Gio-Goi

Terms and Conditions

Welcome to gio-goi.com (the “Website”). There are a few rules which our visitors must follow when using our Website, so we ask all our visitors to read our Terms and Conditions of Use carefully.

This Website is brought to you by Gio Goi Limited (“Gio-Goi”, or “we” or “us”) and all rights, including copyright, in the content of the Website is owned or controlled by Gio-Goi.

Gio-Goi and its affiliates provide access to the Website and sells its products to you subject to the Terms and Conditions of Use set out on this page and the Terms and Conditions of Sale which can be found here.
If you have any comments or queries relating to this Website, please use our Contact Us pages.

Terms and Conditions of Use

1. What do I agree to by entering the Website?

You are invited to use the Website on the basis of the Terms and Conditions of Use set out below.
By entering the Website and using its Features (as defined below) you are deemed to have read and accepted these Terms and Conditions of Use. If you do not accept these Terms and Conditions of Use or any part of them, you should not enter or use the Website.

Gio-Goi may modify or update these Terms and Conditions of Use from time to time. If you continue to use this Website after any changes, this means you agree to be bound by the modified Terms and Conditions of Use.

2. The Features

The Website may offer the following features to you: purchase of products, competitions, prize draws, newsletters, video clips, downloading of screensavers, desktops and sound files (the “Features”).

3. Conditions of Using Features on the Website

You agree to use the Features on the Website in good faith and in the spirit in which they are made available to you. In particular you agree:

• not to send or resend any content which is obscene or vulgar, offensive, abusive, harmful, threatening, libellous, defamatory, discriminatory, in breach of confidence, in breach of or invasive of another’s privacy, racially or ethically or religiously insulting or otherwise unlawful;
• not to use Features on the Website for any purpose which would be considered a criminal offence, or give rise to civil liability or which is or may be damaging to the rights or interests of any user or other third party in any country in the world;
• not to post or transmit material on the Website which is technically harmful (e.g. computer viruses, corrupted data, Trojans, worms or any other harmful software or data);
• if you or any other party has any issues or concerns with the content of any communications generated via the Website, please contact the Website moderator as soon as possible; and
• that all Features will be used entirely at your own risk and Gio-Goi accepts no responsibility for any losses or consequences suffered by you or a third party as a result of your use of the Website.

If Gio-Goi is informed or has any reason to believe that any of the Features on our Website are being used by a user other than in accordance with these Terms and Conditions of Use, Gio-Goi reserves the right to suspend or permanently prevent access by the user to the Features and shall have no liability to the user whatsoever in such event.

4. Sending Us Information

We are happy to receive from you any ideas, suggestions, graphics, pictures or anything else, but do please remember that, by sending us your submission (the “Material”) you will be deemed to have granted Gio-Goi (and any of its subsidiaries or associated companies) a perpetual, royalty-free, non-exclusive right and licence to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, play, and exercise all copyright and publicity rights with respect to any such work worldwide and/or to incorporate it in other works in any media now known or later developed for the full term of any rights that may exist in the Material.

Other than personally identifiable information, which is covered under our Privacy Policy, any material you transmit or post to the Website shall be considered non-confidential and non-proprietary.

By submitting your Material to this site, you also warrant that:

• you have the right to make it available to Gio-Goi;
• the Material is not defamatory; and
• the Material does not infringe any law or rights or interests of any third party in any country of the world, in particular that the Material does not , plagiarise, or infringe on the rights of third parties including copyright, trade mark, trade secret, privacy, personal, publicity, or proprietary rights.

You agree to indemnify Gio-Goi against all legal fees, damages and other expenses that may be incurred by Gio-Goi as a result of your breach of the above warranty. You also agree to waive any moral rights in the Material for the purposes of its submission to and publication on the Website and the other purposes specified above.

This means that all stories, comments, suggestions, ideas, graphics or other information sent to us can be used by us as we see fit. This includes using it for promotional, marketing or any other commercial purpose, whether in advertising, or in developing, manufacturing or marketing products. Under no circumstances are you entitled to any payment if we do use your Material for any purpose. So remember, don’t send us your Material if you don’t want us to use it or the world to know about it.

5. Access to the Website

We will do our utmost to ensure uninterrupted availability of the Website and that transmissions will be without errors. However, due to the nature of the Internet, this cannot be guaranteed. It is your responsibility to evaluate the information and content provided on the Website. Your access to the Website may also be occasionally suspended or restricted to allow for repairs, maintenance, or the introduction of new facilities or services. We will attempt to limit the frequency and duration of any such suspension or restriction.

6. Licence for Website Access

Gio-Goi grants you a limited licence to access and make personal non-commercial use of this Website. The licence does not allow you to download, extract or re-utilise (other than page caching) or modify it, or any portion of it, except with express written consent of Gio-Goi. This licence expressly prohibits:

• any resale or commercial use of this Website or its contents;
• any collection and use of any product listings, descriptions, or prices;
• any derivative use of this Website or its contents;
• any downloading or copying of account information for the benefit of another merchant; or
• any use of data mining, robots, or similar data gathering and extraction tools.

This Website or any portion of this Website may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without Gio-Goi’s express written consent.

