General Terms and Conditions of GBI Ventures Ltd

1) Scope of Application: These general terms and conditions apply to all commercial transactions between GBI Ventures Ltd, a limited liability company with registered office at 8 Northumberland Avenue, WC2N 5BY London, UK (Company No. 15416150), and the client via the website http://www.hercules-merchandise.co.uk (“the Site”) and/or at the registered office of GBI Ventures Ltd. GBI Ventures Ltd is a wholesaler specialising in fan products (“Products”) and sells them to consumers and professional customers via the Site and its registered office.

By placing an order, the customer confirms having read and accepted these general terms and conditions. These terms take precedence over any terms provided by the client, even if the client stipulates that their terms shall prevail.

These terms and conditions do not affect any statutory rights granted to consumers under applicable UK consumer protection legislation, including but not limited to the Consumer Rights Act 2015.

If any provision of these terms is found to be invalid or unenforceable, the remaining provisions shall remain in effect. GBI Ventures Ltd and the client shall negotiate in good faith to replace the invalid clause with one that reflects the general spirit of these terms.

The failure of GBI Ventures Ltd to enforce any provision shall not be construed as a waiver of its rights.

GBI Ventures Ltd reserves the right to amend these terms and conditions at any time. Clients should consult them regularly.

2) Offer: Catalogues, brochures, newsletters, and advertising materials are not binding offers. Any offer made by GBI Ventures Ltd shall not be considered binding unless expressly stated. Each offer is valid for a specific transaction and does not automatically apply to future transactions. Offers are valid for 30 calendar days unless otherwise agreed.

3) Execution of the Purchase: A purchase is concluded at the head office upon signature of the order form by the client and an authorised representative of GBI Ventures Ltd.

Online purchases become effective only after the client receives a confirmation email from GBI Ventures Ltd, issued upon successful payment. Any post-order modifications require written agreement by both parties.

In the event of cancellation (even partial), GBI Ventures Ltd reserves the right to charge 10% of the cancelled order’s value (excluding VAT) plus any proven damages.

GBI Ventures Ltd may request additional information to verify the client’s identity and reserves the right to refuse orders, especially in suspected resale scenarios.

Should GBI Ventures Ltd be unable to fulfil an order due to, for example, stock unavailability, the client will be informed within 7 days and refunded within 14 days. No compensation shall be due.

4) Right of Withdrawal: In accordance with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, consumers purchasing online have the right to cancel their order within 14 days from the day after delivery. Notification must be in writing. Returned products must be unused and in original packaging. Return costs are borne by the customer.

This right does not apply to customised or personalised products. Business customers do not have a right of withdrawal.

5) Prices: All prices are in GBP, exclusive of VAT unless otherwise specified. Delivery and administrative fees are included only if explicitly stated.

Website prices apply at the time of order. GBI Ventures Ltd reserves the right to adjust prices in response to changes in labour costs, raw materials, taxes, and other relevant factors.

6) Deposit: GBI Ventures Ltd may request a deposit of 50% or full payment in advance for orders placed at its office.

7) Delivery: Delivery times are estimates. Delays do not entitle the client to cancel or claim compensation unless due to wilful misconduct or gross negligence by GBI Ventures Ltd.

Changes to an order reset delivery times. GBI Ventures Ltd is not liable for delays caused by third parties. Partial deliveries may be made.

Office-based orders are delivered under EX WORKS (Incoterms 2010). Online orders are delivered under DAP (Delivered at Place). Risk transfers upon dispatch or collection. Unclaimed deliveries will be returned, and associated costs charged to the client.

Overproduction of up to 10% may occur with certain products. Clients agree to accept and pay for all items delivered.

8) Payment: Invoices are payable within 14 days unless otherwise stated. Late payments incur 1% monthly interest plus a 10% penalty (minimum £50). In case of continued default, GBI Ventures Ltd may suspend future deliveries and cancel outstanding orders.

Online payments are processed via third-party platforms. GBI Ventures Ltd does not store financial data. The terms of the payment platform apply.

9) Electronic Invoicing: By ordering online, clients consent to receive invoices electronically unless agreed otherwise.

10) Retention of Title: Ownership of goods remains with GBI Ventures Ltd until full payment is received. The client bears the risk of loss or damage upon delivery.

11) Defects: Clients must inspect goods upon receipt and notify GBI Ventures Ltd of visible defects within 48 hours. Consumer clients have a 2-year warranty on hidden defects under UK law. Business clients must report hidden defects within 4 months or 48 hours of discovery, whichever comes first.

Returned goods must be approved in advance. Use after defect discovery voids claims. Misuse excludes warranty.

12) Liability: GBI Ventures Ltd’s liability is limited to the invoiced value of the goods. It shall not be liable for indirect or consequential damages.

13) Promotions: Promotional offers are non-transferable, non-cumulative, and subject to stated conditions.

14) Force Majeure: GBI Ventures Ltd is not liable for non-performance due to events beyond its control, including but not limited to war, strikes, shortages, and natural disasters.

15) Set-off: Subject to applicable UK law, mutual debts between GBI Ventures Ltd and the client may be set off automatically.

16) Intellectual Property: GBI Ventures Ltd owns or is licensed to use all designs, models, and product-related materials. Clients may not reproduce or use these without written consent.

17) Contact Details and Privacy: GBI Ventures Ltd processes personal data in accordance with the UK GDPR and Data Protection Act 2018. Data is used for client communication and marketing within the contractual relationship. Clients may request access, correction, or removal of their data.

18) Governing Law and Jurisdiction: These terms are governed by the laws of England and Wales. Any disputes shall be submitted to the exclusive jurisdiction of the courts of England and Wales.