Terms & Conditions of Trading 2016
Version: 1.7
The detailed Terms & conditions included herein replace all previous Terms & conditions issued by Life-Cycle Limited and come into effect immediately. It is recommended that all customers review them in detail upon receipt and file them in their Life-Cycle Product Directory for ongoing reference.
In these Terms and Conditions the “Buyer” means the person(s), firm or company purchasing the Goods from the Company; “the Company” means Life-Cycle Ltd of Unit 3, Block 4, City North Business Campus, Gormanston, Co. Meath K32 XF70, Ireland
“Terms” and/or “Conditions” means the terms and conditions of sale set out in this document; “Contract” means any contract between the Company and the Buyer for the sale and purchase of the Goods which shall be subject to the Conditions; “Goods” means the goods which the Buyer agrees to purchase and the Company agrees to sell in accordance with these Conditions.
Before we can begin trading or setting up an account, an Account Application Form must be completed and returned to us.
1.0 Contact with Life-Cycle & Ordering from Life-Cycle
Life-Cycle aims to make ordering as simple and efficient as possible.
You can place an order through the following methods:
Online — B2B 24/7 Ordering
We highly recommend B2B as first option if possible. Contact us by email info@cycle.ie or ‘phone for your password and log-in.
N.B. With the introduction of our B2B website we now send out unique ‘Weekly E-MAIL Promotions’ which provide the Retailer with the opportunity to increase margins and avail of popular items at discounted pricing.
By Phone
UK: 0330 8083924
Ireland: 01 8433712
Mobile: +353 87 2388548
Mon-Thurs. 9.30am – 5.30pm
Friday 9.30am – 5.00pm
By Email
info@cycle.ie
1.0.1 All orders will be processed onto our automated system at time of receipt.
1.0.2 All goods available ex stock will be dispatched if your account is operating within payment terms & current credit limit at point of processing.
You will receive an automated email if this is not the situation on your account.
1.0.3 We will use the order email address specified in your application form to contact you regarding orders, and it will be added to our mailing list for company and promotional updates.
1.1 Cancellations cannot be accepted following the dispatch of the goods.
1.1.1 All cancellations must be put in writing.
1.1.2 The return of goods will not be acceptable by Life-Cycle Limited just because a customer has ‘overstocked’ or ‘cannot sell the goods’. Once the goods have been despatched and accepted then our terms apply.
1.1.2.1 Any order received at Life-Cycle by a representative of a Customer’s business is deemed valid and the Terms and Conditions detailed herein therefore apply.
1.1.2.2 In order to expedite delivery, Life-Cycle operates on a ‘real time’ basis and Customer orders are processed and passed for packing immediately once their account is inside Terms. It is not therefore possible to *‘add’ to an order after it has been passed to Life-Cycle for processing (a new order can however be placed). We aim to despatch all orders (in stock) within 2 working days.
*Due to Life-Cycle automated dispatch time and system it is not generally possible to add to orders unless done so within 2 hours of placing the original order. Each order received in such cases will therefore have carriage criteria if dispatched separately.
2.0 Acceptance of Order by Life-Cycle
2.0.1 No order placed by the Buyer will be deemed to have been accepted by the Company unless:
2.0.1.1 An order has been accepted by an authorised sales representative of the Company; or
2.0.1.2 In the event that an order is placed on the Company’s website www.cycle.ie/b2b an e-mail confirming the order has been sent to the Buyer; or
2.0.1.3 All orders placed with the Company will be acknowledged on the same day by an email from a member of the Life-Cycle Customer Care Team.
If you do not receive an order acknowledgement within 24 hours of sending your order, which would be rare as our system is automated, please contact the Customer Care Team to alert us.
3.0 Carriage and Shipping Costs
The minimum order value for free of charge carriage to anywhere within UK is £100 excluding VAT, or within Ireland is €100 at the Customer’s purchase price and for Channel Islands, due to customs charges, for orders of £200 excluding VAT.
