Terms & Conditions

We are United Wholesale Grocers Ltd, a company registered in Scotland under registration number SC80027 whose registered office is at 246 Flemington Street, Glasgow G21 4BY (United, UWG, we or us). We operate the website www.uwgl.co.uk (the United website) and the United – Version 1 mobile application software (the mobile app).

This page tells you information about us and the legal terms and conditions on which we sell any of the products (Products) listed on the United Website and the mobile app to you. These terms and conditions will apply to any contract between us for the sale of Products to you (Contract). By submitting an order on the United website or mobile app you are agreeing to these terms and conditions.

Please read these terms and conditions carefully before you submit an order to us. You should print a copy of these terms and conditions or save them to your computer for future reference.

We amend these terms and conditions from time to time. Every time you wish to order Products, please check these terms and conditions to ensure you understand the terms which will apply at that time. These terms and conditions were most recently updated on 8 August 2017.

If you wish to contact us for any reason, including because you have any complaints, you can contact us by telephoning our customer service team at 0141 557 4387 or by e-mailing us at info@uwglorder.co.uk.

If we have to contact you we will do so by telephone or by writing to you at the email address or postal address you provided to us in your order. When we use the words "writing" or "written" in these terms, this includes emails.

As a business customer:

Your use of the United website is also governed by our website Privacy Policy (which can be found at [ https://www.uwglorder.co.uk/privacy_policy ]). Your use of the mobile app is also governed by our mobile app Privacy Policy (which can be found at https://www.uwglorder.co.uk/privacy_policy) and our mobile app End User Licence Agreement (which can be found at https://www.uwglorder.co.uk/eula). You will be asked to read and accept each of these agreements before you can become a customer of United and from time to time thereafter.

We will only use your personal information in accordance with Privacy Policies mentioned above. Please take time to read these, as they will each contain terms which apply to you.

If you do not agree to these terms and conditions, do not register for or use the United website or mobile app. Please note that to use any of the services provided on the United website or mobile app, you are required to register as an authorised user.

Our Products

The images of the Products on the United Website and mobile app are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer or mobile device's display of the colours accurately reflect the colour of the Products. Your Products may vary slightly from those images.

The packaging of the Products may vary from that shown on images on our site.

Orders

Each order you place with us constitutes an offer by you to purchase the Products in accordance with these terms and conditions. Orders are accepted subject to availability of Products and whether you are a registered delivery customer.

If you have a credit account with us, you may order as often as you like provided your balance does not exceed the credit terms granted to you and all previous arrears have been cleared.

We may reject any order for Products if it does not fulfil your minimum order obligations as stated on the United website.

The Contract

The shopping pages of the United website and mobile app will guide you through the steps you need to take to place an order with us. Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page of the order process.

After you place an order, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted.

If you have a credit account with us, our acceptance of an order takes place on despatch of the order, at which point the Contract will be made and you will be issued with an invoice for your order which will provide payment terms and email confirmation that the order has been accepted by us.

If you are paying for your order by credit or debit card, you will be asked for payment details when you place an order and as soon as the order is placed we will perform a pre-authorisation on the card using the payment details you have provided for an amount equal to the amount of the order. Our acceptance of the order will take place within 7 days from the date you placed the order, at which point payment will be taken from the card details you have provided, you will be issued with an invoice for your records and an email confirmation that the order has been accepted by us and the Contract will be made. Please ensure that the expiry date of your payment card is no earlier than 7 days following the date you place an order. In the event that the payment card has expired when we take payment for the order, we will be unable to take payment and fulfil your order.

If you have ordered the Products using ‘Click and Collect’, our acceptance of an order takes place once the Products ordered are collected from our Depot, at which point the Contract will be made and you will be issued with an invoice for your order which will provide payment terms.

We reserve the right to suspend sale or delivery in the event that circumstances arise which, in our view, oblige us to do so, or in the event that our accounts are not paid to terms, or your insolvency. We reserve the right to reduce or cancel orders in the event of your insolvency, or in the event that you cease or threaten to cease business or enter into voluntary arrangement or become bankrupt, our inability through shortage of stocks or for any other reason which affects our ability to execute delivery wholly or in part. We shall inform you by email if we are required to make reasonable alterations to products and/or packaging as circumstances may demand. We will not be liable for costs, damages, losses or expenses of any nature resulting from part delivery, suspension of delivery, reduction or cancellation of orders.

