. In these Conditions of Sale (the “Conditions”):
“Customer” means the person, firm or company buying Products from Seller.
“Order” means Customer's offer to purchase Products by sending instructions to Seller to supply them set out in a completed Purchase Order.
"Minimum Order Value" means the minimum order value per Product as communicated to the Customer by the Seller from time to time.
"Non-Selective Products" means Products sold by Seller that are not subject to a Selective Distribution Agreement.
"Other Applicable Agreement" means any further agreement entered into between the Seller and the Buyer that relate to the Products including any wholesale or salon agreement.
“Products” mean the products to be purchased by Customer being either Non-Selective Products or Selective Products.
"Purchase Order" means Seller pro-forma order form.
"Selective Distribution Agreement" means a contract agreed and signed between Seller and Customer that accepts Customer into Seller's selective distribution system and allows Customer to purchase Selective Products, including any Selective Internet Addendum.
“Selective Internet Addendum” means an addendum to a Selective Distribution Agreement agreed and signed between Seller and Customer that provides specific approval for Customer to sell Selective Products on a specified website address on the internet.
"Selective Products” mean the products subject to a Selective Distribution Agreement.
“Seller” means L'Oréal (UK) Limited, a company registered in England, registered number 271555 and registered address Gateway Central, 187 Wood Lane, London W12 7SA.
"Side Letter" means a side letter to a Selective Distribution Agreement or a salon agreement agreed and signed between Seller and Customer.
2. Seller will sell and Customer will purchase Products in accordance with these Conditions and (where applicable) the Selective Distribution Agreement and Other Applicable Agreement, which will govern the contract between the parties to the exclusion of any other terms. These Conditions supersede and take precedence over any previous standard conditions of sale of Seller or any terms Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing. No addition to or modification of these Conditions, any Selective Distribution Agreement or any Other Applicable Agreement shall bind Seller unless accepted by its authorised signatory in writing. Where Customer is a Designated Retailer within the meaning of the Groceries (Supply Chain Practices) Market Investigation Order 2009 (“Investigation Order”) then the Groceries Supply Code of Practice as set out in schedule 1 of the Investigation Order applies to Seller’s dealings with Customer.
3. In the event of any conflict between these Conditions, any applicable Selective Distribution Agreement, any applicable Selective Internet Addendum, any Other Applicable Agreement and an Order, the Selective Internet Addendum shall have priority, followed by the Selective Distribution Agreement, the Other Applicable Agreement, these Conditions, then the Order. If the parties enter into a Side Letter, the Side Letter shall take priority over all other agreements entered into by the parties relating to its subject matter.
Terms that apply to Selective Products Only
4. Selective Products are sold through a network of non-exclusive distributors approved by Seller in accordance with criteria set out in the Selective Distribution Agreement. Selective Products are supplied subject to Customer signing up to and complying with the relevant Selective Distribution Agreement and criteria from time to time. Customer shall not be entitled to sell Selective Products via the internet without being approved by Seller in accordance with its internet criteria, and signing up to and complying with the relevant Selective Internet Addendum and internet criteria from time to time. If any Selective Distribution Agreement is terminated for any reason, then these Conditions shall automatically terminate in relation to those Selective Products as shall any unfulfilled Order.
5. Customer will obtain its supplies of Products only from Seller or from another distributor of the Products within the selective distribution network located in the European Economic Area, United Kingdom or Switzerland. Where Customer purchases Products from another distributor, Customer shall be responsible for ensuring that the Products comply with all applicable law in the jurisdiction in which the Products are imported, sold or otherwise distributed.
Order Process
6. All Orders are subject to availability. An Order shall be binding on Seller only once it has been confirmed by Seller as evidenced by Seller despatching Order from its warehouse. Products come in standard pack size and standard grouping boxes; Seller reserves the right to round up an Order to match standard grouping boxes. Customer’s placing of an Order shall be deemed evidence of its acceptance of these Conditions. Seller reserves the right to reject or place on hold an Order in whole or in part for any reason including, but not limited to, where the total amount of unpaid invoices payable by Customer to Seller exceeds or will exceed Customer’s credit limit with Seller and/or Seller’s credit insurer has declined coverage in relation to Seller’s invoices to Customer. In such a case, Seller reserves the right to request advance payment for Orders placed by Customers that are not covered by Seller’s credit insurance and/or to determine a maximum amount of Products that the Customer can purchase.
7. No Order accepted by Seller may be cancelled by Customer except with the written agreement of Seller and on the terms that, unless Seller agrees otherwise, Customer will indemnify Seller in full against all loss, costs, damages, charges and expenses incurred by Seller as a result of the cancellation.