3.1 Delivery and how our Invoice displays information
3.1.1 Customer orders are always accompanied by a Life-Cycle invoice and despatch note. The invoice details the contents in full of the actual ‘despatched goods’ from your order, enabling Customers to check items upon receipt. The items detailed on the invoice are only those despatched. Items not available/shipped will appear on the Despatch Note and show ‘0’ beside them. These items will automatically go on ‘Back-order’ for despatch when new stock arrives, unless otherwise notified by the customer in writing. Because Back-orders are generally small we will automatically include the item/s with your next order unless otherwise requested in writing by our customer.
3.1.2 The Despatch Note is attached with every invoice and it has three columns i.e. ‘QTY Ordered’ – QTY To-Follow/Back Order’ and ‘QTY Shipped’.
Where an item has been ordered by you but is not available to ship with your order (or Item part shipped) it will appear under the ‘Back-Order’ column and will be shipped with your next order if that stock is available at that time.
On our documents with Back-Orders: If, beside any item, the columns are blank then this means the item/s have previously been shipped to you as part of your original order.
Your despatch note will also show the Recommended Retail Prices for the items you have ordered.
3.1.3 Delivery will be made by Life-Cycle’s appointed carriers or by post. Every reasonable effort will be made to execute orders in one consignment and will only be ‘part’ shipped where an item/s is out of stock
3.1.4 Any dates for delivery are approximate and Life-Cycle Ltd is not liable for the consequences of any delay in delivery caused by freight companies.
3.2 Orders placed/Back-Orders /Goods Awaiting Despatch
3.2.1 Orders for goods that are not available ex-stock at the time of order being placed will be automatically dispatched once the goods are available unless otherwise notified by the customer in writing giving enough time for Life-Cycle to cancel those items with their own supplier. If a late cancellation is made on item/s specifically ordered for you then a charge of £10 will be invoiced to your account for ‘returning and re-stocking’ with our own supplier.
3.2.2 Where goods on back-order have not been cancelled in writing they will be despatched without prior notification. However orders on our system for over 90 days due to either non availability from our suppliers or customer account being outside terms agreed will be deleted from our system unless a written request has been made to the contrary.
3.2.3 In all instances, where an expected delivery and despatch date for item/s is given to a customer, is based upon the best information at that time and are open to change due to factors affecting supply and customer account being within agreed terms.
3.3 Special Orders with Life-Cycle
3.3.1 If the Company agrees to supply goods which are not in stock or are to a different specification to that contained in the Company’s literature, all such special orders:
3.3.1.1 Will be deemed to have been placed by the Company as the Buyer’s agent, and the Company will have no liability whatsoever for any representation or act or default of any third party, including but without limitation the manufacturer and supplier, and
3.3.1.2 Will not be capable of cancellation by the Buyer
3.4 Damages, Shortages, Non-Delivery & Price Queries, POD requests.
3.4.1 Life-Cycle will not accept any claim in respect of damage in transit, shortage or non-delivery , incorrect order received, unless it is communicated in writing to the Life-Cycle Care Team as follows: (Please take photos of any damages upon receipt)
3.4.1.1 For damage in transit – within 2 days of the receipt of goods;
3.4.1.2 For shortages– within 2 days of the receipt of goods
3.4.1.3 For non-delivery – within 4 working days of the date order was placed and an acknowledgement received.
3.4.1.4 For Price Queries – within 4 days of the receipt of invoice
3.4.1.5 For a copy of POD (Proof of Delivery) – within 5 working days from date of invoice.
3.4.2 We regret that notifying any member of staff other than a member of the Life-Cycle Customer Care Team (office/admin staff) does not constitute ‘notice’ to Life-Cycle and notification must also be put in writing so that Life-Cycle office staff can follow up the matter on your behalf.
3.4.3 No deduction from any payment or delay with payment of invoices may occur when they are outside our Terms for goods damaged, not received, where there is a dispute on price or you are awaiting a credit note. Once we are notified by you in writing, all disputes will be dealt with immediately and appropriately. Where necessary these adjustments will be taken into account on the following Statement/payment.
3.4.4 If all or part of a consignment is refused due to damage, the Life-Cycle Customer Care Team must be notified in writing immediately and a photograph sent either by text to our mobile or emailed to info@cycle.ie as proof for their supplier and/or freight agent. Damaged parcels received by post should not be refused, but do say it to your post-delivery person, accept it as ‘damaged’ and then notify our Customer Care Team in writing immediately.
