Terms & Conditions
These are the terms and conditions ("Terms") on which JV Foods Limited trading as MX Foods and Taste Quest (''JV Foods'') will supply goods ("Goods") to Customer who is purchasing Goods from JV Foods Limited (''Customer'')
1. Contract
These Terms form the basis of JV Foods contract and over- ride any other terms, whether implied or written (including any Customer terms). They are effective when JV Foods accepts each order the Customer places with JV Foods. Customers may place an order for Goods over the telephone, by email or via our website but no order shall be treated as having been accepted by JV Foods unless and until JV Foods issue a written order confirmation (“Confirmation”) at which point a binding contract for the sale and purchase of goods will come into being in accordance with the Confirmation. The customer is responsible for ensuring the accuracy of the orders and for checking that the Confirmation is correct. There will be a minimum order value depending on geographical location and will be agreed by JV Foods in writing. JV Foods is under no obligation to accept any order.
2. Notification
JV Foods may update these Terms from time to time and the latest version will be posted on our website: www.mxfoods.co.uk orwww.tastequest.co.uk. The amended version will apply to all subsequent orders by the Customer
3. Delivery
JV Foods aims to make on time deliveries in full to the desired delivery locations as agreed in advance, but all delivery dates quoted are estimates only. Time shall not be of the essence and delivery may be provided in batches. The Goods shall be delivered to the address specified on a Customer's account application or to any other address communicated to JV Foods(and agreed by JV Foods) when placing the order. If the delivery address is changed after an order has been placed, a delivery charge may apply, this will be the additional carrier costs that is incurred by JV Foods due to such changes. Delivery shall be completed on the unloading of the goods at the delivery location. JV Foods reserve the right to impose a reasonable re-delivery charge of the actual cost and costs of storage of the goods when there is a delivery failure, for example:3.1 No-one is present to take a delivery between the hours agreed between JV Foods and Customer;3.2 Failure or refusal to accept all or part of the delivery without due cause. Any Goods which are the subject of a delivery Failure may be resold by JV Foods without liability to the other Customer.
4. Food Safety
To comply with provisions in the Food Safety Act 1990 (as amended) regarding temperature controls and cold chain maintenance and JV Foods' obligations under BRC, frozen and chilled foods can only be returned at the time of delivery.
5. Shortages and Damaged or Defective Goods
All shortages and damaged Goods must be recorded on the paperwork accompanying the delivery and signed for by the driver and customer.
Where there is a shortage in the quantity of goods ordered, JV Foods will be entitled to deliver additional goods to rectify the shortage or to make a pro rata adjustment to the purchase price, which shall be JV Foods total liability to the Customer in respect of any shortage. All defective Goods must be notified to us immediately when the defect is discovered and in any event within 24 hours of delivery. All damaged or defective Goods must be returned to JV Foods or made available to JV Foods for inspection. No claims in respect of shortages or damaged or defective Goods can otherwise be considered.
6. Goods Specifications, Pricing and Compliance
Once an order has been accepted the Customer may not amend Goods specifications or quantity of goods ordered without JV Foods agreement in writing. Where JV Foods discovers there has been an error in the price quoted to the Customer for the Goods, it may amend the pricing by giving notice to the Customer. The Customer shall be entitled to accept the new order or to cancel the order within 24 hours of notification. If the Customer fails to cancel the order within 24 hours it will be deemed to have accepted the new price as notified. All prices are exclusive of delivery costs and VAT which shall be payable by the Customer in addition to the Price. Delivery charges and VAT will be stated in the Confirmation of the order.
7. Payment Terms and Credit Facilities
All invoices must be validated against a signed delivery notes by the customer. Where a credit facility has been granted, the customer must pay JV Foods' invoice on or within agreed payment terms. The company reserves the right to withdraw or amend a credit facility, at its discretion and upon notice to the Customer, if a payment is made late or customer's circumstances change.
If the credit period is withdrawn or in all other cases payments need to be made in accordance with the arrangement that is in force between JV Foods and the Customer at the time the order is placed.
8. Late Payment & Collection Charges
If the Customer fails to make any payment on the due date we may cancel the order, suspend any further deliveries to you and charge the interest on the overdue payment at the rate of 6% per annum over the prevailing Bank of England base rate, calculated on a daily basis from the due date to the date when the amount is paid in full to JV Foods in cleared funds. In addition JV Foods may withdraw any credit facility at any time. Any costs JV Foods incur for the collection of outstanding debts will be added to the amount due and will be payable by the Customer by way of an indemnity to JV Foods. Payments by credit cards will be subject to a surcharge equal to that JV Foods are charged by the relevant card issuer at that time.
9. Card Payment Provider (Opayo)
We use Opayo as our card processing agent. Full card details are stored on Opayo’s system and processed in accordance with their privacy policy (https://www.opayo.co.uk/policies/privacy-policy).
For your convenience when placing multiple orders, we will store a card token of the relevant payment card, together with the card type, and the last 4 digits of the payment card only (“Token”). We do not keep the full card details and storage of the Token is not necessary in order to complete any transaction. The Token is recorded against your account and can be removed at any time. Please see our Privacy Policy for more information.
Please note that if you are using a credit card there is a small handling fee which will be detailed at the time of placing the transaction. There is no fee for payment by debit card.