In the event we suspend sale or delivery or refuse to accept orders placed by you, due to one of the events in the paragraph above, then without limiting any other rights available to us, any Products that have been delivered but not paid for shall become immediately due for payment notwithstanding any previous agreement or arrangement to the contrary.

Where you are a sole trader you will be personally liable to make payment for Products and you hereby guarantee and acknowledge personal liability for payment of the Products and interest chargeable in accordance with these terms and conditions and no waiver that might be extended in respect of these terms and conditions shall affect your liability hereunder. In the event you become a partnership or limited company then you will still remain personally jointly and/or severally liable for payments.

Where you are a partnership or a limited company, an individual or individual(s) with authority to bind you will be personally liable to make payment for Products and interest chargeable in accordance with these terms and conditions and no waiver that might be extended in respect of these terms and conditions shall affect your liability hereunder. Where you are a partnership, these terms and conditions are binding on all of the partners with joint and several liability and no waiver shall affect their individual liability. You shall be obliged to notify us in any change in the partners of your business.

If you do not make any purchases during a 12 month period then we may require new bank references and may carry out bank and/or credit checks where applicable before you are permitted to purchase Products from us. We may (at our discretion) require you to complete a new customer application form.

Returns Procedure

All returns must be authorised by us. For each category of Product, the following procedures will be followed:

Chilled or Frozen Products

If chilled or frozen Products are delivered to you that do not form part of the order, you must make a claim to the delivery driver. You will be issued with a claims reference number and a returns note will be issued by the delivery driver to you. The returns note must be signed by you and the driver. You must retain a copy for future reference.

If you have incorrectly ordered chilled or frozen Products, no return will be authorised.

It is your responsibility to ensure that any chilled or frozen Products awaiting return, for the entire length of time at the your premises, are stored at the correct temperature, to ensure correct condition.

Ambient

If ambient Products are delivered to you that do not form part of the order, you must make a claim to the delivery driver. All returns of ambient Products must be authorised by the us, unauthorised returns will not be collected by the driver. A unique claims reference number will be issued to you when the claim is submitted. A returns note will be emailed/faxed to you within 24 hours of the reported claim. The returns note must be signed by the driver and you, and you must retain a copy for future reference.

Upon the driver’s next delivery, you must produce the returns note along with the case(s) of Products that require to be returned. The cases must correspond with the appropriate returns note. Please ensure the driver signs for the collection and you keep a copy for verification. The driver will not collect unauthorised returns.

Products not returned within 14 days of the claim will be re-debited.

Products ordered in error

If you require to return any Products you have ordered in error, these may be returned at the cost of £1 per case, and must be returned on the next delivery date. If such Products are not returned to us within 42 weeks, you will be charged for the Products. Please note that we will not authorise the return of tobacco in these circumstances.

Claims for under £1.00 will not be processed.

Damaged Products

If you notice that Products are damaged at the point of delivery, you must bring this to the attention of the driver. Failure to follow this process could result in your claim being rejected. The procedure for Ambient Products noted above must then be followed.

Credit accounts

United reserves at all times the right to refuse in its absolute discretion to supply Products on credit or otherwise to you and shall not be required to provide any reason for the refusal to supply such Products.

Credit accounts will be opened, subject to such references as United may, in its absolute discretion, require and United will notify you of the credit terms (if any) granted to you. United reserves the right to withdraw credit facilities at any time without giving a reason. United may, in its absolute discretion, require guarantees or other security before supplying Products on credit.

Prices

If a ‘price package’ is offered to you, the placing of an order by you constitutes agreement by you to the price package and credit terms offered to you by United. All prices, discounts and rates of VAT are subject to alteration without notice, but changes will not affect any order you have already placed.

If the total of your order is less than your minimum order obligations as stated on the United website, you will be required to pay a delivery charge which will be advised to you during the check-out process, before you confirm your order. If the total of your order is more than your minimum order obligations as stated on the United website, there will be no delivery charge.

The United website and mobile app contain a large number of Products. It is always possible that, despite our best efforts, some of the Products on our site may be incorrectly priced. If we discover an error in the price of the Products you have ordered we will contact you to inform you of this error and we will give you the option of continuing to purchase the Product at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing. If we mistakenly accept and process your order where a pricing error is obvious and unmistakeable and could reasonably have been recognised by you as a mispricing, we may cancel supply of the Product and refund you any sums you have paid.