You may not frame or use similar techniques to enclose any trade mark, logo, or other proprietary information (including images, text, page layout, or form) of Gio-Goi and its affiliates. You may not use any meta tags or any other ‘hidden text’ utilising Gio-Goi or its affiliates' names or trade marks. Any unauthorised use terminates the permission or licence granted by Gio-Goi.

You may not use any logo or trade mark which is featured on the Website or other proprietary graphic or trade mark as part of the link without our express written consent.

You may not use this Website, or any of the material appearing on the Website from time to time to further any commercial purpose, including (but not limited to) selling on of any products purchased from the Website to eBay or any other auction site advertising or to promote or encourage traffic to any other website.

Any use of the Website or extracts of the Website other than in accordance with this clause 6 is strictly prohibited.

7. Links To and From Other Websites

The Website may contain links to third party websites and, likewise, third party websites may contain links to the Website. Gio-Goi is not responsible for the availability of, or any content or material contained in, or obtained through, any such third party websites, nor does Gio-Goi recommend, endorse or accept responsibility for the content of any third party websites. If you decide to access any third party website linked to the Website, you do so entirely at your own risk. Any questions or comments relating to third party websites should be addressed directly to the operator of those third party websites.

You may not include a link to this Website or display any of its contents, in any format, in any other website without Gio-Goi's written consent. Such consent, if given, may be withdrawn, without notice, at any time and in this event you must remove the relevant link and/or content within 24 hours.

8. Privacy Policy

Please ensure that you read our Privacy Policy to learn about what personal information we collect at the Website, how we handle it and for what purposes we use it.

9. Website Content

Gio-Goi makes every effort to ensure that the content of the Website is accurate and up-to-date, but Gio-Goi does not offer any warranties (whether express, implied or otherwise) as to the reliability, accuracy or completeness of the information appearing on the Website.

Gio-Goi may remove material or Features from the Website at its own discretion, at any time and without notice. The material in the Website may be out of date and Gio-Goi makes no commitment to update such material.

11. Intellectual Property Rights

All content and compilation of such content together with all software included on the Website, including without limitation text, graphics, logos, button icons, images and software, is the property of Gio-Goi or its subsidiaries, its affiliates or its content suppliers and is protected by UK, European and International laws.

You acknowledge and agree that all copyright, rights in data, databases, trade marks, names, images, logos and other intellectual property rights in the Website content, software and all HTML and other code involved in this Website (“Intellectual Property Rights”) shall remain at all times vested in Gio-Goi and that these are protected by copyright and other laws and international treaty provisions.

You may not create and/or publish your own database which features substantial (e.g. our prices and product listings) parts of this Website.
You may not, other than in accordance with these Terms and Conditions of Use, modify, copy, distribute, transmit, display, redistribute, transfer, or sell in whole or in part, the Website or any of the Intellectual Property Rights relating thereto, without first obtaining written permission from Gio-Goi to do so.
Nothing contained in this Website shall be construed as conferring by implication or otherwise any licence or right to use any of the Intellectual Property Rights displayed or subsisting on or in this Website other than in accordance with these Terms and Conditions.

12. Limitation of Liability

The Internet is by its nature an unreliable medium. Consequently, you accept that this Website is offered on an “as is” and “as available” basis.
While Gio-Goi takes all reasonable steps to ensure that the Website is properly functioning at all times, Gio-Goi does not warrant that this Website will be uninterrupted, timely, secure or error-free, that defects will be corrected, or that this Website or the server that makes it available are free of software viruses or bugs or other defects.

Gio-Goi has no control over, and disclaims all responsibility for, any content you encounter, or events which may occur as a result of your use of the Features and Gio-Goi shall not be liable for any damages or other losses of any type whatsoever incurred by you as a result of your use of the Website or the Features.
Gio-Goi shall not be liable to you for any loss or damage you suffer as a result of visiting this Website or making use of the Features or information available on the Website. You must take your own precautions (including, but not limited to, installing adequate protective measures to guard against software viruses and ensuring that you retain up-to-date copies of all data) to protect yourself against loss or damage.

Nothing in these Terms and Conditions of Use shall exclude or limit Gio-Goi's liability for death or personal injury caused by negligence or fraud or misrepresentation as to a fundamental matter or any liability which cannot be excluded or limited under applicable law.

13. Whole Agreement and Governing Law

Your use of the Website, any purchase by you on the Website of any products and these Terms and Conditions of Use will be governed by and construed in accordance with the laws of England and Wales and will be deemed to have occurred in England.

By accepting these Terms and Conditions of Use and using the Website, you accept that any dispute under these Terms and Conditions of Use or arising out of use of the Website shall be subject to the exclusive jurisdiction of the English courts except that, to the extent you have in any manner violated or threatened to violate Gio-Goi’s intellectual property rights, Gio-Goi may seek injunctive or other appropriate relief in any court in any country in the world, and you consent to exclusive jurisdiction of such courts. By using this Website you hereby submit to the jurisdiction of such courts for such purposes and waive any and all objections to jurisdiction or venue in such courts.

