Revolver Co-operative Terms & Conditions of Supply

Part 1 – General

1. Entire Agreement

These Terms & Conditions constitute the entire agreement between Revolver Co-operative (the "Supplier") and the customer (the "Customer") for the supply of goods and services. This agreement overrides any other terms the Customer may present.

2. Interpretation

Definitions apply as follows:
- Applicable Laws: Relevant laws, regulations, and guidelines in effect.
- Contract: Agreement for the supply of goods/services based on these terms.
- Customer: Person or entity purchasing goods/services from Revolver Co-operative.
- Goods: Items sold by Revolver Co-operative, including coffee, tea, and related products.
- Services: Maintenance, repair, and other services offered by Revolver Co-operative.

3. Assignment and Subcontracting

Revolver Co-operative may subcontract its services. Customers cannot transfer any obligations without written consent from Revolver Co-operative.

4. Notices

All official communications should be in writing and sent to the registered office address of the respective party.

5. Waiver

Any waiver by Revolver Co-operative must be in writing and shall not prevent future enforcement of terms.

6. Force Majeure

Revolver Co-operative shall not be liable for delays or failures due to events beyond its control, such as natural disasters, strikes, or government actions.

7. Severance

If any part of this agreement is deemed invalid, the remaining terms will continue in full effect.

Part 2 – Supply of Goods and Services

8. Orders and Specifications

Orders for goods/services must be confirmed by Revolver Co-operative in writing. Any changes to specifications must be agreed upon in writing by both parties.

9. Delivery of Goods

Delivery will be completed once goods arrive at the specified location. Delivery dates are estimates, and Revolver Co-operative is not liable for delays beyond its control.

10. Risk and Title

Risk transfers to the Customer upon delivery. Ownership remains with Revolver Co-operative until full payment is received.

11. Quality and Returns

Revolver Co-operative warrants that goods will meet agreed specifications. Customers must report any issues within two business days of delivery.

Part 3 – Payment Terms

12. Payment Terms

Customers must pay all invoices within 30 days from the invoice date. Late payments may incur interest charges as allowed by law.

13. Pricing

All prices are exclusive of applicable taxes. Revolver Co-operative reserves the right to adjust prices due to factors outside its control, with prior notice to the Customer.

Part 4 – Liability and Indemnity

14. Limitation of Liability

Revolver Co-operative’s liability is limited to the amount paid by the Customer under the contract, except in cases of fraud, death, or personal injury caused by negligence.

15. Indemnity

The Customer agrees to indemnify Revolver Co-operative against any third-party claims arising from the misuse or negligent handling of goods.

Part 5 – Termination and Cancellation

16. Termination

Revolver Co-operative may terminate the contract with written notice if the Customer breaches any terms and fails to remedy within 14 days of notification.

17. Consequences of Termination

Upon termination, all outstanding invoices become due, and any goods in possession of the Customer should be returned to Revolver Co-operative at the Customer's expense.

Part 6 – Confidentiality and Intellectual Property

18. Confidentiality

Both parties agree to keep all sensitive information confidential, only disclosing it as required by law or with prior consent.

19. Intellectual Property

All intellectual property rights related to goods and services supplied remain the property of Revolver Co-operative.

Governing Law

20. Governing Law and Jurisdiction

These Terms & Conditions are governed by the laws of England and Wales. Disputes will be subject to the exclusive jurisdiction of the courts of England and Wales