Delivery

United shall arrange for the delivery of the Products to you at the address you provide us with in your order and you hereby irrevocably authorise United and its representatives to enter upon your premises for the purpose of delivering the Products. Delivery of the Products shall be completed on the Products’ arrival at your premises. Any levy, tolls, fees or congestion charges reasonably incurred by United in performance of the delivery and subsequent return journey shall be reimbursed by you and shall be due on the date of payment to United in accordance with the credit terms granted in respect of the Products delivered.

Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence, but shall be no more than 30 days from the date you receive an email indicating that your order has been accepted. United shall have no liability to you for any delay in delivery of the Products. We will use all reasonable efforts to meet delivery dates and times, however, these are approximate only, and there shall be no liability on UWG for loss or damage, whether direct, indirect or consequential it is delayed or prevented.

At the time of delivery a copy invoice/delivery note shall be signed by you or by such other person appearing to have authority to sign on your behalf of and the copy invoice/delivery note shall be conclusive evidence of delivery and acceptance of the number of cartons/outers delivered.

Claims for shortages, damaged (where such damage is reasonably apparent on inspection of the Products) or incorrect Products must be notified to United within 12 hours from the time of delivery, after which the process laid out under the “Returns Procedure” section above will be followed.

We reserve the right to refuse delivery of bulk purchases. Bulk purchases may incur additional delivery charges. Contact your local branch manager for details.

If you fail to take delivery of the Products on the ‘delivery to store’ date and time or within 2 hours of the ‘Click and Collect’ time then except where such failure or delay is caused by a Force Majeure Event as set out in these terms and conditions or our failure to comply with our obligations under the Contract, we may;

Payment

The price of the Products is exclusive of amounts in respect of VAT. You shall, on receipt of a VAT invoice from United, pay to United such additional amounts in respect of VAT as are chargeable on the supply of the Products from time to time. You shall make payment to United in accordance with such credit terms as are granted to you by United in default of which all discounts on overdue invoices shall be disallowed.

Interest shall be payable on all accounts due and unpaid (from the date when payment is due until the date when United receives payment in full) at the rate of 0.5% per week. If the request is re–presented and still fails to be honored, a further £100 administration charge shall become payable until the amount is fully paid. UWG reserves the right to temporarily or permanently suspend or terminate credit and/or cheque facilities and delivery of Products to you if payment is not honored.

In the case of returned cheques, your cheque facility will be withdrawn and if there have been two returned cheques, your credit facility will be suspended. Returned cheques will be charged to your account at £50 per returned cheque. You must immediately pay by cash against the returned cheque and any charges associated with reactivating your customer account.

You shall pay all amounts due in respect of the Products in full without any deduction or withholding except as required by law and you shall not be entitled to assert any credit, set-off or counterclaim against United in order to justify withholding payment of any such amount in whole or in part.

United may make an Administration Charge each time a Direct Debit is unpaid by the your bank. The Administration Charge is £50.00 and may be increased from time to time at United’s sole discretion.

In the case of failed payments, the case will be sent to a debt collection agency at a charge of £400 to you plus £100 admin charge.

United may in its sole discretion take any steps available to it to recover all amounts due to it from you, including pursuing such debts through court proceedings.

If we require to take legal action to recover overdue payments, you will be liable for any expenses incurred in connection with that action whether or not those expenses would ordinarily be recoverable as part of the court process. In particular we will be entitled to recover the cost of diligence on the dependence or in execution.

You may, with the prior written approval of United, be permitted to make payments by debit or credit card, subject to such additional charges and terms as may be applied by United in its sole discretion and notified to you from time to time.

You will notify United in writing of any change of your status as disclosed in the Account Application, for example the addition or retirement of a partner, a change of name or marital status, the incorporation of a limited company, or any other change as may limit or modify your liability or capacity to enter into the Contract: in default of which you shall remain liable to United for the price of all Products (including VAT) supplied.