If any of the provisions of these Terms and Conditions of Use are deemed invalid, void, or for any reason unenforceable, that condition will be deemed severable and will not affect the validity and enforceability of the remaining conditions.

14. Legal Statement

Gio-Goi and the “Hasc” logo are registered trade marks of Gio-Goi Brands Limited. www.gio-goi.com is a registered domain name of Gio- Goi Brands Limited.

Registered Office: Gio Goi Limited, 13 Melville Street, Edinburgh, Scotland, EH3 7PE. Company Registration Number: SC279226.

Terms and Conditions of Sale

Please carefully read these Terms and Conditions before purchasing any products on the Website. By purchasing products on the Website from Gio Goi Limited (“Gio-Goi” or “we” or “us”), you agree to be bound by these Terms and Conditions of Sale.

1. Your Account

You are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer to prevent unauthorised access to your account. You agree to accept responsibility for all activities that occur under your account or password. You should take all necessary steps to ensure that the password is kept confidential and secure and should inform us immediately if you have any reason to believe that your password has become known to anyone else, or if the password is being, or is likely to be, used in an unauthorised manner.

Please ensure that the details you provide us with are correct and complete and inform us immediately of any changes to the information that you provided when you registered.

The Website only sells products to individuals who can purchase with a credit card/debit card. If you are under sixteen (16), you may use the Website only with the express permission and supervision of a parent or guardian.

Gio-Goi reserves the right to refuse access to the Website, terminate accounts, remove or edit content, or cancel orders at its discretion. If we cancel an order, it will be without charge to you.

2. Privacy

Please review our Privacy Policy, which also governs your visit to the Website to understand how Gio-Goi uses your information.

3. Our Contract

When you place an order to purchase a product from the Website, we will send you an email confirming receipt of your order and containing the details of your order. Your order represents an offer to us to purchase a product which is accepted by us when we send an email to you confirming that we have accepted the order (the ‘Order Confirmation Email’). Such acceptance will be complete at the time we send the Order Confirmation Email to you. You are seeking to enter into a contract with Gio-Goi when you place an order.

This contract is legally binding when you have placed an order, your order has been accepted by us and we have sent you the Order Confirmation Email.
Gio-Goi will retain the title in the products until full payment has been made by you and has been received by Gio-Goi.
Gio-Goi reserves the right to hold any orders prior to shipping for security review. Gio-Goi only delivers its products to the locations listed on the Website. In the event that an order is placed for a delivery to a location where we do not deliver to the order will be cancelled and a refund processed.

4. Deliveries

We will endeavour to deliver all products you have ordered within the time period specified on your Order Confirmation Email. Please click here to view our delivery details and charges.

All products purchased from the Website are made pursuant to a shipment contract. This means that the risk of loss for such products pass to you upon our delivery to the carrier. If you have received your Order Confirmation Email but your products have not arrived within the time specified in the Order Confirmation Email, please contact us and we will do our best to assist. Note that during exceptionally busy periods (e.g. Christmas) or when the weather is particularly inclement please allow an additional day before raising a query.

If your order has not been received five(5) days after dispatch, in the first instance please check with your local mail delivery office to see that they are not holding your parcel. If they confirm that they do not have your products, please contact us and we will do our best to assist.

5. Returns

You can only return to Gio-Goi products which have been purchased directly through this Website. If you purchased your Gio-Goi products at a retail store or from another website the products must be returned to the original store or site which they were purchased from.

If for any reason you are not happy with your Gio-Goi products, please follow our Returns or Exchange Procedure, so that we can assist you in the exchange or refund of your order. Gio-Goi reserves the right to reject the return of products which are not returned in accordance with our Returns or Exchanges Procedure and we may request that you pay for the shipping of such products back to you. Our Returns or Exchange Procedure does not affect your statutory rights.

A.        Returns or Exchange

You may return new, unworn or unused products which you wish to exchange or return within fourteen (14) days from the date on which the products were shipped to you.

Where you wish to exchange a product, please note that you can exchange items for the same price or less, however we cannot accept exchanges where the new products are more expensive than the exchanged products. In this case, you will need to return the products and place a new order.
Please note: your right to exchange or return products is separate from your statutory right to cancel your order under the Distance Selling Regulations (see below).

Delivery Costs

• If you are returning products for exchange or return, please use the free postage paid label that came with your delivery to return the products. If you cannot find your label, please contact the Customer Care Team to arrange for a new label to be delivered.
• If you have paid for your delivery, we will not refund the original delivery charge in the case of exchanges or returns. 
• If you are returning products for refund, having shopped from Europe, please return to the warehouse address listed below

Gio-Goi Returns
Unit 2 Walker Park
Walker Road
Guide, Blackburn
United Kingdom
BB1 2QE

Please note: you will only be reimbursed the original delivery charge (where applicable) where you exercise your statutory right to cancel your entire order within the 7 working day period beginning after the day of receipt of the products under the Distance Selling Regulations – see Statutory Right to Cancel below.  

• In the case of returns, you will only be refunded the value of the products ordered.

This Returns Procedure does not affect your statutory right to cancel or any of your other statutory rights.

