CourseWeDo is a trading division of Worth Publishing Ltd
TERMS AND CONDITIONS for Book Purchases
Worth Publishing Limited
Highgate Cottage
Cheltenham Road
Broadway WR12 7BX
Registered in England
Number 01234904
1. DEFINITIONS
In these conditions 'WP' shall mean Worth Publishing Limited, 'customer' shall mean the person(s) or firm or company purchasing goods from WP, 'goods' shall mean the book, products or other articles sold by WP, 'overseas sales' shall mean sales other than to the United Kingdom.
2. GENERAL
(a) All orders for the sale of goods accepted by WP are subject to these Terms & Conditions, which may only be varied by an authorised official of WP in writing. Except as provided above, these Terms & Conditions override all conditions stipulated by the customer and orders accepted on the customer's own order forms.
(b) All goods are sold firm, unless otherwise agreed in writing, and are subject to the condition that they shall not, by way of trade or otherwise, be lent, re-sold, hired out or otherwise circulated without WP's prior consent, in any form of binding or cover than that in which they are published and without a similar condition including this condition being imposed on the subsequent purchaser.
3. PUBLICATION DATE
New books/titles supplied by WP shall not be sold before the advised publication date.
4. PRICES
(a) Prices are subject to alteration by WP at any time up to and including the date of invoice. VAT will be charged by WP at the rate current at the date of invoice on all sales where WP must account for VAT.
(b) All quotations or estimates given by WP are subject to WP’s confirmation of its acceptance of an order and to availability of the goods. Unconfirmed quotations or estimates shall lapse 30 days after issue in the UK and Ireland and 45 days elsewhere, unless otherwise agreed in writing by WP.
5. DISCOUNT AND CREDIT TERMS
All goods are supplied subject to the discount, credit terms and credit limit separately agreed between WP and the customer and in force at the date of the invoice. WP reserves the right to exercise complete discretion in respect of credit facilities which may be withdrawn without notice.
6. EDITIONS
Where the customer does not specify which edition of a book or other product is required and there is more than one, WP will normally supply the cheapest available edition. No variation by WP in the manufacture or design of any goods will constitute a breach of contract or impose any liability upon WP.
7. PHYSICAL DELIVERY
(a) UK
Goods will be delivered carriage paid to customers in UK when the stipulated point of delivery is the customer's usual place of business. When WP is supplying carriage paid the means of transport shall be completely at WP's discretion. When the stipulated point of delivery is other than the customer's usual place of business, goods will be supplied ex-warehouse and the customer shall be responsible for arranging and paying for carriage.
(b) Overseas Sales
Goods will be delivered in accordance with the provisions of the applicable INCOTERMS (2020 edition) as specifically agreed with the customer.
(c) Time of delivery
WP will use its reasonable endeavours to meet any agreed delivery date but does not guarantee to do so and time of delivery shall not be of the essence of the contract, unless expressly so agreed in writing with the customer.
8. DEFECTIVE GOODS
(a) The customer shall inspect the goods within seven days after their delivery and shall give written notification to WP of any manufacturing faults revealed by that inspection.
(b) WP will replace such goods as it agrees to be faulty provided that such replacement can be made from current stock.
(c) If replacement cannot be made from stock, WP will refund the invoice value of any faulty goods.
9. CLAIMS FOR LOSS AND DAMAGE IN TRANSIT IN THE UK AND IRELAND
Where WP has sold carriage paid, the customer shall notify WP in writing (otherwise than by qualified signature on the carrier's consignment note or delivery document) in respect of any loss, damage or delay to the goods within the following time limits:
(i) for loss from a package or for damage to a consignment or any part thereof: verbally within 72 hours of the date of delivery of the consignment or part consignment, followed by a valued claim in writing within 15 days after the termination of transit.;
(ii) for loss, miss-delivery or non-delivery of the whole of a consignment or any separate package forming part of a consignment: within 72 hours of the customer becoming aware of any non-delivery followed by a valued claim in writing within 15 days after the commencement of transit
In computing the above time limits Saturdays, Sundays and public holidays shall not be counted. In the event of a late claim causing prejudice to WP, WP shall be relieved of all and any liability in respect of such a claim.