8. No Order will be accepted below the Minimum Order Value. In the event Seller does accept an Order below the Minimum Order Value, Seller reserves the right to charge for delivery of Orders that fall below the Minimum Order Value.
9. Any delivery dates quoted are estimates only. Seller shall endeavour to comply with any requested or agreed delivery date, but shall not be liable for failure to comply with quoted delivery dates whether due to late delivery or short delivery. Customer’s representative shall acknowledge receipt of the Products by signing the carrier’s proof of delivery note.
10. Seller reserves the right to alter or amend these Conditions at any time save in respect of Orders already accepted. Seller may at any time cease supply of any of the Products, or discontinue or remove any of the Products from its range of products for sale.
No Returns
11. Products are not sold on a “Sale or Return” basis. Products are not to be returned to any address unless written authority has been received from Seller and an official collection has been arranged by Seller (for which Seller will obtain insurance to cover risk of loss or damage to Products during transportation by the carrier on return journey back to Seller). Unauthorised returns will not be refunded.
12. A minimum handling charge of 20% may be applied to all Products authorised for return and Products shop-soiled or otherwise not in re-saleable condition on receipt by the Seller may be subject to an increased handling charge, exception being to (a) those returned at the Seller’s request and (b) those which are faulty when supplied by the Seller.
Price
13. Prices are calculated on individual Orders. Prices will be those in effect at the date of Seller's acceptance of the Order. Customer remains free to set the price at which it will sell the Products.
14. Prices and these Conditions apply only to the United Kingdom, Channel Islands, Gibraltar, Isle of Man and Ireland.
15. Seller reserves the right to revise quoted or list prices and discounts on 30 days written notice.
Value Added Tax (VAT)
16. VAT is calculated, if applicable, at the relevant rate, on the total net goods value shown on the invoice, after all discounts have been deducted.
17. VAT is excluded from all list, discounted and bonus/promotional prices.
18. Products sold to the Channel Islands are outside of the fiscal (VAT) territory of the EU and therefore not subject to VAT.
Payment
19. Unless otherwise authorised in writing, payment for the Products is to be made by Direct Debit. Seller reserves the right to charge fees to Customer if Seller, in its discretion, allows payment by any other means.
20. Payment may not be netted off against promotional invoices or other amounts claimed from Seller. Promotional activity must be invoiced by Customer to Seller separately and will be paid in accordance with the promotional agreement between the parties and/or Seller will issue a credit note to Customer to the value of the agreed promotional activity and Customer will pay the net amount outstanding under any invoices.
21. Unless otherwise agreed in writing, Customer will pay for the goods free of all deductions 45 days from the date of invoice and timing of payment shall be of the essence. Invoices are raised at the time of despatch of the Products. The 45 day credit period is from the despatch date up to payment and includes carriage time. Payment means cleared funds.
22. Default in payment of an invoice when it becomes due shall immediately and automatically, without any formal notice of default, accelerate and make immediately due and payable all other monies which may then be owed by Customer to Seller.
23. For information about availability of early settlement, Customer should contact its usual Seller representative.
24. If Customer fails to make payment in accordance with the Conditions then, without prejudice to any other right or remedy to which Seller may be entitled, Seller may:
(a) Cancel or suspend any further deliveries to the Customer;
(b) Require Customer to make a payment in advance of any delivery not yet made; and/or
(c) Charge interest for late payment at the rate (both before and after judgment) of 8 percent per annum above the Bank of England base rate in force on the due date for payment calculated on the outstanding balance (including interest) due from the date for payment down to receipt by Seller of payment.
Delivery, Title and Risk
25. In the event of delivery errors, faulty or damaged Products or account queries, Customer should contact Seller’s Customer Service Department on the phone number shown on the invoice. Such claims must quote order/invoice number and must be notified within 10 DAYS of receipt of the Product. Evidence of damaged Products or packaging must be retained by Customer for inspection. Claims outside this time limit cannot be accepted. Accordingly, failure to notify Seller in accordance with this time limit shall result in Customer’s deemed acceptance of the Products delivered, no liability will be accepted by Seller in respect of late claims and Customer shall be bound to pay the price as if the Products were delivered in accordance with the Order.
26. Subject always to Clause 35, Seller's liability for any faulty or damaged Products shall be limited to, at the option of the Seller, (i) replacement of the relevant Products within a reasonable time or, (ii) reimbursement of the price paid by Customer to Seller for the affected Products.
27. Seller will arrange carriage of the Products from its premises to those of Customer or, with Seller’s prior written approval, to the premises where the Customer operates its business or the premises of Customer’s nominated warehouse provider. Customer shall make all arrangements necessary to take delivery of the Products whenever they are intended for delivery. Risk in all Products will pass to Customer on delivery by Seller to the carrier that Seller has arranged to transport the Products from Seller’s premises. Seller will obtain insurance to cover Customer’s risk of loss or damage to Products during their transportation by the carrier arranged by Seller. The level of insurance cover will be the price of the Products relating to the relevant Order.