B.        Statutory Right to Cancel

In addition to our Returns or Exchange Procedure, under the Distance Selling Regulations you also have seven (7) working days (beginning the day after receipt of the products) to cancel your order.

Delivery Costs

• Where you exercise your statutory right to cancel, we will provide a full refund on the price paid for the products.  If you have cancelled your entire order, we will also refund your original delivery charge (if applicable). If you only cancel part of your order and return only some of the products delivered to you, delivery charges will not be refunded.  This is because the delivery charge is normally the same regardless of the number of items delivered and, if you retain part of your order, the delivery charge still applies to the part that you retained.
• Where you fail to return the product(s) in question or you send them at our expense, or if our appointed courier collects the products from you, we reserve the right to charge you for the direct costs incurred by us in collecting or returning the products (other than where the products have been sent to you in error or where such products are faulty in which case, such costs shall be at our expense).

Where you exercise your right to cancel within 7 (seven) working days, you should return the products to us as soon as reasonably practicable.
How do I exercise my statutory right to cancel?
In order to exercise your right to cancel, please:

• send an email to customercare@gio-goi.com; or
• send us a fax to +44 (0) 207 278 3305; or
• write to us at:

GioGoi Limited
The Varnish Works
3 Bravingtons Walk
Block B Regent Quarter
London
N1 9AJ

making it clear in your correspondence that you are giving notice to exercise your statutory right to cancel.
Your email, letter or fax will be deemed to have been received by us on the date you send it (provided it is sent to the correct address and it is sufficiently clear that you are exercising your right to cancel). Please try and keep the confirmation of any fax, letter or email to demonstrate the date that you sent it.

C.        Conditions for All Returns, Exchanges or Statutory Right to Cancel

All products must be returned to us unused, together with all original packaging (please note you have a duty to take reasonable care of returned products and any refund may be withheld or a charge incurred if you fail to take such care and damage the products). Please make sure that your return package is packed and sealed securely (in or with the original packaging if possible).

With your purchase of Gio-Goi products, you will receive a Delivery Note and Returns Form. To return items to us, whether for exchange or return, simply fill out your Returns Form as instructed, include the Returns Form in the package and attach the label to the outside of the package then post it back to us. We recommend that you obtain a proof of posting certificate from the Post Office when returning your parcel. If you do not have your Delivery Note or Returns Form, our Customer Care Team will be happy to send you an electronic copy for you to print off at home.

We will refund the cost of the products and the cost of the delivery charges (where applicable) to the method of payment used to place your order within thirty (30) days of receipt of your returned order or of your notice of your statutory right to cancel.

Discrepancies and faulty products

If there are any discrepancies with your order or if your products are faulty, you must notify us as soon as possible. If you have been shipped the incorrect products then please do accept our apologies. Please follow the Returns and Exchanges Procedure. Any replacements will be sent to you at no extra cost to yourself.

6.         Feedback and Complaints Policy

We welcome any comments about our service, so that we can improve what we are doing. Our aim is to deal with any problems quickly and fairly. If you have reason to complain about our service, please call or e-mail our Customer Care Team stating clearly that you are making a complaint. Our aim is to respond to your complaint within seven (7) working days, either resolving the complaint, or with a timescale for resolution.

7.         Pricing and availability

All prices are quoted in Pounds Sterling  or Euros and are inclusive of VAT unless otherwise specified. All item prices are exclusive of delivery charges. We list availability information for products sold by us on the Website, including on each product information page. Beyond what we say on that page or otherwise on the Website, we cannot be more specific about availability. Please note that shipping dates are estimates only. Unless otherwise stated, dispatch dates are not guaranteed and should not be relied upon. As we process your order, we will inform you by email if any products you order are subsequently found to be unavailable.

Despite our best efforts, a small number of the products on the Website may be mis-priced. If a product's correct price is lower than our stated price, we will charge the lower amount and send you the product. If a product's correct price is higher than our stated price, we will, at our discretion, either contact you for instructions before shipping the products or cancel your order and notify you of such cancellation.

8.         Disclaimer and limitation of liability

This Website is provided by Gio-Goi on an “as is” and “as available” basis. Gio-Goi makes no representations or warranties of any kind, express or implied, as to the operation of this Website or the information, content, materials, or products included on this Website. It is expressly agreed by you that your use of this Website is at your sole risk.

Gio-Goi disclaims all warranties, express or implied, including, but not limited to, implied warranties of saleability and fitness for purpose to the fullest extent permissible by applicable law. Gio-Goi does not warrant that this Website, its servers, or e-mail by us are free of viruses or other harmful components. Gio-Goi will not be liable for any damages of any kind arising from the use of this Website, including, but not limited to direct, indirect, incidental, punitive, and consequential damages.

Laws of certain countries or states do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers, exclusions, or limitations may not apply to you, and you might have additional rights.

9.         Electronic communications

When you visit the Website or send emails to us, you are communicating with us electronically. We will communicate with you by email or by posting notices on the Website. For contractual purposes, you consent to receive communications from us electronically and you agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. This condition does not affect your statutory rights.

