Terms of service
Website: www.goodonedeals.co.uk
Company Registration Number: 12942489
Effective Date: 23 October 2026
IMPORTANT: BUSINESS CUSTOMERS ONLY
These Terms & Conditions govern the use of our website, applications and ordering services and the supply of goods to business customers. Please read them carefully before registering an account, placing an order or applying for trade credit.
PART A — GENERAL TERMS AND WEBSITE USE
1. Definitions, Interpretation and Application
1.1. Supplier, Company, we, us and our mean GOOD ONE DEALS UK PRIVATE LTD, company registration number 12942489, whose registered office is Candy House, Crystal Drive, Smethwick, England, B66 1QG.
1.2. Customer, you and your mean the company, partnership, sole trader or other business entity purchasing goods or accessing our trade services.
1.3. Goods means products, stock, merchandise, equipment or other items offered or supplied by the Company.
1.4. Platform means www.goodonedeals.co.uk, any associated mobile application, trade portal, electronic ordering system or other Company-operated digital service.
1.5. Order means an offer by the Customer to purchase Goods.
1.6. Contract means a legally binding agreement between the Company and Customer for the supply of Goods.
1.7. Credit Account means an individually approved facility permitting the Customer to purchase Goods on agreed deferred-payment terms.
1.8. Business Day means a day other than Saturday, Sunday or a public holiday in England.
1.9. Written and in writing include email and other electronic communications capable of being retained and reproduced.
1.10. These Terms apply exclusively to business-to-business transactions and are not intended to govern consumer purchases.
1.11. These Terms apply to a transaction only where they have been validly incorporated before or at the time the relevant Contract is formed, including through an earlier signed agreement or legally effective electronic acceptance.
1.12. Merely attaching these Terms to an invoice after contract formation does not retrospectively incorporate them into that Contract.
1.13. Individually agreed written terms prevail where they expressly conflict with these general Terms.
1.14. Any Customer purchasing terms, procurement conditions or standard contractual provisions apply only where expressly accepted in writing by an authorised Company representative.
1.15. Nothing in these Terms excludes or restricts statutory rights, duties or remedies that cannot lawfully be excluded.
2. Business Eligibility and Customer Verification
2.1. Our products and services are intended for legitimate commercial purchasers.
2.2. By registering or placing an Order, the Customer represents that:
(a) It is acting in the course of business.
(b) It has legal capacity and authority to enter into commercial contracts.
(c) Its representatives are authorised to act on its behalf.
(d) The information supplied to the Company is accurate and not materially misleading.
(e) It will comply with applicable laws governing its business and resale activities.
2.3. The Company may request information reasonably required to establish the Customer's legal identity, trading status, business address, ownership, authorised representatives and regulatory eligibility.
2.4. Verification may include lawful checks of public registers, business documentation, relevant credit information and information supplied by the Customer.
2.5. We may refuse account registration or decline future Orders where reasonable verification requirements have not been satisfied.
2.6. The Customer shall notify the Company promptly of material changes to its registered details, trading identity, ownership or business circumstances.
2.7. The Company may require renewed verification where there are reasonable grounds to suspect inaccurate information, unauthorised account use, fraud or regulatory non-compliance.
3. Website and Application Access
3.1. The Platform is provided to facilitate business account management, product enquiries and commercial ordering.
3.2. Access to certain features may require an approved trade account.
3.3. The Company may modify, maintain, restrict or temporarily suspend Platform functionality where reasonably necessary for security, operational maintenance, legal compliance or service improvements.
3.4. The Company does not guarantee that the Platform will operate without interruption, error or technical fault.
3.5. Customers must not:
(a) Attempt unauthorised access to Company systems.
(b) Introduce malware or malicious code.
(c) Interfere with the operation or security of the Platform.
(d) Use automated extraction or scraping tools without authorisation.
(e) Misrepresent their identity or authority.
(f) Use the Platform for unlawful or fraudulent transactions.
3.6. The Company may suspend access where reasonably necessary to investigate suspected misuse or protect the security of the Platform.