28. Title in the Products shall remain with Seller (notwithstanding delivery) until:
(a) Seller has been paid in full for all sums of money for all Products sold by Seller to Customer for which payment is due (or which become due) and all other sums of money due to Seller from Customer on any account, including where relevant, in respect of Customer’s agreed contributions to the salary costs of the sales staff employed by Seller to sell the Products at Customer’s stores in the UK and Ireland; or
(b) until the Products are sold by Customer in the normal course of its business, whichever of (a) or (b) occurs first.
29. Nothing in Clause 28 shall confer on Customer any right to return the Products or to refuse or delay payment thereof. Until such time as title to the Products passes to Customer, Customer shall hold Products on behalf of Seller and carefully store them separately from other goods belonging to Customer or third parties in such a way as to ensure they are clearly identifiable as belonging to Seller. Until such time as title in the Products passes to Customer (and provided the Products are still in existence and have not been resold) Seller may at any time require Customer to deliver up the Products to Seller, and if Customer fails to do so forthwith, enter on any premises of Customer or any third party where the Products are stored and repossess the Products. Nothing in these conditions shall prevent Customer from selling the Products in the ordinary course of its business. Customer's permission to sell the Products shall terminate immediately if a resolution is passed to wind up Customer or a Receiver or Administrator is appointed.
Advertising Materials
30. All advertising, display and promotional material which is supplied without charge (including samples and gift with purchase, merchandising units, retail units, spa units, display units) either by a sales representative or Seller or delivered with an Order or separately will remain the property of Seller and will be returned if and when requested. If Customer fails to comply with Seller’s reasonable request to return such materials, Seller has the right to enter the Customer’s premises on prior notice to remove all such materials, together with any other signs or notices referring to Seller’s Products. During the period in which such materials are displayed by Customer, Seller shall only be responsible for the costs of rectifying manufacturer defects in the materials and all other costs associated with the upkeep and maintenance of the materials shall be borne by Customer.
Intellectual Property Rights
31. Customer will not do or authorise any third person to do any act which would or might damage or be inconsistent with the trade marks or service marks used by Seller on, or in relation to, the Products or to the goodwill associated therewith, and in particular, will not carry out or authorise the alteration, obliteration or covering up of such marks or the incorporation of other marks (in whole or in part) on any Products. Customer acknowledges and agrees that all intellectual property rights relating to the Products are the exclusively property of the Seller and its affiliate companies. Customer will procure that the Seller’s intellectual property is only used as is to promote the Products and will not do (or authorise any third person to do) anything that may:
(a) impair or damage the Products or the goodwill or reputation associated with Seller’s intellectual property rights; or
(b) adversely affect the value or validity of Seller’s intellectual property rights; or
(c) bring the Seller’s intellectual property rights into disrepute; or
(d) suggest an affiliation or relationship with Seller that does not exist.
Warranties and Limitation of Liability
32. Seller warrants that that on delivery the Products shall:
(a) conform in all material respects with their description; and
(b) be of satisfactory quality.
33. Customer acknowledges and agrees that:
(a) It shall inspect the Products to satisfy itself as to their condition and comply with the delivery queries procedure set out in these Conditions; and
(b) Other than expressly provided herein, or in any Selective Distribution Agreement or Other Applicable Agreement, Seller has not given any warranty, condition or other term as to the quality or fitness for any purpose of the Products and all warranties, conditions or other terms, express or implied (by statute or otherwise), are excluded from the Order and these Conditions to the fullest extent permitted by law.
34. Seller will not be liable to Customer, whether arising from tort including negligence, breach of contract or otherwise, arising out of, or in in connection with the Order or these Conditions for any:
(a) loss of profit (whether direct or indirect);
(b) loss of goodwill, loss of business; or
(c) any indirect or consequential loss or damage, costs, expenses (including of the type specified in Clauses 34 (a) - (c).
35. Nothing in these Conditions excludes or limits Seller’s liability for:
(a) fraud or fraudulent misrepresentation;
(b) death or personal injury caused by its negligence; or
(c) any other matter for which it would be unlawful for Seller to exclude or limit its liability.
36. Subject to Clause 35, Seller's total liability to Customer in respect of an Order, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 125% of the price payable for the Products under that Order.