10.       Disputes

Any dispute relating in any way to your visit to the Website or to products you purchase through the Website may be submitted to the courts of England and Wales, except that, to the extent you have in any manner violated or threatened to violate Gio-Goi’s intellectual property rights, Gio-Goi may seek injunctive or other appropriate relief in any court in any country in the world, and you consent to exclusive jurisdiction of such courts.

11.       Alteration of Service or Amendments to the Conditions

We reserve the right to make changes to our Website, policies, and these Terms and Conditions of Sale at any time. Your usage of the Website and your orders will be subject to the policies and Terms and Conditions of Sale in force at the time that you use the Website or that you order products from us, unless any change to those policies or these conditions is required to be made by law or government authority (in which case it will apply to orders previously placed by you). If any of the provisions of these Terms and Conditions of Sale are deemed invalid, void, or for any reason unenforceable, that condition will be deemed severable and will not affect the validity and enforceability of the remaining conditions.

12.       Events beyond our reasonable control

Gio-Goi will not be held responsible for any delay or failure to comply with our obligations under these conditions if the delay or failure arises from any cause which is beyond our reasonable control. This condition does not affect your statutory rights.

13.       Waiver

If you breach these Terms and Conditions and we take no action, we will still be entitled to use our rights and remedies in any other situation where you breach these conditions.

14.       Governing law and jurisdiction

Your use of the Website, any purchase by you on the Website of any products and these conditions will be governed by and construed in accordance with the laws of England and Wales and will be deemed to have occurred in England. You agree, as we do, to submit to the non-exclusive jurisdiction of the English courts.
Your statutory rights are not affected by these Terms and Conditions of Sale.

15.       Legal Statement

Gio-Goi and the “Hasc” logo are registered trade marks of Gio-Goi Brands Limited. www.gio-goi.com is a registered domain name of Gio- Goi Brands Limited.
Registered Office: Gio Goi Limited, 13 Melville Street, Edinburgh, Scotland, EH3 7PE. Company Registration Number: SC279226.

16.       General

Unless the Company as seller specifically agrees otherwise in writing all sales by the Company to the Buyer arising from acceptance of an order overleaf (“the Order”) are on the following terms and conditions. Any conditions submitted, proposed or stipulated by the Buyer in whatever form and whatever time, whether written or oral, are expressly waived and excluded.

17.       Acceptance of Order

a) No order shall be binding upon the Company until the Company has given the Buyer a copy of the Order.  The giving of a copy of the Order to the Buyer shall constitute acceptance of the Order by the Company (the “Accepted Order”). The Company shall be under no obligation to accept the Order from the Buyer, furthermore if the Company accepts the Order from the Buyer:

(i) The Company shall be under no obligation to accept any other Order from the Buyer at any time in the future; and
(ii) Such acceptance is made on the basis that the Buyer agrees that the trading between the Company and the Buyer does not amount to a course of dealing.

b) Notwithstanding acceptance of the Order, the Company reserves the right in its sole discretion to postpone delivery of the goods and/or cancel all outstanding Orders from the Buyer without compensation in the event that any sums due to the Company from the Buyer are in arrears.

18.       Price

a) Unless otherwise agreed in writing by the Company the selling price for the goods will be the prices shown in the price list of the Company at the date of delivery plus VAT at the rate prevailing on the date of delivery. Prices quoted on the Order are subject to the addition of a devaluation surcharge.
b) The Buyer shall reimburse the Company for all transportation, packaging and handling costs on deliveries by way of the final invoice.
c) Export sales shall be subject to FOB terms (as defined in the latest published version of Incoterms from time to time). It is the Buyer’s responsibility to pay all necessary import duties and obtain all necessary import licences, clearances and other consents necessary for the purchase of the goods and to ensure that the Goods comply with all local legislative or other legal requirements.

19.       Delivery

a) Whether or not stated on the Order the time for delivery shall not be of the essence and delivery dates are invited as an estimate only to the extent that the delivery is made within a reasonable period of the delivery date.
b) Delivery to the first carrier shall constitute delivery to the Buyer and the Company’s obligation to deliver shall be considered completed on such delivery. The Company shall not be liable for any expenses or costs or any direct or indirect loss or damage howsoever caused arising from delays in delivery or despatch or any breakage after the goods have been delivered by the Company to the first carrier.  All risk of loss, breakage or other damage whatsoever in the goods shall pass to the Buyer as soon as the goods are delivered by the Company to the first carrier.
c) If any delay in shipment, despatch or delivery arises as a result of an act of the Buyer (including any refusal or delay in the Buyer accepting any goods within the agreed seasonal delivery window specified in the Accepted Order) then the goods will be deemed to have been delivered to the Buyer as soon as the Buyer is notified that the goods are ready for transportation and the goods thereafter shall be held for the Buyer’s account and at the Buyer’s expense.  Notwithstanding any such delay, the Buyer shall continue to be liable for payment in full of the Accepted Order, together with and any additional risk, cost and/or expense caused to the Company as a result of such delay, all of which shall be paid immediately by the Buyer to the Company on demand.
d) The Company reserves the right to make delivery by instalments and to submit a separate invoice in respect of each instalment.  Each delivery shall constitute a separate contract.
e) Where the Company has engaged credit insurance cover in respect of the Buyer, and such cover is withdrawn for any reason whatsoever by the relevant insurers at any stage prior to delivery of an Accepted Order, the Company may (in its sole discretion) on written notice to the Buyer, amend the Buyer’s credit and/or payment terms to require payment prior to delivery of the relevant Accepted Order and/or all future Orders.  Subject to Condition 18(c), the Buyer shall accept delivery of the relevant Accepted Order notwithstanding any amended credit and/or payment terms, and shall be liable to pay the Company directly for the cost of all goods delivered pursuant to such Accepted Order on such amended credit and/or payment terms following any such notification by the Company to the Buyer. 

