GENERAL

1. Woodbridge Productions Ltd. (henceforth known as “the Company”) is a limited company registered in England no.: 2328221. Registered Office: 8 Wimpole Street, London W1 5SP. VAT registration no.: GB 709 9961 80.
2. For purposes of these Terms and Conditions of Sale, “the Purchaser” shall be defined as the individual or organisation making an order for goods with the Company and/or the individual or organisation making payment against such orders and/or the end-user individual or organisation acquiring/utilising the educational and information products produced by the Company.
3. All goods supplied by the Company shall be under the Terms and Conditions of Sale (EDUCATIONAL & INFORMATION PRODUCTS) contract (henceforth known as “the Terms”) as detailed herein.
4. All and any Terms of Supply issued by the Purchaser shall be deemed invalid.
5. All parties hereto submit to the exclusive jurisdiction of the English Courts.
6. All parties hereto agree that the Terms shall be construed in accordance with English Law.
7. No variation of the Terms is permissible under this contract.
8. Orders received shall be deemed acceptance of the Terms.
9. At no time shall any statement made by the Company, either verbally or in writing, override any aspect or Clause within the Terms.
10. Each provision in the Terms operates separately in itself and survives independently of the others.

SUPPLY

1. All goods will, in normal circumstances, be shipped within two weeks of receipt of order.
2. The Company reserves the right to withhold shipment indefinitely for any reason with prior notice to the Purchaser.
3. Goods are invoiced exclusive of all duties and clearance costs at the Port of Entry (where applicable).
4.All costings for Charges Collect freight shipments are approximate and exclude clearance and duties at the Port of Entry unless otherwise stated.
5. All goods leaving the Company shall be deemed of merchantable quality.
6. All goods leaving the Company shall be packed in accordance with the regulations appropriate to the method of transportation. Costs for specialised packing shall be met by the Purchaser. When no such packing regulations apply, the goods shall be packed soundly to provide safe and secure transportation under normal conditions.
7. All goods leaving the Company shall be accurately marked and labelled and the Company can accept no liability or responsibility for goods lost or damaged whilst in transit or at any other time.
8. All claims for goods lost or damaged in transit shall be made to the Carrier by the Purchaser.
9. All shortfalls in orders or damage to the goods in transit must be made in writing by the Purchaser to the Company and the Carrier within 7 days of receipt or within 30 days in the case of non-delivery.
10. Delays in shipment once the goods have left the Company shall be the responsibility of the Carrier and all and any such claims connected with delay made by the Purchaser shall be against the Carrier.

TITLE

1. The Company retains the title to all goods sold under the Terms until payment has been received in full from the Purchaser. However, all risk and liability in connection with the goods supplied under the Terms shall pass to the Purchaser on delivery.
2. Copyright and intellectual property rights appertaining to the goods provided remain the exclusive property of the Company (unless otherwise stated). All rights reserved. No part of the material supplied in connection with the goods provided may be reproduced or transmitted in any form or by any means, electronic or mechanical, including photocopying, recording or stored in any information storage system without prior written permission from the Company.

LIABILITY

1.The educational and information products produced by the Company are designed solely for use with recognised training programmes and/or with qualified supervision and must not be used on their own. The information and advice given an the processes discussed/demonstrated in the educational and information products must only be undertaken with the strict supervision of an experienced tutor/make-up artist holding the relevant qualifications and certificates of insurance.
2. The Purchaser must ensure that the goods supplied are used in accordance with the Terms and undertakes to indemnify the Company against all and any claims arising from the unauthorised use of the educational and information products.
3. It is the sole responsibility of the Purchaser to ensure that all and any Third Parties who may have access to the educational and information products have been advised of the Terms as set out herein.
4. Freedom from Third Party Patent Rights and other rights of similar nature should not be assumed.
5. All information given by the Company verbally, visually or in writing regarding products, processes, procedures and/or any other matter is given in good faith and based, where applicable, on current knowledge and experience. However, it is for the Purchaser to determine the suitability of the advice and/or information provided for their own intended purpose and to ensure that all persons acting on such advice and/or information have sufficient knowledge and expertise to do so. No liability or responsibility or future liability or responsibility, actual, alleged or implied can be taken by the Company (including Directors, Associates and/or Third Parties acting on their behalf) for injury, loss or damage to persons or property, consequential or special damages or loss (including, but not limited to, lost income, business, profits, interest, products and markets), other direct or indirect losses and breach of other contracts howsoever caused (excluding any direct act of negligence by the Company and/or Directors, Associates and/or Third Parties acting on their behalf) based on reliance upon or the acquisition, use, implementation, misrepresentation or misuse of the information and/or advice supplied under the Terms. Such information and/or advice is given without Guarantee or Warranty due to the many factors outside the direct knowledge and control of the Company.