10. Quality
JV Foods aims to supply Goods in accordance with BRC accreditations and follow all generally accepted industry standards and practices that are applicable to the Goods that JV Foods supplies. We warrant that the Goods will, as at the delivery date and (subject to correct handling and storage) until their expiry date:
10.1 Conform with their Goods specifications, which are available on request;
10.2 Be of satisfactory quality; and 9.3 Comply with applicable UK labelling standards. We shall be under no liability if:
(a)A Customer uses the Goods after giving notice of a defect in accordance with clause 5;
(b)A Customer failure to store and handle the Goods in a manner appropriate to their nature;
(c)The defect arises as a result of wilful damage or negligence by a Customer or anyone acting on its behalf; Where any valid claim in respect of any of the Goods which is based on any damage or defect in the quality or condition of the Goods is notified to JV Foods in accordance with clause 5, JV Foods shall be entitled to replace such Goods free of charge or, refund to the Customer the price of the defective Goods (if the Customer has already paid for the goods)after JV Foods Quality Assurance department investigates the issues and agrees there is a defect. A replacement or refund is JV Foods total liability to the Customer in respect of a defect or damage to the Goods.
11. Limitations of Liability
Nothing in these terms and conditions shall exclude or limit JV Foods liability for death or personal Injury caused by its negligence, or for fraud or to the extent any liability cannot by law be limited to excluded. Subject to the above JV Foods' total liability arising under or in connection with an order, whether arising in contract, tort (including negligence) or restitution, or for breach of common law or statutory duty or misrepresentation, or otherwise, shall not exceed a sum equal to 120% of the Price paid by the Customer for the Goods which are the subject of a claim.
12. Risk and Title
The Risk of the Goods passes to the Customer once the Customer have signed for them. Title to all Goods remains with JV Foods until JV Foods has received payment in full including all the cost due to JV Foods that are related to the Goods delivered and any other sums due to JV Foods from the Customer. Until such time as all sums are paid, the Customer shall allow JV Foods access to any premises where the goods are stored to recover such goods immediately upon notice by JV Foods or to deliver up such Goods to JV Foods. Unless notice has been provided aforesaid the Customer may resell the goods in its normal course of business at which point title to the goods will pass to the Customer who will sell them as a principal and not as an agent for JV Foods.
13. Termination and Suspension
JV Foods may at any time terminate any credit arrangement:
13.1 With immediate effect in the event that the customer has not placed an order for a period of six consecutive months by notice in writing; or
13.2 With immediate effect on a change of control of the Customer; or
13.3 By giving the customer not less than four weeks' notice in writing; or
13.4 With immediate effect if the Customer fails to pay any undisputed amount due to JV Foods or fails to comply with the agreed payment terms.
13.5 If any of the events set out in clause 13.1 occur or if the Customer ceases to trade, or threatens to cease, or if in the opinion of JV Foods the customer becomes insolvent, any amounts due to JV Foods shall become immediately payable not withstanding any previous agreement or arrangement to the contrary, JV Foods reserve the right to demand the remaining unpaid Goods back pursuant to clause 12.
14. Force Majeure
Neither party (or any person acting on its behalf) shall have any liability or responsibility for failure to fulfil any obligation under these Terms so long as, and to the extent to which, the fulfilment of such obligation is prevented, frustrated, hindered or delayed as a consequence of a Force Majeure Event. For the purposes of this Clauses, a 'Force Majeure Event' means an event beyond the control of a Party (or any person acting on its behalf), which by its nature could not have been foreseen by such Party (or such person), or, if it could have been foreseen, was unavoidable, and includes acts of God, storms, floods, riots, fires, sabotage, civil commotion, or civil unrest, epidemic, pandemic, government-mandated restaurants closure, interference by civil or military authorities, acts of war (declared or undeclared) or armed hostilities or other national or international calamity or one or more acts of terrorism or failure of energy sources, employee disputes and /or strikes and/or travel disruptions and /or a cessation of supply.
15.General
If any provision of these Terms is declared by any judicial or any other competent authority to be void, voidable, illegal or otherwise unenforceable, it shall be limited or eliminated to the minimum extent necessary so these Terms shall otherwise remain in full force and effect and enforceable. These Terms and the relevant confirmation of order contain the entire agreement between a Customer and JV Foods. Any notice or other information to be given under these Terms shall be treated as having been validly given if served personally on that party or if sent by first class pre-paid post to JV Foods and the Customer at their respective addresses set out in the Credit Application form or by email (supported by a valid server delivery receipt) to the email of that party listed on the Credit Application Form (or as subsequently advised by one party to the other). If sent by first class pre-paid post the notice shall be treated as having been received 2 days after the date of posting. If sent by email the notice shall be treated as having been received on the same day (if sent during normal working hours) or on the next working day (if sent outside normal working hours). Any amendment shall only be effective if in writing and agreed by both parties. Nothing in these Terms and no action taken by the parties pursuant to them shall constitute a partnership, association or joint venture between them.
These Terms shall not be enforceable by a person who is not a party to them under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
These Terms shall be governed by English law and the English Courts shall have exclusive jurisdiction to decide any dispute concerning these Terms.
JV Foods Limited. Established 2001. Unit 12a Exeter Way, Theale, Berkshire, RG7 4PF. Registered in England No. 04306497. VAT Number: 786541883