Life-Cycle Customer Care Contact:
Email: info@cycle.ie
Phone UK: 03308083924
Phone Ireland: 01 843 3712
Mobile Phone: +353 87 238 8548
By Mail:
F.A.O. Customer Care,
Life-Cycle Limited,
Unit 3 Block 4,
City North Business Campus,
Gormanston,
Co. Meath,
K32 XF70,
Ireland.
4.0 Warranty & Returns Policy and Procedure
As a distributor we manage the warranty returns and damaged/faulty items returned to us provided proof of purchase has been given or our records show such purchase.
4.1 Warranty & Returns Procedure
If you have an item to return, you must first read the Warranty and Returns Policy below and follow procedure: Please pay particular attention to nutritional and clothing products.
4.1.1 Contact the Life-Cycle Customer Care Team by phone or email using any of the below methods to request a Customer Returns Number (CRN). Returns are not accepted without a CRN.
4.1.2 State the reason you wish to return the item/s, and if they are within the terms of our Warranty & Returns Policy, and agreed with the Life-Cycle representative, you will then be issued with a CRN.
4.1.3 Once you have been issued with a CRN, please continue with the below steps
4.1.4 If the item is clothing then when accepting it from your own customer please ensure that it has been washed/cleaned for hygiene purposes for all parties, otherwise it will be returned to you as our suppliers will not accept any unwashed clothing.
4.1.5 Fill out our Returns Form clearly stating the following:
- Your CRN
- Related Invoice Number (if known)
- Your Life-Cycle Customer Account Number (found on all invoices and Statements from Life-Cycle Limited)
- Your business name, address & telephone number and your staff member name
- A report listing the reasons for returns (even if already discussed with a Life-Cycle Representative) as this is required for all parties to obtain any reimbursement.
- The Name of the Life-Cycle Representative who issued you with a CRN
4.1.6 If possible return item/s in its original packaging
4.1.7 Send to:
FAO: Customer Care Team
Life-Cycle Ltd.,
Unit 3, Block 4, City North Business Campus,
Gormanston, Co. Meath K32 XF70, Ireland
4.2 Summary of Warranty & Returns Policy
4.2.1 As stated previously before Goods can be returned to the Company the Buyer must contact the Company to obtain a Customer Returns Number in respect of the Goods.
4.2.2 All returned Goods must be accompanied by details of the relevant invoice number(s), date(s), the reason(s) for the complaint, the Buyer’s full name and address, and the warranty-return number.
4.2.3 No deductions of payment can be made by a customer for goods being returned until a credit note is issued by Life-Cycle Limited and settlement of ‘account-due’ cannot be held back/delayed awaiting any credit or replacement of goods.
4.2.4 The issuing of a CRN, instruction to return goods or arrangements for the collection of goods are made without prejudice and in no way should be construed as an acceptance of liability.
4.2.5 In order to ensure that the Life-Cycle Warranty Team processes your claim and to identify the item/s returns, you must enclose the completed Returns Form.
4.2.6 Any additional goods returned with the CRN that were not agreed when issuing it, will not be processed. Such item/s will be assumed to have been dealt with previously or put aside under ‘awaiting CRN’. Customers are advised that should this happen they do so at their own risk!
4.2.7 For hygiene reasons Life-Cycle and their suppliers will not accept any return of clothing items unless the item/s are clean so please examine them when your own customer returns them to you. Should we open a pack and discover that the item/s have are not clean then they will be returned to you.
4.2.8 Goods returned without full customer and product details or sent to the incorrect address can obviously not be dealt with promptly and delays will occur. Any returns sent to other than the Returns address of Life-Cycle Limited published above, will be charged carriage for the transfer to the correct address.
4.2.9 If problem/issue is accepted and returned to us within the time scale agreed in our terms, goods will be replaced (if in stock or available) or a credit note issued within 14 working days of receipt where the item/s are discontinued.
4.2.10 Where credit notes are issued they will be at the price prevailing at the time of invoice.
4.2.11 Product which Life-Cycle does not believe to have been purchased from them will be rejected and returned to you at your own expense unless proof of purchase can be provided.