Force Majeure
37. If Seller is prevented from performing any of its obligations in respect of any Orders by any circumstances whatsoever outside its control (including, but not limited to, strikes, labour disputes, fire, accident, act of God, explosion, flood, war or civil disturbance, breakdown of plant or machinery, difficulty or increased expense in obtaining staff or materials, and industrial or political activities) further performance of the relevant Orders will either be suspended so long as Seller is so prevented or, at Seller’s option cancelled; in which case Seller will not be liable for breach of contract or for any loss, damage or injury of any kind whatsoever, whether direct or indirect, caused by or arising out of or connected with the said suspension or cancellation.
Breach of these Conditions
38. If Customer (i) defaults or commits a breach of the Conditions or other aspects of an Order or of any of its obligations to Seller; (ii) suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts; (iii) makes an application for or enters into any arrangement with its creditors (other than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction); (iv) is or may within 28 days become insolvent or pass a resolution for winding up or a court of competent jurisdiction does or may within 28 days make an order to that effect (other than for the purpose of a bona fide scheme of solvent amalgamation or reconstruction); (v) is or may within 28 days become subject to an administration order; (vi) is or may within 28 days become subject to a receiver, administrative receiver, examiner or other third party (including without limitation a creditor, garnishor, charger or bailiff) being appointed over or taking or attempting to take possession of any of its assets; (vii) enters any form of bankruptcy, either compulsory or voluntarily; (viii) undergoes any analogous occurrence to the aforementioned under foreign law; (ix) suspends or ceases, or threatens to suspend or cease, to carry on all or a substantial part of its business; or (x) exposes Seller to what is, in Seller’s sole discretion (not to be unreasonably exercised), material risk of reputational harm to Seller, Seller may cancel, suspend or terminate any contract or Order between the parties and/or decline to make further deliveries and/or have access to Customer's premises for the protection and/or removal and repossession of any Products in which property will not have passed from Seller to Customer.
Restrictions
39. Professional / technical products are available only for the exclusive use of professional hairdressers or other professionally qualified staff and must not be otherwise used or resold to the public.
40. In no circumstances must Products be exported except within the countries in European Economic Area, United Kingdom and Switzerland without the prior written approval of Seller.
Confidentiality
41. Customer shall not disclose to any person at any time any information or matter which is not in the public domain and which relates to the affairs of Seller or about any other confidential matters which may come to Customer’s knowledge in the course of its relationship with Seller. The restriction does not apply to: (a) any use or disclosure authorised by Seller or as required by law; or (b) any information which is already in, or comes into, the public domain otherwise than through Customer’s unauthorised disclosure.
Law and Regulations
42. Customer shall, when entering into these Conditions and thereafter when engaging in any activity relating to these Conditions, comply with all applicable laws and regulations, in whatsoever jurisdiction may be relevant, including without limitation: the UK Bribery Act 2010, the UK Criminal Finances Act 2017, the UK Modern Slavery Act 2015, the UK Terrorism Act 2000, the UK Equality Act 2010, and any applicable competition law.
43. Seller is a registered producer as required by the Waste Electrical and Electronic Equipment (WEE) Regulations. If Customer wishes to return any item under the Business to Business take-back arrangements contact should be made with the relevant Division Customer Care department.
Notices
44. Any notice or other communication given to a party under or in connection with these Conditions shall be in writing, addressed to that party at the address given in the Order or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, sent by pre-paid next working day delivery service, commercial courier or email.
45. A notice or other communication shall be deemed to have been received: if delivered personally, at the time of delivery; if sent by pre-paid next working day delivery service, at 9.00 am on the next business day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by email, one business day after transmission.
General
46. The Conditions (together with, where applicable, the Selective Distribution Agreement and any Other Applicable Agreement) and the Order accepted by Seller constitute the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
47. No representation, undertaking or promise shall be taken to have been given or be implied from anything said or written in negotiations between the parties prior to the Order except as expressly stated in these Conditions and the Order.
48. Neither party shall have any remedy in respect of any untrue statement made by the other upon which that party relied in entering into the Order (unless such untrue statement was made fraudulently). Without prejudice to the foregoing, the only remedy available to a party in respect of a breach of any representation which is incorporated into an Order shall be for breach of contract.
49. Upon termination of these conditions, all rights and obligations of the parties hereunder will automatically terminate except for any rights of action which may have accrued prior to termination and any obligations which expressly or by implication are intended to commence or continue in effect on or after termination.
50. No one other than a party to an Order shall have any right to enforce any of its terms.
51. No waiver by Seller of any breach of these Conditions by Customer shall be considered as waiver of any subsequent breach of the same or any other provision.
52. Seller may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights or obligations under a contract for sale under the Conditions. Customer may not assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights or obligations under such contract without the prior written consent of Seller.