10. CLAIMS FOR LOSS AND DAMAGE IN TRANSIT - OVERSEAS SALES
(a) When the risk of loss or damage to the goods remains with WP under the terms of the sale, the customer shall immediately notify WP and the carrier in writing in the event of any loss of or damage to or non-delivery of any separate part of the consignment of which the customer takes receipt. The customer shall notify WP and the carrier in writing immediately the customer becomes aware of any non-delivery of the whole of the consignment. The customer shall indemnify WP against any prejudice suffered by WP as a result of late notification.
(b) When the risk of loss or damage to the goods has passed to the customer under the terms of sale , the customer is advised that failure to give prompt notice to a carrier may prejudice the customer's claim against such carrier.
11 RETURNS
Returns can only be made if they are authorised in accordance with the current WP Returns Policy which is described in Schedule A attached to and forming part of these terms and conditions. Undelivered goods or unauthorised returns shall be liable for handling and storage charges if received at WP. Goods sold as ‘firm sale’ are not eligible for return unless they have a major manufacturing defect.
12 RISK AND TITLE
(a) In the case of sales carriage paid to the UK, the risk of loss or damage to the goods shall pass to the customer when the carrier tenders the goods for delivery at the customer's usual place of business.
(b) In the case of other sales to the UK, the risk shall pass to the customer when the goods are tendered to the carrier at WP's warehouse unless otherwise agreed by WP in writing.
(c) In the case of overseas sales, the risk shall pass in accordance with the provisions of the applicable INCOTERMS (2020 edition) as specifically agreed with the customer.
(d) Legal and beneficial ownership in the goods shall not pass to the customer until payment in full is received by WP in respect of the following:
(i) all sums due to WP in respect of the goods and
(ii) all other sums outstanding from the customer to WP.
(e) If payments received from the customer are not stated to refer to a particular invoice WP may appropriate such payments to any outstanding invoice.
(f) Until payment of the purchase price for all goods supplied to the customer by WP the goods shall be stored separately from any goods belonging to the customer or any third party and shall be clearly marked and identifiable as being WP's property. WP shall be entitled to enter the customer's premises upon reasonable notice to verify the customer's compliance with this sub-clause and to re-possess any goods owned by WP so as to discharge any sums owed to WP or enforce the provision of clause 17.
(g) If:
(i) the customer fails to make payment to WP when due, or
(ii) the customer proposes to compound with its creditors or has a bankruptcy petition presented against it, or
(iii) the customer enters into voluntary or compulsory liquidation or an encumbrancer takes possession or a receiver, an administrator or administrative receiver is appointed over all or any of its assets or the customer takes or suffers similar action, or
(iv) any event occurs which under the law of any relevant jurisdiction has an analogous effect to any of the events set out above, or
(v) WP has reasonable cause to believe that any of these events is likely to occur then WP shall have the right, without prejudice to any other remedies:
(A) to enter, without notice, any premises of the customer where goods owned by WP may be and to repossess and dispose of any goods owned by WP so as to discharge any sums owed to WP by the customer for the goods and in respect of other matters.
(B) to require the customer not to resell or part with possession of any goods owned by WP until the customer has paid in full all sums due to WP for the goods and in respect of any other matters, and
(C) to withhold delivery of any undelivered goods and stop any goods in transit.
13 INSURANCE
Until ownership of the goods has passed to the customer, the customer must maintain the goods in satisfactory condition and keep them insured on WP’s behalf for their full price against all risks to the reasonable satisfaction of WP. On request the customer shall produce the policy of insurance to WP and shall hold the proceeds of the insurance referred to on trust for WP and not mix them with any other money nor pay the proceeds into an overdrawn bank account.