20.       Specification

a) The goods will be supplied substantially to the design specified in the Order.  However the Company reserves the right to make reasonable changes at its discretion to the specification of the goods.
b) The Buyer agrees not to interfere with any label or markings on the goods supplied by the Company.

21.       Force Majeure

a) If the Company is prevented from producing, acquiring or effecting deliveries of the goods or any of them by reason of any of the following causes namely, Act of God, insurrection, riot, war, hostilities  warlike operation, piracy, arrests, restrains of or detainment by any competent authority, strikes or combinations or lock-out workmen, fire, floods, droughts, earthquakes, mechanical breakdown, shortage of or inability to obtain materials, equipment or transportation or any other circumstances (whether of a nature similar to those specified, or not) beyond the control of the Company regardless of whether or not the circumstances in question could have been for seen at any time, the obligation of the Company to effect deliveries in respect of any accepted Order shall be  suspended for as long as such prevention continues.
b) Should any deliveries under the contract be suspended under this condition 6 the Buyer shall nevertheless accept delivery and pay for such of the goods as the Company is able to deliver. The Company shall not be liable for any loss or damage of any kind resulting from the causes mentioned above.
c) If the Company has contracted to provide identical or similar goods to more than one Buyer and is prevented from fully meeting its obligations by reason of any of the causes referred to in this condition 6, the Company may determine at its own discretion, which contracts it will honour and to what extent.

22.       Title

a) Notwithstanding delivery, title in the goods delivered by the Company shall pass to the Buyer upon and only upon payment for such goods in full by the Buyer and for all other sums owed by the Buyer to the Company and the Buyer will hold the goods as bailee for the Company.  The Company may attribute any sum paid by the Buyer to any outstanding amount whatsoever due from the Buyer to the Company in respect of any goods delivered to the Buyer by the Company not withstanding any indication by the Buyer that these sums are paid in relation to any specific goods.
b) If the Buyer (before payment) sells the goods to any third party it shall, as between the Buyer and such third party, sell as principle but as between the Buyer and the Company, the Buyer shall sell as the fiduciary agent of the Company.
c) The Buyer shall hold such part of the proceeds of any sales as equates to the aggregate amount due from the Buyer to the Company on any account whatsoever separate and for the Company’s account pending payment.  Alternatively, the Buyer shall, if the Company so requires, authorise and direct such third party to pay to the Company directly a like part of the sum due to the Buyer in respect of the goods so sold and assign to the Company such part of the debt owed to the Buyer by such third party.
d) After delivery and until payment the Buyer shall keep the goods fully insured and hold any proceeds of insurance for and to the order of the Company pending payment.
e) The Company may at any time without notice recover possession of the goods which are the property of the Company and the Buyer grants to the Company an irrevocable license to enter for that purpose any premises then occupied by the Buyer.
f) The Company shall be entitled to raise and/or maintain an action for the price of the goods where the property in them has not passed to the Buyer.

23.       Interest

The due date for payment for any goods delivered by the Company to the Buyer shall be shown on the Company’s invoice.  All amounts invoiced which are not paid when due shall without prior notice bear interest at the rate of 6% per month and in relation to this condition, and the parties argree that time for payment shall be deemed to be of the essence.

24.       Warranty

a) To the extent permitted by law all conditions, warranties or obligations whether express or implied by statute, common law or otherwise are excluded and the provisions of these conditions shall apply in lieu thereof.
b) Where the Company is arranging carriage, the Company shall not be liable for loss of or damage to the goods in transit unless within ten days of the date of notified by the Company to the Buyer as being the date on which the goods were despatched from the Company’s premises the Buyer gives written notice to the Company that is has not received the goods or that the goods are damaged.
c) The Company shall not be liable for defective goods unless the Buyer gives notice to the Company as soon as possible but in any case within 7 days of delivery specifying with reasonable detail any matter whereof it is alleged that the goods are defective.
d) No goods shall be returned to the Company until the Company has had an opportunity to inspect the same.  The goods shall be returned to the Company with a previously agreed returns reference. Any goods so returned shall be at the Buyer’s risk until received by the Company
e) The Company’s liability under conditions 9(b) and 9(c) whether based on negligence or any other cause of action shall be limited to repairing or replacing the lost damaged or defective goods or, at the Company’s option, crediting a corresponding proportion of the price paid by the Buyer, and the Company shall not be under any other liability hereunder whatsoever.
f) No claim will be met by the Company under condition 9(c) if, in the opinion of the Company:
(i) The defect is not due to solely to defective materials or manufacture or the goods have been misused in any way; or
(ii) The terms of payment set out in condition 7 have not been compiled with.
g) The warranty contained in this condition is specifically limited to the Buyer in respect of the goods actually manufactured by the Company.  No warranty is made to any other person whether subsequent to the Buyer or user, or to any bailee, licensee, assignee, employee, agent or otherwise.
h) The Company gives no warranty and makes no representation that any sale by the Buyer of the goods will be free from infringement of any intellectual property right owned or controlled by any third party.