Retention of title

Risk in the Products shall pass to you on delivery, or if you have ordered using ‘Click and Collect’, on collection. Notwithstanding delivery and the passing of risk, the Products shall remain the sole and absolute property of United as legal and equitable owner until such time as one of the following events occurs:

While title in the Products remains with United under these terms and conditions, you agree that:

Before title in the Products has passed from United, and without prejudice to any other rights United may have, United shall have the right (immediately upon (a) the occurrence of an event of default (as defined in these terms and conditions) or (b) United serving notice under as detailed below revoking your authority to sell the Products, but not otherwise) to recover and re-sell the Products (or any of them) and you hereby irrevocably authorise United and its representatives (without notice) to enter upon your premises where the Products are stored, or are reasonably thought by United to be stored, for the purpose of repossessing them and subsequently re-selling them.

You shall be entitled to sell the Products in accordance with the following conditions:

United may at any time by written or oral notice to you revoke, as to all or any Products not previously sold by you, the authority given under the above paragraph entitling you to sell the Products. Further, your authority under the above paragraph shall immediately cease without notice upon the occurrence of an event of default detailed below. In either event you shall not be entitled to sell any Products without the prior consent of United and on terms that United shall be legally and beneficially entitled to the proceeds of sale.

If (i) you fail to pay any sum due to United on the due date for payment or (ii) if you are in breach of any obligation hereunder which, if capable of remedy, you fail to remedy within seven days of notice from United, or (iii) you are the subject of sequestration or the grant of a trust deed or you make an arrangement or composition with your creditors or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors, or (if you are a body corporate) convene a meeting of creditors (whether formal or informal), or enter into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or manager, administrator, or administrative receiver appointed over its undertaking or any part thereof, or documents are filed within the court for appointment of an administrator of your company or notice of intention to appoint an administrator is given by your company or your directors or by a qualifying floating charge holder (the Insolvency Act 1986), or a resolution is passed or a petition presented to any court for the winding-up of your company or for the granting of an administration order in respect of your company, or any proceedings are commenced relating to the insolvency of your company, or your company suffers or allows any execution, whether legal or equitable, to be levied on its property, or is unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986 or your company ceases to trade (in these terms and conditions referred to as an “event of default”) then all sums outstanding in respect of Products shall become immediately due and payable and United may suspend all future deliveries and exercise its rights under the clause above.

If payment if overdue, we may at any time repossess the Products from the premises where the Products are stored.

Password and security

When you register to use the United website and mobile app you will be asked to create a password. You must keep this password confidential and must not disclose it or share it with anyone. You will be responsible for all activities and orders that occur or are submitted under your password. If you know or suspect that someone else knows your password you should notify us by contacting Customer Services (see below for contact details) immediately.

If United has reason to believe that there is likely to be a breach of security or misuse of the United website and mobile app, we may require you to change your password or we may suspend your account in accordance with the paragraph below.

eVoucher Terms and Conditions

a. Using eVouchers

eVouchers can only be used online at www.uwglorder.co.uk subject to these general terms and conditions, and any other specific conditions notified to you on the issue of an eVoucher. An eVoucher is only redeemable through a website owned or operated by United Wholesale Grocers Limited or the mobile app.

An eVoucher is redeemed by entering its code at the appropriate point in the online purchase process on the United website and on the mobile app. Redemption may be subject to you providing proof of entitlement to use the eVoucher.

Your use of an eVoucher indicates your agreement to be bound by these eVoucher terms and conditions.

United reserves the right to withdraw or cancel an eVoucher for any reason at any time.

b. Distribution of eVouchers

eVouchers are, and remain at all times, the property of United.

The right to use an eVoucher is personal to the original recipient and may not be transferred. No eVoucher may be copied, reproduced, distributed, or published directly or indirectly in any form or by any means for use by an entity other than the original recipient, or stored in a data retrieval system, without the prior written permission of United.

eVouchers distributed or circulated without the written approval of United, for example on an Internet message board or on a "bargains" website, are not valid for use and may be refused or cancelled.

c. Permitted usage of eVouchers

Unless expressly stated otherwise at the time of issue of the eVoucher;

a. each issued eVoucher will be valid for use by a recipient only once,

b. only one eVoucher will be valid for use per customer or Store, as the case may be, and,

c. an eVoucher may not be used in conjunction with any other special offer or eVoucher.

eVouchers cannot be exchanged for cash or used to purchase gift-vouchers.

eVouchers cannot be used in conjunction with purchases from the United Depot.

d. Excluded Products

Certain Products are excluded from all eVoucher offers. These include tobacco, infant formula milk and prescription medicines. From time to time other Products may be excluded and any such further exclusion will be notified to you along with the eVoucher or through the United website and mobile app.

eVouchers may be limited to redemption in respect of certain Products or certain Products may be excluded from the ambit of use of the eVoucher, in which case notice will be given to you at the time of issue of the eVoucher.