53. If a provision in these Conditions is held by a court or other competent authority to be invalid, unenforceable or unlawful in whole or part the validity of the rest of the provision and other Conditions shall not be affected.
54. These Conditions and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be governed by English law and the parties agree to submit to the exclusive jurisdiction of the courts of England.
CLAIMS
Deliveries and Invoices: In the event of non-arrival of goods, delivery errors, faulty or damaged Products or account queries please contact the Customer Care Department who will be pleased to assist you. Such claim must be notified by telephone or in writing by post or email within 10 DAYS of receipt of invoice of goods and evidence of damaged Products and packaging must be retained by the Customer for inspection.Please quote our order/invoice number to assist with your enquiry. It is regretted that claims outside the time limit cannot be accepted. Accordingly, failure to notify Seller in accordance with this time limit shall result in Customer’s deemed acceptance of the Products delivered, no liability will be accepted by the Seller in respect of late claims and Customer shall be bound to pay the price as if the Products were delivered in accordance with the Order.
Customer Care Department:
Address: L’Oréal (UK) Ltd, Unit 3, Roach Bank Road, Bury, BL9 8RY.
Email: [email protected]
Telephone: L’Oréal Professional and Mizani: 0845 6000122 - Kérastase, Shu Uemura Art of Hair and Essie: 0845 6000515 - Redken and Pureology: 0845 6000815 - Matrix: 0161 777 1422 - Decléor and Carita: 0845 601 0513
PAYMENT
Unless otherwise authorised in writing, payment for the Products is to be made by Direct Debit.
MINIMUM ORDER VALUES
For L’Oréal Professionnel, Kérastase, Shu Uemura, Redken, Pureology and Pulp Riot products you can order below our usual Minimum Order Value of £100 and pay our delivery fee of £9.95 excluding VAT in the UK. For Ireland, no order will be accepted below €90.00 as a total order value excluding VAT.
Minimum order terms to take effect from 1st February 2024:
All orders below £100 (excluding VAT) will incur a £9.95 handling fee.
All orders above £100 (excluding VAT) will not incur a handling fee.
Next day delivery can be added to any order for an additional charge of £5.79. If an order is less than £100 (excluding VAT), then the handling fee and next day delivery fee shall both be applicable to such order.
HEAD OFFICE & REGISTERED OFFICE
L’Oréal (UK) Limited, Gateway Central, 187 Wood Lane, London W12 7SA. Registered no. 271555.
3. ORDERS AND PAYMENT
Any and all orders carry the obligation to pay, which means that placing an order requires you to make a payment. Payments will be taken in line with these Terms of Sale and may be made:
- “on Account” for all types of orders as defined in Standard Terms and Conditions of Sale;
- And where the functionality is available (and for the avoidance of doubt, not for “pre-sales”), by credit card (Visa, or MasterCard), where you will need to enter (i) the card number; (ii) the expiry date; (iii) the name of cardholder; (iv) the 3-digit security code on back of card (Visa and Mastercard only).
- Credit card transactions will be carried out in a secure manner by Adyen
- Upon accepting the Standard Terms and Conditions of Sale (as part of the order process), a dedicated Site page will open up for payment of the order.
- If you select payment by credit card, you shall be automatically connected to the payment service provider’s e-cash server.
- The payment service provider’s server shall be secured by an SSL (Secure Socket Layer) encryption process intended to protect as efficiently as possible all data related to payment methods, and ensure that Purchaser’s banking details shall not at any time transit through Seller’s IT system. It shall, therefore, assume no liability.
- Seller’s computerized records or other recorded data shall constitute valid evidence of transactions made between Seller and Purchaser.
Products are offered subject to availability. If we are unable to supply you with a Product, for example, because that Product is not in stock or no longer available or because of an error in the price on our Website, we will not process your order. If you have already paid for the Product, we will refund you the full amount of the Product as soon as possible. No substitute product will be sent to replace the unavailable product. Seller may not be held liable if Products are out of stock or unavailable.
Seller reserves the right to refuse all orders or deliveries if there is an existing dispute with you, in the event of total or partial failure to pay for a previous order by you, if credit/debit card payment authorisation is refused by the banking organisations, or in the event of total or partial failure to pay.
4. AUTO-REPLENISHMENT TERMS
The Auto-Replenishment service is an optional service. You can create Auto-Replenishment list(s) with your favourite Products which you want to have automatically shipped to you on a regular basis. You can create as many Auto-Replenishment lists as you like. You can select and edit the Products and the shipping method in your Auto-Replenishment list(s). Once you have created Auto-Replenishment list(s), Products from your Auto-Replenishment list(s) will be delivered to you (at the shipping address you have registered with us) automatically at the frequency of your choice: every week / 2 weeks / 3 weeks / month until cancelled. By creating an Auto-Replenishment list or list(s), you subscribe to our Auto-Replenishment service and agree to these terms.