4.2.12 All goods are covered by the manufacturer’s specific warranties and subject to the use and maintenance terms therein. The normal guarantee can only be given where equipment or merchandise is used in its intended design environment. Warranties will be invalidated if damage to the equipment or merchandise is considered by the Company or Manufacturer to have been caused by misuse, abuse, and neglect or through an absence or insufficient application of recommended maintenance.
4.2.13 Should a Stockist/Retailer replace or refund the end user (their own customer) for any product in advance of returning it to Life Cycle for inspection and without the written agreement from Life-Cycle Ltd., then the retailer does this at his/her own risk and therefore Life-Cycle will not be obliged, should their own supplier reject the item/s as being covered under warranty, to replace or refund the retailer.
4.2.14 At Life-Cycle we retain at least 3 years of sales history by customer and are able to verify all purchases during this period, where necessary.
4.2.15 If a Customer is able to provide proof of purchase or price invoiced at time of purchase should a dispute arise and which may be applicable to goods with a lifetime guarantee, Life-Cycle will adjust a Customer’s credit accordingly.
4.2.16 No member of Life-Cycle personnel is empowered to offer replacement goods, credit or discount other than the Customer Care Team, and then only after thorough examination by the Warranty Department will anything be agreed by them on the product/s. Please contact the Customer Care Team directly.
4.2.17 It is the responsibility of the customer to meet the cost of returning warranty goods and is allowed for within Life-Cycle’s original pricing. This policy has been adopted to negate abuse of this service and the subsequent costs which Life-Cycle would then have to pass on to all of our customers. Life-Cycle will as always, reimburse the Customer for the cost of returning goods where proven that the cause for return is due to error or negligence on the part of Life-Cycle at the time of processing or dispatch.
4.2.18 All returns are examined to the specifications laid down by the original suppliers of each brand. Failure to meet their criteria would obviously negate any credit and impact upon product pricing.
4.2.19 Any consumer claim in the first instance should be referred to the original retail vendor who is responsible for resolving the claim with the consumer. Life-Cycle complies with current legislation as set out within the Supply of Goods Act and the Consumer Protection Act.
4.2.20 Life-Cycle and its Directors shall not in any event be liable for any indirect, special or consequential damages howsoever arising including but not limited to financial loss or loss of profits in connection with or arising out of the supply, failure to supply, functioning or use of the goods. Life-Cycle shall not be liable for any damage caused to third party property arising from the functioning or use of the goods.
4.2.21 The Company will have no liability for any claim which does not meet, in full, all of the above requirements and the Company’s liability will in any event be limited, at the Company’s option, to replacement of the Goods or issuing a credit note at the pro rata Contract rate for the Goods concerned.
4.3 Warranty and Returns Policy Specifications
Life-Cycle reserves the right to modify specifications of goods according to the supply position and Life-Cycle Limited’s ongoing desire to improve the specification.
4.4 Shelf Life on Nutritional Products/PowerBar
4.4.1 We endeavour to supply Goods with at least 50% remaining of the shelf life that is shown on the product. If a customer receives product with a short-shelf life then they must contact Life-Cycle Limited within two weeks from date of invoice (this is a fair amount of time to notice and check dates). Goods that were not actually ‘out of date’ when despatched by LC/and received by you, but may have a short-shelf life, will not be accepted as ‘returns’ by Life-Cycle Limited should you fail to contact us within the 2 weeks i.e. they must be returned before the shelf-life has expired.
4.4.2 Each customer is expected to rotate their own stock for sales as we cannot accept returned goods just because the date expired in your store. Should there be a query at any stage on the shelf-life then this must be put in writing (email acceptable) to Life-Cycle and within our terms under point 3.2 on previous page so that the product is not wasted as it may then be possible for us to give these out at events or at times the Company may agree for the customer to give them to their own customers to help promote the products but this must and will only occur before the goods expire and agreed in writing.
4.4.3 Please note we do not give credit or replacement for any opened boxes or tubs.
5.0 Life-Cycle Pricing
5.0.1 All Suggested/Recommended Retail Prices contained in the Company literature and any other of the Company’s printed material are purely for guidance only.
