Terms & Conditions

PRIVACY POLICY & COOKIES

At The Gift Scholars Ltd. we are committed to safeguarding and preserving the privacy of our visitors. This Policy explains what happens to any personal data that you provide to us, or that we collect from you whilst you visit our site and how we use cookies on this website. We do update this Policy from time to time so please do review this Policy regularly.

Information That We Collect In running and maintaining our website we may collect and process the following data about you: • Information about your use of our site including details of your visits such as pages viewed and the resources that you access. Such information includes traffic data, location data and other communication data. • Information provided voluntarily by you. For example, when you register for information • Information that you provide when you communicate with us by any means.

Use of Cookies Cookies provide information regarding the computer used by a visitor. We may use cookies where appropriate to gather information about your computer in order to assist us in improving our website. We may gather information about your general internet use by using the cookie. Where used, these cookies are downloaded to your computer and stored on the computer’s hard drive. Such information will not identify you personally; it is statistical data which does not identify any personal details whatsoever. Our advertisers may also use cookies, over which we have no control. Such cookies (if used) would be downloaded once you click on advertisements on our website. You can adjust the settings on your computer to decline any cookies if you wish. This can be done within the “settings” section of your computer. For more information please read the advice at AboutCookies.org.

Use of Your Information We use the information that we collect from you to provide our services to you. In addition to this we may use the information for one or more of the following purposes: - To provide information to you that you request from us relating to our products or services or services. - To provide information to you relating to other products that may be of interest to you. Such additional information will only be provided where you have consented to receive such information. - To inform you of any changes to our website, services and products or services.

If you have previously purchased goods or services from us we may provide to you details of similar goods or services, or other goods and services, that you may be interested in. We never give your details to third parties to use your data to enable them to provide you with information regarding unrelated goods or services.

Storing Your Personal Data We do our utmost to ensure that all reasonable steps are taken to make sure that your data is stored securely. Unfortunately the sending of information via the internet is not totally secure and on occasion such information can be intercepted. We cannot guarantee the security of data that you choose to send us electronically, sending such information is entirely at your own risk.

Disclosing Your Information We will not disclose your personal information to any other party other than in accordance with this Privacy Policy and in the circumstances detailed below: In the event that we sell any or all of our business to the buyer. Where we are legally required by law to disclose your personal information. To further fraud protection and reduce the risk of fraud.

Third Party Links On occasion we include links to third parties on this website. Where we provide a link it does not mean that we endorse or approve that site’s policy towards visitor privacy. You should review their privacy policy before sending them any personal data.

Access to Information In accordance with the Data Protection Act 1998 you have the right to access any information that we hold relating to you. Please note that we reserve the right to charge a fee of £10 to cover costs incurred by us in providing you with the information.

TERMS AND CONDITIONS OF SUPPLY

The terms set out below are between The Gift Scholars LTD (the “Supplier”) and any person or entity ordering through, or related to our website thegiftscholars.com and tgsltd.com (‘’The Customer’’) and sets out the terms of supply.

DEFINITIONS “Agreement” means these Terms and Conditions together with the terms of any applicable Order.

“Confidential Information” means all information, documents, papers, artwork, discs, computer software, and factory information which are disclosed by the Supplier to the Customer, whether directly or indirectly, orally or in writing or which is obtained by the Customer and/or any of their respective representatives, colleagues, employees or counterparts from the Supplier and shall include, without limitation, information to the suppliers' strategy, sourcing, buying, planning and other activities concerning the suppliers business.

“Customer” means the party named above who purchases goods and services from the Supplier.

“Factory” means the allocated manufacturing factory/company.

“Force Majeure Event” means an event or circumstance beyond a party’s reasonable control.

“Intellectual Property Rights” means all patents, factory information, registered and unregistered designs, copyrights, trademarks, know-how and all other forms of intellectual property wherever in the world enforceable.

“Order” means an order from the Customer, describing goods and services to be provided by the Supplier.

GENERAL These Terms and Conditions shall apply to all contracts for the supply of goods and services by the Supplier to the Customer. For the avoidance of doubt, the terms of an Order take precedence over these Terms and Conditions where there is conflict.

The Customer undertakes that it shall not disclose to any person any Confidential Information relating to the Supplier other than as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

The Customer agrees not to attempt to contact any staff member, employee or agent who is working or has worked at any factory the Supplier is trading with to supply the Customer with goods and services.

The Customer agrees not to contact any member of staff currently employed by the Supplier unless solely for trading purposes under this Agreement.

The Customer agrees not to contact any staff member previously employed by the Supplier for 12 months after their termination date.

The Supplier shall aim to meet all reasonable timescales agreed with the Customer and will notify the Customer of any delays; however, time is not of the essence.

The Customer shall, before disclosing the Confidential Information to any of its representatives ensure that those of its representatives to whom the Confidential Information is to be disclosed or who in any way may obtain access to any of the Confidential Information will comply with the obligations of confidentiality hereunder in the same manner as the Customer is bound to comply with them.

If upon receipt of the factory details the Customer already does business with the Factory, the Customer reserves the right to continue any business relationship already established before collaboration between the Customer and the Supplier. This would be substantiated via the Factory and clear relevant documentation.

An Order is only final when it is agreed by the Supplier. There is no obligation on the Supplier to accept any Order from the Customer.

PRICE AND PAYMENT The price payable for the goods and/or services shall be the price in the Order.

Payment must be made by the Customer in full in cleared funds to be received by the Supplier no later than at the end of the following calendar month from the date of invoice unless specified otherwise agreed when the Supplier receives the order.