25.       Liability

The Company’s sales representatives are not authorised to do any of the following on behalf of the Company:
a) Remove or vary any of these terms or introduce any other terms, written or oral, into the contract;
b) Make any representation, agree any condition precedent or enter into any other collateral contract; or
c) Accept any offer or counter offer made by the Buyer

All descriptions, representations, specifications, samples, colours, illustrations and other particulars furnished or made orally by the Company or in catalogues, trade literature, price lists or other documents issued by the Company are given for general information purposes only and the Buyer acknowledges that it is not entering into the contract in reliance upon any such description, representation, specification, sample or other particular. Except to the extent specifically provided for in these conditions the Company shall not be liable for any loss, damage or injury however caused or arising (whether by the Company’s negligence or otherwise) form any defect in, failure in, or unsuitability for any purpose of the goods.
The Company shall not in any event be liable for any indirect or consequential loss whatsoever and however caused.
Where the Unfair Contract Terms Act 1977 (as updated or amended) applies, nothing in these conditions shall exclude or restrict any liability for death or personal injury resulting from the Company’s negligence, as that expression is defined in section 1 of that Act.

26.       Acceptance of Goods

Unless the Buyer shall notify the Company in writing to the contrary any goods delivered to the Buyer shall be deemed to have accepted by the Buyer 2 days after delivery.

27.       Assignment or Transfer

The Buyer shall not, without the consent in writing of the Company assign, or transfer the Order or any part of it.

28.       Bankruptcy, Liquidation and Security

The Company reserves the right to cancel the Order (or any part of it) at any time the Buyer: (a) defaults in payment or commits any other breach of this contract and fails to remedy the same within five (5) working days  of receiving notice of non-payment or default from the Company; (b) becomes bankrupt or enters into any voluntary arrangement with creditors or being a Company has a petition presented for its winding up or enters into any voluntary arrangement with its creditors, or becomes subject to an administrative order or has a receiver appointed; or  (c) the Buyer is unable to furnish satisfactory security for the payment of the goods (the Company shall have the right to require such security as the Company deems fit even after partial delivery or partial payment on accounts); or (d) the Buyer’s credit limit with the Company (as notified from time to time by the Company) is exceeded. Any Cancellation under this condition shall not prejudice any rights which the Company may have against the Buyer in respect of any breach of contract or otherwise.

29.      Relaxation or Forbearance

No relaxation forbearance delay or indulgent on the part of the Company in enforcing any terms herein shall constitute a waiver of the Company’s rights, neither shall it prejudice, effect or restrict the same.

30.      Notices

Any notice to be given under the these conditions shall be sent recorded delivery post addressed to the party to be served at the address for such party last known to the party giving notice.

31.      Jurisdiction and Dispute

Any disputes under or in relation to these conditions shall be subject to the exclusive jurisdiction of the Courts of England, and all matters relating thereto shall be governed by and construed in accordance with the laws of England.  Notwithstanding the foregoing, nothing in these conditions shall affect (a) the enforcement of or giving effect to, any judgement of an English court in any relevant foreign jurisdiction; or (b) either party’s right to apply for or take proceedings for injunctions, interdict or similar as a result of any infringement of intellectual property rights or breach of the restrictions hereunder in any appropriate forum. 

32.      Resale

The Company operates a selective distribution system (the “SDS”) and as such goods may only be sold to those who meet its selective distribution criteria. All Buyers may only sell on or provide goods to members of the SDS, being those approved  by the Company as   meeting its SDS. By placing the Order the Buyer acknowledges the importance to the Company of preserving the reputation of the brand under which the goods are offered for sale to consumers and the reputation of the Company as a supplier of high class fashion clothing. If the  Buyer breaches such agreement then without prejudice to any other remedy which may be available to the Company, the Company shall be entitled to cancel the Order forthwith without compensation, to decline to take Orders in the future from the Buyer and/or to claim damages  against the Buyer for loss of profit.

33.      Cancellation or Reduction of the Accepted Order

a) The Company allows a 7 day cooling off period commencing from the date of the copy of the Accepted Order is given to the Buyer, (as set out in condition 2(a), within which time the Buyer may notify the Company in writing that it wishes to cancel the Accepted Order. Cancellation of such Order is subject to acceptance of the cancellation by the Company in writing, and for the avoidance of doubt, no notice of cancellation shall be binding on the Company unless the Company has confirmed in writing its acceptance of the notice of cancellation.
b) The Company reserves the right to cancel the Accepted Order (or any part of it) within 28 days of the copy of the Accepted Order being given to the Buyer without liability for any loss or damage of any kind resulting from such cancellation.
c) Any cancellation or reduction of any Accepted Order, for any reason whatsoever, made after the 7 day cooling off period referred to in condition 18(a) up to thirty (30) days prior to the first day of the seasonal delivery window specified in the Accepted Order, shall, unless otherwise agreed in writing by the Company, be subject to payment by the Buyer to the Company of a cancellation charge of up to 50% of the value of the original Accepted Order.  The Buyer shall pay the entire value of the original Accepted Order for any Accepted Order cancelled later than thirty (30) days prior to the first day of the seasonal delivery window specified in the Accepted Order.