5.1 Life-Cycle Ltd will communicate with you through email to inform you of best available pricing as part of the company’s marketing promotions and these emails will be sent to you on a weekly basis, using the email address specified when setting up your account and/or communicating with the Life-Cycle Customer Care Team.
6.0 Life-Cycle Product Details
6.1 Life-Cycle Ltd takes every precaution to ensure that product names, descriptions, details and images are correct; however, the company is not liable for any errors or inaccuracies contained on the company websites, company catalogues, print material, official documents or correspondence.
6.2 Any errors contained herein are subject to change without notice and do not form part of any contract.
7.0 Retention of Title
7.1 Title of each item of the Goods will not pass to the Customer until they have made payment in full to Life-Cycle in respect of the Goods and no other amounts are then outstanding from the Customer to Life-Cycle in respect of other Goods supplied by Life-Cycle.
7.2 On Termination of an account for whatever reason: the Supplier may suspend any deliveries to be made to the customer, reclaim any Goods in which title has not yet passed to the Customer, and demand the repayment of all sums owing to the Supplier. The Customer will permit the Supplier entry to its premises for the purpose of reclaiming the Goods.
8.0 Limitation of Liability
Subject to 4.2.20 the following provisions set out the entire financial liability of the Company (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Buyer in respect of;
8.1 Any breach of these Conditions;
8.1.1 Any use made or resale by the Buyer of any of the Goods, or of any product incorporating any of the Goods;
8.1.2Any representation, statement or tortuous act or omission including negligence arising under or connection with the Contract.
8.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
8.3 Nothing in these Conditions excludes or limits the liability of the Company;
8.3.1 For death or personal injury caused by the Company’s negligence;
8.3.2 For fraud or fraudulent misrepresentation; or
8.3.3 For any matter it would be illegal for the Company to exclude or attempt to exclude its liability.
8.4 Subject to Condition 8.3, the Company shall not be liable to the Buyer whether in contract, tort, or otherwise, for any indirect, incidental, consequential, reliance or special damages, including but not limited to loss of profits or goodwill, business or anticipated savings, costs, expenses or other claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the Contract.
8.5 The Company’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of this Contract shall in no circumstances exceed the Contract price
8.6 Except as provided in Condition 8.3, the Company shall have no liability under the provisions of these Conditions or otherwise if the Goods have not been paid for by the due date for payment.
8.7 If, notwithstanding the provisions of this Condition 8 liability attaches to the Company, in no circumstances shall the Company’s liability to the Buyer for a breach of any express or implied term of the Contract or any other duty of any kind imposed on the Company by law arising out of or in relation to the Contract exceed €2,000,000.00 (two million euro) in respect of any one claim/series of claims.
9.0 Payment Terms
9.1 Life-Cycle Credit Control contacts are the same as above.
9.2 All invoices are due for payment by 30 days after the date of invoice unless otherwise agreed in writing. When a customer places an order and their account is outside terms or credit limit they will receive an automated email informing them of this.
9.3 Payment can be made to Life-Cycle Limited – by: Electronic Transfer to below bank account (these bank details also appear on your Statement) or by mailing a Cheque (made payable only to Life-Cycle Limited) and mail to address herein or Lodge payment at your local bank branch to:
Euro Accounts
A/C No. 56025178
Sort 90 09 73
Bank of Ireland
Ballsbridge
Dublin 4
IBAN IE03BOFI 9009 7356 025178
SWIFT BOFIIE2D
GBP Sterling Accounts
A/C No. 14621377
Sort 90 21 27
Bank Of Ireland
4-8 High Street,
Belfast BT1 2BA
IBAN GB12 BOFI 9021 2714 621377
SWIFT BOFIGB2B
9.4 You can also pay by Credit or Debit Card. There is a processing charge to Life-Cycle for this, and this charge will be passed on to you at the same rate as is charged to Life-Cycle. Unfortunately Life-Cycle Ltd does not have facility to process Sterling credit card payments.
9.5 A Statement is automatically sent from the Life-Cycle ERP System by email to all customers on the 1st day of each calendar month.