The total amount of your order plus any applicable shipping costs will be charged to your account or (where the functionality is available) your credit card when the Products are shipped to you. L’Oréal reserves the right to change the prices for any products in its product lines, any applicable charges for shipping and handling, and to discontinue any products in its lines. The amount for each actual Auto-Replenishment order may vary due to changes in price, promotions or incentives and shipping amounts. Auto-Replenishment orders will reflect pricing at the time of each order renewal, including any promotional condition applicable to the products composing your Auto-Replenishment order. Auto-Replenishment is not always available for special promotions and seasonal items. We will notify you of total order cost in the notification email sent to you before your order is shipped. Your order will be supplied in accordance with and subject to these General Terms of Sale.
Purchaser expressly authorises L’Oréal to automatically charge Purchaser’s account or (where functionality is available) credit card for each Auto-Replenishment order PLUS shipping and handling. Purchaser accounts or (where functionality is available) credit card will be charged at shipment of every new order. Where credit card functionality is available, you authorise L’Oréal to establish and automatic credit card debit arrangement to pay for your Auto-Replenishment order. You acknowledge that the credit card details you used to pay for the first order will automatically be saved by our Payment Service Provider for current and future Auto-Replenishment purchases.
If an Auto-Replenishment order date falls on a weekend, holiday or non-shipment day, your Auto-Replenishment order will be processed on the next working day following. If any product(s) in your Auto-Replenishment order are unavailable at the time of the order renewal, the order is not placed, the corresponding list is automatically set to inactive, and you will receive an email notification to inform you of the issue. If your Auto-Replenishment order is not cancelled, the product will be shipped when it is in stock. L’Oréal may discontinue products at any time. If one of your Auto-Replenishment products is discontinued by L’Oréal, you will need to modify the content of your Auto-Replenishment list if you want to re-activate it.
If for some reason the minimum order value is not reached, shipping fees will apply on your Auto-Replenishment order.
You can cancel your Auto-Replenishment service at any time by accessing your lists in your My Account page. All cancellations will be effective immediately after the deactivation of the service from the dedicated page of your My Account section. If you cancel after your account has been charged, the cancellation will become effective for the following order cycle.
5. PURCHASE OF EDUCATION COURSES
Any order of Education Courses offered via this Website shall require that You acknowledge and expressly agree to these GTS by ticking the dedicated box during the order process.
Pursuant to applicable laws and regulations, it is hereby specified that confirming an order as set forth under these GTS shall qualify as a contract between the L’Oréal and You and valid evidence as between us of the entire order and all amounts due and payable under such order.
All Education Courses offered via this Website are intended exclusively for individuals who (i) are adults (or, if underage, duly authorized by their legal representative to place an order via the Website); and (ii) enjoy full legal capacity to place orders via this Website. We hereby reserve the right to request from time to time that You provide an identification document evidencing your age and/or said legal representative’s authorization. We reserve the right not to respond to an order and/or to exclude from our customer/prospect database any Purchaser who fails to satisfy such request or meet the requirements under this section.
Education Courses offered for sale via this Website shall be those displayed on our Website on the date the Purchaser browses our Website.
PRICES
Prices shall be in pounds and/or euros (as applicable). Prices shall be exclusive of any VAT as applicable on the date of order.
L’Oréal reserves the right to modify prices from time to time, provided however that the Education Courses shall be charged on the basis of the price list as applicable upon registration of the order.
ORDER PROCESS
In order to place an order, Purchaser shall first access this Website.
Purchaser can then view the various Education Courses offered for sale on the date he/she browses our Website and select his/her Education Courses by browsing the various Education Courses.
While browsing this Website, Purchaser may, if he/she so wishes, place an order by simply clicking on the dedicated button for adding an Education Course to his/her order.
Once this is completed, Purchaser shall see the number of Education Courses in his/her shopping cart displayed. It is hereby specified that the content of the shopping cart may be subject to a session timeout.
Purchaser may then continue browsing or click on his/her shopping cart to see the contents of the cart displayed onscreen, with all of the ordered items, including the main features of each Education Course, the aggregate amount of the order and billing details. Purchaser may go back to, supplement, modify or cancel said order, until he/she finally confirms it. If Purchaser wants to select any further Education Courses, he/she may continue browsing our Website, with the assurance that the selected Education Courses shall be duly kept in his/her shopping cart.
When he/she is finished selecting the Education Courses, Purchaser may order them by confirming the order by clicking on the dedicated button. A new page shall then be displayed, asking Purchaser to enter specific details, including but not limited to his/her login details and/or his/her full name, email address and/or billing information.