34.      Dealing with the Company

The Buyer confirms that its dealings with the Company are in no way predicated on any misunderstanding that it is dealing with any entity other than the Company in those dealings and that its dealings with the Company are in no way connected with any previous arrangements it may have had or contemplated with any other Company or person. The Buyer also acknowledges that its transactions with the Company are not ones which it has been induced into entering in breach of any other contracts it may be party to.

34.      Intellectual Property Rights

Nothing in the conditions shall be construed as a waiver of or assignment of the Company’s intellectual property rights in the goods.

Competition Terms and Conditions

Competition Terms and Conditions

By entering into the BRICK LANE GIG Draw organised by GIo-Goi (the "Prize Draw") entrants agree to be bound by the following Terms and Conditions:

1. The Prize Draw opens at 14:00 on Monday 05 September 2011 and closes at 23.59 on Monday 12 September 2011. No entries shall be accepted before the start date or after the closing date. Entries are limited to one (1) entry per person. Entries not in accordance with the entry instructions are invalid.
2. In order to enter the Prize Draw contestants are required to click through to the URL at www.gio-goi.com/DS3racing and sign up to receive the Gio-Goi email newsletter. By signing-up contestants are agreeing to receive email marketing communications from Gio-Goi.
3. Contestants must be resident in the United Kingdom, over eighteen (18) and available to travel on the specified date in order to enter this Prize Draw. Gio-Goi reserves the right to discard any winning entries which it subsequently discovers does not fulfil these criteria. Gio-Goi accepts no responsibility for entries that are misdirected, lost, delayed, damaged or corrupted due to any computer malfunction, virus, bug, delay or other reason whatsoever. The Prize Draw is specifically closed to employees of Gio-Goi, any associated companies, and their families.
4. NO PURCHASE OF ANY KIND IS NECESSARY TO TAKE PART IN THIS PRIZE DRAW.
5. The draw will be made on Tuesday 13 September 2011 by an independent person and Gio-Goi’s decision is final. No correspondence will be entered into.
6. Forty (40) winners will be drawn at random from all entries received. The winners will be contacted by email by 12:00 on Tuesday 13 September 2011 and all winners’ names will be held by staff at the Gio-Goi Head Office Address and form the guest list at Dray Walk Gio-Goi Pop Up Shop, Brick Lane, London. It is the responsibility of the contestants to regularly check their email inbox to see if they have won a Prize. Gio-Goi accepts no responsibility if a winner has won a Prize but has failed to check their inbox and therefore has missed the gig. Non-prize winners will not be contacted or notified.]
7. Each winner will win two (2) tickets to see D/R/U/G/S, Young British Artists, Silverclub at Dray Walk Gallery, Brick Lane in London on Wednesday 14nd September 2011 from 19:00 (the “Prize”).  For the avoidance of doubt, the Prize does not include the cost of any travel or other expenses for either the winners or the winners’ friends. The winners agree to and shall procure that the winners’ friends also adheres to Dray Walk Gallery’s terms & conditions and door policy. The winners’ friends must also be over eighteen (18).
8. The winners agree to take part in post-Prize Draw publicity at the request of Gio-Goi.
9. The Prize may be altered or varied at Gio-Goi’s sole discretion and substituted with a Prize which, in Gio-Goi’s sole opinion, is a suitable alternative. No cash alternatives are available. The Prize is non-transferable and cannot be used to attend at any other tour date. The Prize may not be sold, offered for sale, coupled or bundled with any other product or services or used for any commercial or promotional purposes whatsoever.
10. The winners’ name and county will be made available after the closing date to those sending a stamped addressed envelope marked “Brick Lane Gig” to: Gio-Goi Limited, The Varnish Works, 3 Bravingtons Walk, Block B Regent Quarter, London, N1 9AJ
11. By entering this Prize Draw and signing up to the newsletter are agreeing to receive email marketing communications from Gio-Goi. Any personal data that you provide will be held and processed in accordance with the requirements of the 1998 Data Protection Act. To find out how we safeguard your personal data, please read our Privacy Policy.
12. Gio-Goi reserves the right to amend these Terms and Conditions and/or cancel the Prize Draw at its sole discretion.
13. To the maximum extent permitted by law Gio-Goi and its related entities shall not be liable for any claims or actions of any kind whatsoever for damages or losses to persons or property which may be sustained in connection with receipt, ownership and/or use of the Prize.
14. By entering this Prize Draw contestants agree to be bound by these terms and conditions. All entry instructions form part of these Terms and Conditions. English law governs this Prize Draw and each party submits to the exclusive jurisdiction of the English courts.