14 PAYMENT AND INTEREST
Payment shall be net cash according to the terms separately agreed between WP and the customer or shall be made before delivery if so required by WP. In the case of overseas sales and sales to Ireland, payment shall be made in the currency stipulated on the invoice. Non-payment of accounts on or before the due date or the exceeding by the customer of any credit limit shall entitle WP to stop all deliveries and to terminate any contract or commitment in respect of undelivered goods. Evidence of the amount due to WP shall be as per the statement of account or alternatively suitable certificate under signature of the Credit Manager/Chief Accountant sent to the customer's last known address. Should WP not receive full payment by the due date the customer shall, without any need for WP to give notice, become liable to pay interest on the overdue amount at a rate of 4 per cent per annum above the base rate set by WP's bankers from time to time or 10 per cent per annum whichever shall be the higher from the due date for payment until payment is received (before as well as after judgement). Any partial payments will be first credited against interest due. No claim by the customer (whether by way of set off, counterclaim or otherwise) against WP shall entitle the customer to withhold payment of the whole or any part of invoices due for settlement. Costs incurred by WP in recovery of any debt shall be payable by the customer, including agent's commission, solicitor's fees and charges incurred under the jurisdiction of a court of WP's choice.
WP reserves the right to invoice goods which are not immediately supplied but are reserved for consolidation in order to secure economic freight costs.
15 CANCELLATION OF ORDERS
Once despatched, goods must be accepted and paid for by the customer and notice of cancellation will not be accepted.
16 EXPORT AND IMPORT LICENCES
Unless otherwise agreed in writing, it shall be WP's responsibility to obtain any export licence and the customer's responsibility to obtain any import licence required in respect of goods supplied.
17 LIBEL
WP reserves the right to withdraw from customers any goods which are the subject of a libel action, or for any other reason, at WP's complete discretion, and to forbid the re-sale of any goods which WP's customer has purchased. WP undertakes to bear the expense of the return of such items, and also to credit the purchase price. WP completely disclaims responsibility for the continuing sale of goods which WP has asked to be withdrawn, and any such responsibility will pass to the customer acting in defiance of WP's instructions. In the case of overseas customers, WP disclaims responsibility for the export, in accordance with any overseas customer's orders, of any goods which infringe any legislation covering the type of material which an overseas customer is allowed to import into his own country.
The customer shall co-operate fully in any withdrawal (at the expense of WP) by WP of any goods pursuant to this clause 17 and shall give all reasonable assistance requested by WP in recovering the goods and preventing their sale to third parties.
18 AMENDMENTS
WP reserves the right to alter or amend these Terms & Conditions of Sale generally, or for any particular class of goods or customer.
Notice of changes to WP's terms to individual customers shall be deemed to have been given if details are sent in writing to the customer's last known address.
WP should be notified in writing of any change in the customer's directors, owners or status.
19 NO WAIVER
Should WP fail to insist upon strict performance of any of these Terms, this shall not be deemed to be a waiver of its rights and remedies in any subsequent failure by the customer to observe any of these Terms.
20 FORCE MAJEURE AND LIABILITIES
(a) No liability shall attach to WP for loss or damage or delivery delays or failure to manufacture or supply goods arising from factors outside its reasonable control including but not limited to acts of God, terrorism, acts or omissions of civil or military authority, war, flood, nature, disasters, labour disputes, plant breakdowns, shortage of supplies or compliance with orders lawfully given by any public authority.
(b) The express terms of these Terms & Conditions together with any other terms expressly agreed subject to Clause 2 above, set out the customer's remedies in the event that the goods prove defective, are not delivered on time or WP is otherwise in breach of contract.
(c) In any event, WP's liability under or in connection with the supply of the goods, whether in contract, tort, breach of statutory duty or otherwise shall not, except where expressly provided for in these Terms or where such liability cannot be excluded or limited by law, exceed the price paid by the customer for the goods.
(d) These Terms are in lieu of all warranties, conditions, terms, undertakings and obligations implied by statute, common law, trade usage, custom, course of dealing or otherwise, all of which are hereby excluded to the fullest extent permitted by law, and in any event, WP shall have no liability arising out of or in connection with the supply of the goods for indirect, special or consequential losses, wasted or lost management time or time of other employees or for loss of profits or contracts, howsoever caused.