3.7. Platform suspension does not extinguish existing contractual payment obligations or other accrued rights.
4. Customer Accounts and Authorised Users
4.1. The Customer is responsible for managing authorised users and protecting account credentials.
4.2. Account credentials must not knowingly be shared with unauthorised persons.
4.3. Customers must notify the Company promptly upon discovering suspected account compromise, fraudulent Orders or unauthorised access.
4.4. The Company may require additional authentication or verification before processing transactions that present an identifiable security or fraud risk.
4.5. The Customer shall take reasonable steps to prevent unauthorised use by its employees, agents or representatives.
4.6. Account activity, login records and electronic communications may be considered as evidence of a transaction but are not conclusive proof that an Order was authorised.
4.7. The Customer remains responsible for Orders validly placed by persons acting with its actual or legally effective authority.
4.8. The Company may restrict individual users or account permissions where reasonably necessary.
5. Electronic Communications and Acceptance
5.1. The Company may communicate with Customers through email, the Platform and other agreed business communication channels.
5.2. Where electronic acceptance is used, the Company may retain records of the applicable version of the Terms, the accepting account, date, time and other relevant transaction evidence.
5.3. Electronic acceptance shall have contractual effect only where the applicable legal requirements for agreement and incorporation are satisfied.
5.4. The Customer must ensure that the person accepting these Terms has appropriate authority.
5.5. Acceptance of these Terms by a company representative does not, without a separate valid agreement, create a personal guarantee by that representative.
5.6. Formal legal notices and court proceedings remain subject to applicable service requirements.
6. Product Information and Availability
6.1. We endeavour to provide accurate product descriptions, prices, specifications, images and availability information.
6.2. Product photographs and illustrations are provided for identification and general information and may not precisely represent every packaging variation.
6.3. Product specifications and availability may change before an Order is accepted.
6.4. The Company may correct genuine clerical, pricing or listing errors before acceptance.
6.5. Customers should confirm any particular specification that is essential to their purchasing decision before placing an Order.
6.6. Product descriptions do not override express contractual specifications or mandatory legal requirements.
6.7. We may decline an Order or restrict quantities before acceptance where stock is unavailable or supply would be unlawful.
6.8. Substitutions and material changes to accepted Orders require Customer agreement or another lawful contractual right.
PART B — ORDERS, SUPPLY AND DELIVERY
7. Orders and Contract Formation
7.1. Submission of an Order constitutes an offer by the Customer to purchase Goods.
7.2. An automated Order acknowledgement does not necessarily constitute acceptance.
7.3. The Company accepts an Order through express confirmation, dispatch or making Goods available for collection, as applicable.
7.4. A binding Contract is formed when acceptance occurs.
7.5. Before acceptance, the Company may reject an Order for legitimate commercial, operational, verification, payment, availability or regulatory reasons.
7.6. Once accepted, an Order may be cancelled or amended only by agreement or where a contractual or statutory right permits.
7.7. An Order submitted through the Platform remains subject to any validly incorporated account-specific terms.
7.8. The Company is not required to accept an Order merely because it has previously supplied similar Goods or granted a Credit Account.
8. Prices, VAT and Charges
8.1. Unless expressly stated otherwise, prices exclude VAT, applicable duties and agreed delivery charges.
8.2. VAT shall be charged at the legally applicable rate.
8.3. Prices may be changed before acceptance of an Order.
8.4. Obvious pricing or calculation errors may be corrected before acceptance, with the Customer offered the opportunity to proceed on corrected terms.
8.5. Material price changes after acceptance require Customer agreement or another enforceable contractual basis.
8.6. Any separately agreed charges for delivery, handling, storage or special services shall be communicated in accordance with the applicable Contract.
8.7. Individually negotiated prices and discounts are confidential where identified or reasonably understood to be confidential.
9. Stock Availability, Allocation and Substitutions
9.1. Stock availability displayed on the Platform may change as Orders are processed.
9.2. Goods are not necessarily reserved merely because they are placed in a shopping basket or submitted as an unaccepted Order.
9.3. The Company may reasonably allocate available stock among customers before accepting Orders.
9.4. We may offer alternatives where requested Goods are unavailable.
9.5. No substitution that materially changes an accepted Order shall be imposed without agreement or a lawful contractual right.
9.6. Where the Company cannot fulfil an accepted Order, the parties' remedies shall be determined by the Contract and applicable law.