SUPPLY OF GOODS

1.Supply of Goods (other than educational and information products) are not covered under the Terms.
2.Terms and Conditions of Sale (Goods) are available from Woodbridge Productions Ltd., P.O.Box 78, Southall, UB2 5YH on request.

SUPPLY OF SERVICES

1.Supply of Services are not covered under the Terms.
2.Terms and Conditions of Sale (Services) are available from Woodbridge Productions Ltd., P.O.Box 78, Southall, UB2 5YH on request.

SUPPLY OF EXTERNAL SERVICES, CONSULTATIONS AND OVERSEAS SERVICES.

1.Supply of External Services (for host organisations), Consultations and provision of Overseas Services are not covered under the Terms.
2.Further information covering these services is available from Woodbridge Productions Ltd., P.O.Box 78, Southall, UB2 5YH on request.

ORDERS AND PAYMENT

1. All prices for goods supplied under the Terms are quoted Ex-Works and are subject (where applicable) to VAT at the prevailing rate. Shipping and packing charges are additional.
2. Orders received by the Company will be processed in strict incoming order. Whilst every effort will be made by the Company to process orders to the requirements and expectations of the Purchaser, we cannot accept any liability howsoever arising for delays caused by existing order processing, industrial action, equipment failures, postal delays, mail lost in the post, war, terrorism or acts of God preventing due processing of any order received.
3. Payment terms are either 30 days net from date of dispatch (when the Purchaser has an established credit facility), on a “payment with order” basis or by the due date shown on the order invoice (when the Purchaser does not have an established credit facility).
4. Credit facilities are available at the sole discretion of the Company on receipt of appropriate banking details and credit references. Applications for credit facilities may be obtained from Woodbridge Productions Ltd., P.O.Box 78, Southall, UB2 5YH on request.
5. The Company reserves the right to refuse to establish a credit facility without reason.
6. The Company reserves the right to suspend or cancel an established credit facility for prolonged or repeated late payment or other acts of non-compliance to the Terms as outlined herein. Notice of termination of credit facility will be sent to the Purchaser by post and/or facsimile.
7. The Company reserves the right place any overdue account on “stop” under which no further additional orders are accepted until the outstanding overdue payments have been made by the Purchaser to the Company and such payments have been cleared by the Company’s bank.
8. The Company reserves the right to alter prices with prior notice to the Purchaser.
9. All payments should be made payable to WOODBRIDGE PRODUCTIONS LTD. and crossed “a/c payee”.
10. UK payments may be made by cheque, draft, postal or bankers order. Cash payments against an invoice by the Purchaser may be made at a service venue by prior arrangement. A cash receipt will be provided in all such instances. Under no circumstances should cash payments be sent through the post. The Company cannot accept any responsibility or liability whatsoever for cash payments sent via postal services.
11. Overseas payments may be made by UK£sterling bank draft (drawn on a UK bank) or CHAPS / BACS (electronic telegraphic transfer). CHAPS / BACS payments are only accepted for orders over £300.00 and CHAPS / BACS transfer details are available on request from the Company.
12. Pro-forma invoices are available on request and are valid for 30 days from date of issue.
13. Where purchase order numbers issued by the Purchaser must be quoted on invoices raised by the Company, this should be clearly stated in writing by the Purchaser at the time of ordering.
14. The Company will provide a full refund of all fees paid by the Purchaser (if applicable) should the Company be unable to supply the goods ordered by the Purchaser within an appropriate time frame. Notice of such refunds will be made to the Purchaser by telephone (where possible) and be confirmed by the Company in writing within two days. Such written notification would, unless otherwise specified, include such refunds of fees from the Company to the Purchaser as appropriate.
15. Excluding claims for damages arising from death or personal injury, the full and complete obligation and level of compensation paid by the Company to the Purchaser in the event of a claim for compensation being agreed between the Purchaser and the Company shall not, under any circumstance, exceed the invoice total paid by the Purchaser, unless otherwise decided by the Courts.
16. The Purchaser may cancel their order for goods prior to the date of dispatch in writing, by fax or telephone. Orders cancelled by telephone should be confirmed by fax or in writing within seven days. Cancellation terms may be applied and such terms will be detailed on the invoice. Invoice numbers should quoted when cancelling orders whenever possible.
17. Overdue invoices will be subject to recovery action after due notice to the Purchaser. Should recovery action prove necessary, all costs of recovery (including interest charges where applicable) shall be met by the Purchaser and these costs shall be added to overdue invoice total.
18. Orders incorrectly supplied by the Company as detailed on the invoice should be reported by the Purchaser to the Company as soon as possible and not later than seven days from receipt of invoice.