21 ASSIGNMENT
(a) The customer may not assign or transfer or sub-contract to any third party its rights or obligations under these Terms without the prior written consent of WP.
(b) WP may perform any of its obligations or exercise any of its rights under these Terms by itself or through any company or other person which is a subsidiary of WP or in which WP has directly or indirectly a controlling interest.
22 USE AND DISCLOSURE OF THE CUSTOMER’S INFORMATION
(a) WP and the customer undertake to each other that they will comply with the Data Protection Act 2018 insofar as it relates to this agreement.
(b) The customer agrees that WP may disclose its information to licensed credit reference agencies in order to carry out credit checks for the purposes of this agreement and note that any enquiry by WP will be logged by such licensed credit reference agencies.
(c) WP may disclose information about the customer or the conduct of the customer’s account (including the customer’s payment record) to any licensed credit agencies including, but not limited to Equifax plc and Experian Ltd or any other publisher or supplier organisation which requests credit information.
(d) The customer understands that WP may transmit the data it holds to any company or other person that is a subsidiary of WP or in which WP has a direct or controlling interest outside the EU and the customer agrees to such processing
23 SEVERABILITY
If any provision of these Terms is or at any time becomes illegal, invalid or unenforceable in any respect, the remaining provisions of these Terms shall not in any way be affected.
24 NOTICES
(a) Any notice or other communication required or permitted to be given under theses Terms shall be properly given by either WP or the customer if it is sent in legible form by email, first class recorded delivery or registered post or by personal delivery to Worth Publishing at Highgate Cottage Cheltenham Road Broadway WR12 7BX United Kingdom or the customer at the customer's last known address.
(b) Any notice served shall be deemed to have been received:
(i) in the case of an email, one hour after the time of despatch, evidenced by the relevant completed transmission report;
(ii) in the case of any notice sent by post, 96 hours from midnight on the date of posting, evidenced by the relevant proof of posting;
(iii) in the case of personal delivery, one hour after the time of delivery to the addressee’s address, evidenced by signature for and on behalf of the addressee except where the day of receipt of such a notice is not a day on which the recipient is normally open for business or is a day on which the recipient is normally open for business but occurs after 6.00 p.m. (local time) on that day, in which case notice shall be deemed to be received at 9.00 a.m. (local time) on the next day on which the recipient is normally open for business.
25 THIRD PARTY RIGHTS
A person who is not a third party to these conditions has no rights under the Contract (Rights of Third Parties) Act 1999 to enforce any of its provisions.
26 LAW
These Terms & Conditions and any other terms of the sales contract shall be governed and construed in accordance with the Laws of England. The English Courts shall have exclusive jurisdiction to deal with any dispute which has arisen or may arise out of or in conjunction with the sale of goods by WP to the customer, except that WP shall be entitled to enforce these Terms and the sales contract in the courts of any other jurisdiction in the world.
Schedule A: RETURNS POLICY
(This policy should be read in conjunction with our Terms and Conditions of Sale, copies of which are available on request.)
Prior written authorisation is required to return any book. Returns will be accepted under the following conditions:
- Books must be in perfect condition for full credit (stickers removed)
- The original invoice number must be quoted for each book returned
- Books can only be returned between four and twelve months from the date of the original invoice quoted
- You must submit a returns note containing the ISBN and invoice number per title
- Returns should be sent to Worth Publishing at the above address
- Books returned without following the above procedure will be destroyed and no credit issued.
Exceptions
Any copies with major production faults will be accepted within two years of the date of invoice.
Books sold as ‘firm sale’ in the UK are not returnable unless they have a manufacturing defect.
Books sold outside the UK are sold on a firm basis only and are not returnable. Books returned by customers outside of the UK will not be credited, will not be acknowledged and will be destroyed.
Disclaimer
Worth Publishing accepts no financial losses incurred by customers who have submitted unauthorised returns.
WPT&C/4/24
Last updated: 25th April 2024