9.6 If circumstances of a consistently poor payment record exist then Life-Cycle Limited reserves the right to withdraw or change current Terms of Payment and credit limited. The company also reserves the right to revert to Pro-Forma or Direct Debit. It is not feasible for Life-Cycle to issue notice of credit stops to individual Customers as our automated system will send an email to a customer where such a situation occurs. The onus is therefore with the Customer to act on such emails and make timely payments against statements, operating within the authorized credit limit detailed upon your monthly statement.
9.7 Customer Credit Terms and Credit Limit are based and calculated on the volume of trade made with Life-Cycle Limited along with payment record/history.
9.8 Should a cheque payment fail to clear from the Customer’s bank account Life-Cycle will separately be surcharge a fee of up to £25 by their own bank. The appropriate fee will subsequently be invoiced to the customer Life-Cycle account.
9.9 Life-Cycle reserves the right to charge interest per month compounded, on all overdue amounts, payable from the date the account becomes overdue. All current and future deliveries to the account will be suspended until the arrears are settled in full to the satisfaction of the Life-Cycle Credit Control Department.
9.10 Where an account is outside terms agreed, goods allocated to such customers, where there is excess demand, may be re-allocated to credit free accounts. Payment and discount terms may be reduced without prior notice and ultimately open account terms may be withdrawn.
10.0 Limited Distribution
10.1 From time to time products may be made available through limited distribution. This is dependent upon the requirements of the brand and the ability of the supply chain to meet demand. We at Life-Cycle Limited aim to hold most popular items however where an item is out of stock or is not a popular one that we stock regularly we endeavour to have it within a week of placing your order and only envisage delay where our supplier is also out of stock.
11.0 Telephone Service
11.1 Due to the erratic flow of incoming calls, it may, on a rare occasion, not be possible to answer the telephone immediately. In such cases please do utilize the voice mail service (may take up to 40 seconds to reach voice mail) and leave a message and your number and we will return your call as soon as possible.
12.0 Applicable Law
12.1 If any part of these terms and conditions of trade are invalid for any reason, its invalidity does not affect the rest of these terms of trade which will remain valid and enforceable in all respects.
12.2 These terms of trading shall be construed in accordance with Irish Law and shall be subject to the jurisdiction of the Irish Courts.
12.3 No variation to these Conditions shall be effective unless expressly agreed in writing by the Company.
13.0 Force Majeure
The Company reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability) to the Buyer if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Company including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock outs, strikes or other labour disputes (whether or not relating to either parties workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period of 3 months, the Buyer shall be entitled to give notice in writing to the Company to terminate the Contract.
14.0 General Statement of Life-Cycle Terms and Conditions
14.1 Any notice required under these Conditions shall be in writing addressed to the other party at its registered office or principal place of business or any other address notified by the receiving party to the party giving the notice.
Any notice shall be deemed to be served:
14.1.1 If sent by post to the party to whom it is given, on the second working day after posting; or
14.1.2 If sent by e-mail, 48 hours after the notice was sent.
14.1.3 If any of these Conditions is held by any competent authority to be unlawful, invalid or unenforceable in whole or in part then the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby and shall continue to be valid and enforceable to the fullest extent permitted by law.
14.1.4 The Company may transfer, assign or sub-contract its obligations under the Contract or any part of it to any person, firm or company.
14.1.5 The Buyer shall not transfer, assign or sub-contract its obligations under the Contract without the Company’s prior consent in writing.
14.1.6 Failure or neglect by the Company to enforce at any time any of these Conditions shall not be a waiver of the Company’s rights and it shall not affect the validity of the whole or any part of these Terms and Conditions or prejudice the Company’s right to take subsequent action.
14.1.7 Life-Cycle Ltd reserves the right to reject an application without the need for giving reasons.
14.1.8 Life-Cycle’s commitment to the development of Specialist Independent Retailers requires that we establish consistent terms and conditions for all of our customers and in this manner we can better assure that we fulfil expectations, avoiding the need for additional service charges to be passed on in the price of the goods.
14.1.9 Products are sold in accordance with company standard terms and conditions.