Purchaser agrees to fill out the provided information in good faith. Purchaser acknowledges that the data disclosed to L’Oréal and stored in L’Oréal’s or its subcontractors’ IT systems are correct and shall constitute valid evidence of his/her identity. It is hereby specified that said personal data shall be governed by the Privacy Policy accessible (https ://https://www.loreal.com/en/uki/pages/group/business-customer-privacy-policy-uki/).
After checking the content of his/her order, Purchaser shall be asked to click on the dedicated button to access payment of his/her order, as per the terms set forth under these GTS.
Before clicking on the dedicated button to access payment of his/her order, Purchaser shall be required to, first, read these GTS and, second, confirm that he/she agrees to these GTS by completing an acceptance confirmation action required on our Website (e.g., ticking a box).
Upon Purchaser’s confirmation of his/her acceptance of these GTS, a dedicated webpage shall open up for payment of the order. Any and all orders hereunder shall carry the obligation to pay, which means that placing an order requires Purchaser to make a payment.
Upon confirmation of the order and validation of the related payment, a printable and downloadable version of Purchaser’s order recap shall be displayed, including, without limitation, the order’s reference.
An order confirmation email shall be sent promptly by LOréal to the email address provided by Purchaser, including, but not limited L’Oréal’s identity and contact details, reference of the order as registered upon placing the order, a recap of the order and main features of the Education Courses, the total amount of the order inclusive of tax.
For the purpose of preserving L’Oréal from any fraudsters’ abusive practices, and in the event that L’Oréal or the online payment service provider suspect an order of being fraudulent, they hereby reserve the right to request Purchaser (before processing the order) to provide additional documentary evidence (including Purchaser’s ID) in order to check whether it is fraudulent or not.
If Purchaser fails to respond within fifteen (15) days following L’Oréal or the online payment service provider’s request, the order shall be cancelled and no payment shall be cashed by L’Oréal. If payment for the order has already been cashed, L’Oréal shall refund it within fourteen (14) days following the end of the abovementioned period of time, using the same payment method as that used by Purchaser.
EVIDENCE OF THE ORDER
It is hereby expressly agreed between L’Oréal and Purchaser that emails shall constitute valid evidence as between the Parties, as well as any automated recording systems used on our Website, particularly with respect to the type and date of the order.
The amount payable by Purchaser shall be the amount stated on the order confirmation as displayed on the dedicated webpage and subsequently sent by email by L’Oréal to Purchaser.
Purchaser is offered a choice of different payment options, upon confirming his/her order.
Payment can be made upon making the order, via the Internet, by Credit Card (Visa, Amex, MasterCard) or via a PayPal account.
The order shall not be approved by L’Oréal unless and until (i) Purchaser agrees to the GTS; (ii) payment validity is checked and confirmed; and (iii) confirmation of order acceptance has been sent to Purchaser.
In any event, L’Oréal reserves the right to refuse any order in case of any (i) breach of these GTS; (ii) existing dispute with Purchaser, (iii) payment default of all or part of any order by Purchaser; (iv) a payment authorization by credit card being denied by banking institutions; (v) payment default or partial payment.
CANCELLATION
Purchaser can cancel his/her order at any time and must do so via our Website by logging in, visiting the section that shows the order(s) placed and submitting the information requested.
For any queries on the scope, contents or instructions related to the exercise of Purchaser’s cancellation right, Purchaser may contact L’Oréal by using the contact details set out under the ‘Contact Us’ section below.
In the case of any Education Course(s) that are 5 days or under in duration (and for online e-learning courses, where the course has not been started), for any Education Course cancelled by the Purchaser within 14 days of the relevant order being confirmed, the full amount paid for such Education Course(s) will be refunded.
In the case of any Education Course(s) that are 6 days or over in duration, for any Education Course cancelled by the Purchaser within 28 days of the relevant order being confirmed, the full amount paid for such Education Course(s) will be refunded.
Upon successful cancellation of a course by Purchaser via our Website within the allowable cancellation periods as set out above, Purchaser will be refunded to their original payment card.
After the periods as set out above, no refund or compensation of any type will be possible. L’Oréal will only deviate from this in the case of exceptional circumstances to be determined at L’Oréal’s sole discretion.