Excluded Products will not count towards any qualifying conditions for offers and will not benefit from any promotional discount.

e. Minimum spend requirements

Where the redemption of an eVoucher is subject to a minimum spending requirement, the redemption is only permitted in respect of the purchase of qualifying products which will be communicated to you at the time of issue of the eVoucher. Excluded Products and supplementary charges, such as delivery, gift wrap or postage & packing, shall not count towards a minimum spending requirement.

If more than one minimum spend offer is valid for use in an order, there must be sufficient qualifying spend to meet the requirements of each offer in total. For example, to use a £3 off £30 eVoucher and a £5 off £50 eVoucher in the same transaction (assuming that these eVouchers can be used together), you must spend at least £80.

f. Calculation of discount

Where an online offer states that a percentage discount will be given on a purchase, the cost of the qualifying purchases will be reduced by the stated discount percentage.

Where purchases are stated to be offered on a "VAT-free" basis, the prices of qualifying items will be reduced by the equivalent of VAT. At the current VAT rate of 20% this equates to a discount of 16.67%.

Supplementary charges such as delivery or postage & packing shall not be discounted unless specifically stated in the offer description.

g. Security and Fraud

When you use an eVoucher you warrant to United that you are the duly authorised recipient of the eVoucher and that you are using it in good faith.

If you redeem, attempt to redeem or encourage the redemption of eVouchers to obtain discounts to which you or a third party are not entitled you may be committing a civil or criminal offence.

If we reasonably believe that any eVoucher is being used unlawfully or illegally we may reject or cancel any eVoucher and you agree that you will have no claim against us in respect of any rejection or cancellation. United reserves the right to take any further action it deems appropriate in such instances.

h. Limitation of liability

At all times our acceptance of an order takes place on despatch of the order, at which point the purchase contract will be made and you will be charged for your order.

All offers are subject to availability and while stocks last.

United shall not be liable to you for any financial loss arising out of the refusal, cancellation or withdrawal of any eVoucher or any failure or your inability to use an eVoucher for any reason.

i. Miscellaneous

We reserve the right to vary or terminate the operation of any eVoucher at any time without notice.

The failure of United to take any action in respect of a breach of these terms and conditions shall not constitute a waiver of their enforceability. United reserves its rights in respect of these terms and conditions at all times.

Refunds for Products purchased using eVouchers under a promotional offer will be based on the terms of the promotional price.

Applicable Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of Scotland and any disputes will be decided only by the Scottish courts.

International Use

United makes no promise that materials on the United website and mobile app are appropriate or available for use in locations outside the United Kingdom, and accessing the United website and mobile app from territories where its contents are illegal or unlawful is prohibited. If you choose to access this site from locations outside the United Kingdom, you do so on your own initiative and are responsible for compliance with local laws.

Customer Text Survey

We may contact you based on any feedback you give in our shopping customer service text survey.

Force Majeure

Notwithstanding any other condition we shall have no liability whatsoever under or in any way related to the sale and purchase of the Products or otherwise (whether in contract, delict (including without limitation negligence) or by way of statutory duty) for any failure to fulfil any obligation hereunder if and to the extent that such fulfilment is prevented by circumstances beyond our reasonable control.

Pallets, Containers & Roll Cages

You will pay us on demand for all pallets, containers & roll cages on or in which you have received Products from us at cost to us unless they are returned to us or our nominated agents within a reasonable time of delivery.

Miscellaneous

You may not assign, sub-license or otherwise transfer any of your rights under these terms and conditions.

If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of that provision will not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.

If you breach these terms and conditions and United ignores this, United will still be entitled to use its rights and remedies at a later date or in any other situation where you breach the terms and conditions.

United shall not be responsible for any breach of these terms and conditions caused by circumstances beyond its control.

A person who is not a party to these Terms and Conditions shall have no right under the Contract (Rights of Third Parties) Act 1999 to enforce any term of these terms and conditions but this shall not affect any right or remedy of a third party which exists or is available apart from that Act.

United Wholesale Grocers Ltd

246 Flemington street, Glasgow, G21 4BY

Company Registration No. SC80027, VAT No. GB220 4302 31

If you have any queries please contact Customer Services at info@uwgl.co.uk