If the Customer is ordering from The Gift Scholars Ltd for the first time, proforma payment must be received before the goods will be dispatched to the Customer.

If the Customer fails to make any payment due to the Supplier by the due date for payment, the Customer shall pay interest on the overdue amount at the rate of 4% per annum above Lloyds Bank’s base rate from time to time, such interest to accrue daily from the due date until the actual payment of the overdue amount, whether before or after judgment.

The Customer shall pay all amounts due in full without any deduction, set-off or withholding.

The Supplier may recover as a debt from the Customer all costs, charges and expenses on a full indemnity basis incurred by the Supplier in employing a solicitor or otherwise enforcing or collecting payment of any overdue amount.

DELIVERY Delivery shall be as specified in the Order.

Delivery is completed on the completion of unloading of the Goods at the place specified in the Order.

Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Supplier shall not be liable for any delay in delivery that is caused by a Force Majeure Event or the Customer’s failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

The Supplier may deliver the products in instalments, which shall be invoiced and paid for separately. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.

TITLE AND RISK Risk in the products shall pass to the Customer at delivery.

Title in the products shall not pass to the Customer until the Supplier has been paid in full.

Furthermore, the title in any such goods will continue to remain with the Company until the Customer has paid to the Company all sums due to the Company from the Customer on any other account whatsoever, provided always: The Customer may unless and until he receives notice from the Company to the contrary sell such goods, but only in the ordinary course of the Customer's business and only in an arm's length bona fide transaction at full market value or a proper trade discount. Save as aforesaid the Customer shall not sell, charge, or otherwise dispose of any goods belonging to the company or of any interest in such goods and unless and until such goods are sold as aforesaid by the Customer, the Company may at any time require the Customer to deliver up to the Company.

CUSTOMER’S OBLIGATIONS To enable the Supplier to perform its obligations under this Agreement the Customer shall; co-operate with the Supplier; provide the Supplier with any information reasonably required by the Supplier; obtain all necessary permissions and consents which may be required before the commencement of the services; comply with such other requirements as may be set out in the Order or otherwise agreed between the parties.

WARRANTY/CLAIMS/RETURNED OR REJECTED GOODS The Supplier warrants that as from the receipted date of delivery, for fourteen days the goods and all their parts and components, where applicable, are free from any defects in design, workmanship, construction, or materials.

The Supplier warrants that the services performed under this Agreement shall be performed using reasonable skill and care, and of a quality conforming to generally accepted industry standards and practises.

Any goods deemed not acceptable for reasons of quality or defects may be subject to a refund or discount wherein the supplier is notified within fourteen days of the receipted delivery of goods.

TERMINATION Without limiting its other rights or remedies, the Supplier may terminate this Agreement with immediate effect by giving written notice to the Customer if:

The Customer commits a material breach of any term of the Agreement and (if such a breach is remediable) fails to remedy that breach within 7 days of the Customer being notified in writing to do so; the Customer takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than to a solvent restructuring), being wound up (whether voluntarily or by order of the court, unless a solvent restructuring), having a receiver appointed to any of its assets or ceases to carry on business; the Customer suspends, threatens to suspend, ceases or threatens to cease to carry on all or a substantial part of its business; or the Customer’s financial position deteriorates to such an extent that in the Supplier’s opinion the Customer’s capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.

On termination of the Contract for any reason the Customer shall immediately pay to the Supplier all the Supplier’s outstanding unpaid invoices and interest.

Termination of the Contract shall not affect any of the parties’ rights and remedies that have accrued as of termination, including the right to claim damages in respect of any breach of this Contract that existed at or before the date of termination.

Any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination shall remain in full force and effect.

LIMITATION OF LIABILITY Nothing in these Conditions shall limit or exclude the Supplier’s liability for: death or personal injury caused by its negligence, or the negligence of its employees, agents, or subcontractors (as applicable); fraud or fraudulent misrepresentation; or any matter in respect of which it would be unlawful for the Supplier to exclude or restrict liability.

Subject to Clause 9.1: The Supplier shall under no circumstances whatsoever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract; and the Supplier’s total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the sums paid by the Customer claim under this Agreement in the 12 months before the agreement.

DAMAGES/CONFLICT AND JURISDICTION The Customer represents and warrants that its actions concerning the Supplier are not in conflict with any obligations to third parties. The Customer agrees not to disclose or to use on behalf of the Supplier any Confidential Information belonging to third parties unless written authorisation from such party is obtained in a form satisfactory to The Supplier.

The Customer acknowledges that were the Customer to breach the provisions of this agreement, the harm to the Supplier may be irreparable. The Customer therefore agrees that in the event of such a breach or threat of such a breach, The Gift Scholars Ltd shall be entitled, in addition to any other remedies available to it, to the granting of equitable relief including without limitation injunctive relief against any such breach or threat of such breach.

This agreement shall be governed by and construed under the laws of England and Wales. The Customer and the Supplier agree to submit to the exclusive jurisdiction of the courts of England to any dispute arising hereunder. If any provision of this agreement is found to be unenforceable, the remainder shall remain in effect.

DEALINGS The Customer may not assign, transfer, charge, subcontract, declare a trust over or deal in any other matter with any or all its rights or obligations under this Agreement without the prior written consent of the Supplier.

FORCE MAJEURE
Neither party shall be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Contract if such delay or failure results from a Force Majeure Event. If the period of delay or non-performance continues for 30 days, the party not affected may terminate this Contract by giving 7 days' written notice to the affected party.

Please do not hesitate to contact us regarding any matter relating to these Terms & Conditions.