Education Course(s) are offered by L’Oréal subject to availability. From time to time, whether due to circumstances of force majeure, circumstances outside of L’Oréal’s reasonable contemplation or control or other circumstances (including, but not limited to, availability of training staff or particularly low numbers of Purchasers booked on particular Education Course(s), L’Oréal may need to reschedule or cancel scheduled Education Course(s). In the event that L’Oréal cancels or reschedules any Education Course(s) that Purchaser has booked, L’Oréal will make reasonable efforts to contact You by email or any other contact methods provided to let You know. If your Education Course is cancelled, wherever possible we will offer You the option of being transferred to another equivalent Education course at an alternative date and time (subject to availability). If there is no suitable alternative available, L’Oréal will notify any booked attendees of the cancellation and process a refund of the full amount paid for such Education Course(s) to the Purchaser’s original payment card. For the avoidance of doubt, in the event of cancellation of Education Course(s) by L’Oréal, compensation will not be payable and L’Oréal shall not be responsible for any costs or losses incurred by Purchasers as a result of any cancellation, including but not limited to loss of earnings, loss of profits or the costs of any pre-booked transport or accommodation.
6. USER PERMISSIONS
User Permissions is a feature within L’Oréal Partner Shop which allows the Account Holder (Salon Owner or Manager) to offer website access to their employees. Access to the website can be granted to provide the employees with specific site visibility and the Account Holder can choose at their discretion whether their employees can access: Product, Pricing, Order or Credit Information as well as specific website features such as the basket, order placement, auto-replenishment and the permissions of other users within the business. It is the Account Holder’s responsibility to ensure the user permissions are kept up-to-date and maintained in accordance with the roles within their teams. For example, if an employee leaves the business, it is the Account Holder’s responsibility to de-activate that employee’s access.Any activity conducted by an individual that an Account Holder has granted User Permission to (including but not limited to any orders placed in error or incorrectly), is the responsibility of the Account Holder (as if it were the Account Holder themselves that carried out that activity), and L’Oréal is not accountable for any such activity. For the avoidance of doubt, where the Account Holder permits an individual to amend the permissions of other users on the account, any activity whatsoever that results is the responsibility of the Account Holder.
Any actions taken by any individual that is granted User Permissions are subject to the General Terms of Sale and Terms of Use.
7. PERSONAL DATA
a) Personal data
All personal information (personal data) marked with an asterisk and collected for mail-order purposes shall be required, as such information is necessary for the purposes of processing and delivering orders, and issuing invoices. Said information shall be strictly confidential and for use only by Seller or its subcontractors under the same obligations, for the sole purpose of processing orders and as per the Privacy Policy accessible here.
It is hereby specified that Purchaser shall have the right to access, modify, correct or delete his/her personal data.
Purchaser may exercise this right by sending a message and his/her ID to Seller’s Customer Service here.
Purchaser may receive information emails from Seller about Seller’s Products and activities, if Purchaser previously expresses consent by ticking the appropriate box. Purchaser shall retain the right to refuse such communication either as a preliminary matter by not expressing consent upon confirming the order, or subsequently by expressing his/her refusal by email by clicking here.
b) Cookies
The Website uses cookies. Cookies are computer files stored on the hard drive of Purchaser’s PC. For any further information on Seller’s use of cookies on this Website, please read the notice available here.
8. MISCELLANEOUS PROVISIONS
a) Force majeure
Neither Party shall be held liable for any failure to perform all or any part of its/his/her obligations under these GTS where such default is due to force majeure.
Force majeure shall mean any event meeting the criteria defined by case law as issued by the courts of England and Wales and applicable legislation.
Any Party asserting a force majeure event shall notify the other Party within five (5) working days following the occurrence of such force majeure event. The Parties hereby agree that they shall meet as promptly as practicable in order to mutually determine the performance terms of the order during the force majeure event. If the interruption due to force majeure continues for a period of one (1) month or more and if Seller is unable to fulfill the order, Seller shall give Purchaser a refund, as the case may be.
b) Partial Invalidity
In the event that any of the provisions under these GTS is held or found to be invalid under any law or regulation or final decision issued by a court of competent jurisdiction, all of the other provisions shall remain in full force and effect.
c) Entire GTS
These GTS (for the avoidance of doubt, together with the Selective Distribution Agreement and any Other Applicable Agreement defined in section 2) and the recapitulative order sent to Purchaser shall form a single contract and reflect the entire agreement between the Parties in relation to the online order of Products through the Site.
In the event of any discrepancy between any of these documents, these GTS shall prevail.
d) Amendment to the GTS
It is hereby specified that Purchaser shall be authorized to save or print these GTS, provided that it shall not make any changes hereto.
Applicable GTS shall be accessible at all times via the “General Terms of Sale” tag on every page of the Website.
Seller may update these GTS from time to time. Any such update shall be subject to specific prior notice being displayed on the Website.
e) Governing Law
These GTS and the entire agreement between Purchaser and Seller shall be governed by the laws of England. In the event of any dispute between Purchaser and Seller, failing resolution through the mediation process provided under Section 8 above, said dispute shall be referred to the English Courts of competent jurisdiction.