Terms & Conditions of Sale

Definitions

'Company' means Keypar Ltd, registered in England and Wales.

'Buyer' means any business customer purchasing Goods or Services.

'Goods' means all products supplied by the Company.

'Services' includes e-commerce packing, Amazon FBA preparation, and related services.

'Order' means any purchase request submitted by the Buyer.

'Contract' means the agreement formed in accordance with Clause 3.

'Business Day' means any day excluding weekends and public holidays in England.

These Terms apply strictly to business-to-business transactions.

Basis of Contract

2.1

All Orders placed by the Buyer constitute an offer to purchase Goods subject to these Terms.

2.2

A Contract shall only be formed when the Company issues written confirmation, proforma invoice, or dispatches the Goods — whichever occurs first.

2.3

Automated acknowledgements do not constitute acceptance.

2.4

The Company reserves the right to refuse or cancel any Order prior to dispatch without liability.

2.5

These Terms override any terms proposed by the Buyer unless expressly agreed in writing.

Pricing & Taxation

3.1

All prices are exclusive of VAT unless stated otherwise.

3.2

Export prices exclude customs duties, import taxes, and destination charges.

3.3

The Company reserves the right to amend prices prior to Contract formation.

3.4

VAT will be charged at the applicable rate on the invoice date unless a valid VAT exemption applies.

3.5

The Buyer is solely responsible for any import duties, taxes, or levies applicable in their country of destination.

Payment Terms

4.1 Accepted Payment Method

4.1.1

As per Company policy, payment shall be made strictly by Bank Transfer only.

4.1.2

The Company does not accept payment via:

PayPal
Credit Cards
Debit Cards
Online card processors

4.1.3

Orders shall not be processed or dispatched until cleared funds are received in the Company's bank account, unless credit terms have been approved in writing.

4.2 Accepted Currencies

4.2.1

The Company accepts payment in the following currencies:

GBP (British Pound Sterling)
USD (United States Dollar)
EUR (Euro)

4.2.2

The Company operates global banking facilities and may receive multiple currencies under designated bank details.

4.2.3

Any bank charges, intermediary fees, or currency conversion costs shall be borne solely by the Buyer.

4.3 Time for Payment

4.3.1

Time for payment shall be of the essence.

4.3.2

Where credit terms are granted, payment deadlines shall be stated on the invoice.

4.3.3

Late payments may attract statutory interest and recovery costs under applicable UK legislation.

4.4 No Set-Off

4.4.1

The Buyer shall not withhold, deduct, or set off any amounts due against any claims or disputes unless agreed in writing by the Company.

Credit Terms Policy

5.1 Grant of Credit

5.1.1

The Company may, at its sole discretion, offer credit facilities to certain Buyers.

5.1.2

Credit terms are not automatic and shall be granted only upon written approval by the Company.

5.1.3

The Company reserves the absolute right to refuse, restrict, or withdraw credit facilities at any time without prior notice.

5.2 Existing Clients

5.2.1

Credit terms for existing clients shall be determined at the Company's sole discretion and may be adjusted based on:

Payment performance;
Timeliness of settlement of invoices;
Order frequency and volume;
Account conduct;
Overall commercial relationship.

5.2.2

The Company may review credit limits, shorten payment periods, or revert accounts to proforma (advance payment) status at any time.

5.3 New Clients

5.3.1

New clients shall ordinarily be required to make full payment in advance prior to dispatch of Goods.

5.3.2

The Company may review credit eligibility for new clients after an initial trading period, based on:

Order performance;
Payment history;
Consistency of trading volume;
Financial standing;
Commercial references (if requested).

5.3.3

No credit facility shall be deemed granted unless expressly confirmed in writing.

5.4 Payment Period

5.4.1

Where credit is granted, payment terms shall be specified on the invoice.

5.4.2

Time for payment shall be of the essence.

5.4.3

The Company reserves the right to:

Charge statutory interest under the Late Payment of Commercial Debts legislation;
Suspend further deliveries;
Cancel pending Orders;
Commence necessary proceedings.

5.5 Suspension & Withdrawal

5.5.1

If any invoice becomes overdue, the Company may immediately:

Suspend all outstanding Orders;
Withhold deliveries;
Revoke credit facilities.

5.5.2

The Company shall not be liable for any losses arising from suspension of credit or supply.