10. Delivery and Collection
10.1. Delivery shall take place at the agreed destination or through agreed collection arrangements.
10.2. Delivery dates and times are estimates unless expressly agreed to be essential contractual deadlines.
10.3. The Customer must provide accurate delivery details, safe access, appropriate unloading facilities and an authorised recipient.
10.4. The Company may reasonably suspend an attempted delivery where access or unloading would be unsafe or unlawful.
10.5. Delivery notes, electronic confirmations, photographs and carrier records may be relied upon as evidence of delivery but are not conclusive proof of quantity or condition.
10.6. Where the Customer unreasonably refuses or delays agreed delivery or collection, the Company may arrange reasonable storage, return or redelivery.
10.7. Reasonable, evidenced additional costs directly caused by the Customer's failure may be recovered, subject to mitigation and applicable law.
10.8. Risk passes only at the point determined by the Contract and applicable law.
10.9. Any disposal or resale following prolonged non-collection requires a lawful entitlement and any necessary prior notice and accounting.
11. Delivery Discrepancies and Inspection
11.1. Customers shall inspect Goods promptly upon receipt.
11.2. Apparent shortages, over-deliveries, visible damage or incorrect products should be reported within two Business Days, where reasonably practicable.
11.3. Notifications should identify the Order or invoice, affected Goods, quantities and the nature of the discrepancy.
11.4. Supporting photographs, packaging details, delivery records and other reasonably available evidence should be provided.
11.5. Latent defects should be reported promptly after discovery.
11.6. Failure to report within the preferred period does not automatically extinguish rights where doing so would be unlawful.
11.7. The Company may investigate claims using warehouse, dispatch, carrier and delivery records.
11.8. Customers must take reasonable care of Goods delivered in error or in excess of the agreed quantity and must not knowingly sell them without agreement.
11.9. Where the Company has mistakenly supplied excess or incorrect Goods, it shall make reasonable arrangements for their correction or collection, subject to the circumstances and applicable law.
12. Product Quality and Contractual Conformity
12.1. Goods shall conform to their agreed contractual description and applicable mandatory standards.
12.2. Customers must store, handle and transport Goods appropriately after risk has passed.
12.3. The Customer shall not knowingly alter Goods in a manner that makes them unsafe or unlawful.
12.4. Where a defect or non-conformity is alleged, the Customer shall provide reasonably available supporting evidence and an appropriate opportunity for inspection.
12.5. Where a valid claim is established, the Company shall provide the remedy required by the Contract and applicable law.
12.6. Remedies may include repair, replacement, credit, refund or damages where applicable.
12.7. The Company is not responsible for deterioration caused solely by improper storage, misuse or unauthorised alteration after risk has passed, except where applicable law or the circumstances require otherwise.
12.8. No provision excludes statutory remedies that cannot lawfully be excluded.
13. Returns, Refunds and Credits
13.1. Returns of conforming Goods are not automatically accepted.
13.2. Change-of-mind, surplus-stock and other discretionary returns require prior Company authorisation.
13.3. Any approved discretionary return may be subject to reasonable agreed conditions concerning packaging, condition, traceability, shelf life and proof of purchase.
13.4. Any restocking charge must be agreed in advance and be lawful and reasonable.
13.5. Goods must not be returned without reasonable prior arrangements, except where law or agreement requires otherwise.
13.6. Where Goods are defective or non-conforming, the parties' rights and obligations shall be determined by the Contract and applicable law.
13.7. The Company's separately published Returns & Refunds Policy provides further administrative details but does not override rights or obligations expressly agreed under these Terms.
13.8. Credit notes shall be issued where agreed or legally required.
13.9. An anticipated credit or refund does not authorise unilateral withholding of unrelated, undisputed payments.
14. Cancellations and Special Orders
14.1. Accepted Orders may be cancelled or amended only by agreement or a lawful contractual or statutory right.
14.2. Bespoke, customised or specially sourced Goods may be subject to additional cancellation restrictions where disclosed and agreed before acceptance.
14.3. Where cancellation charges have been validly agreed, they must reflect reasonable, evidenced and mitigated losses and must not operate as unlawful penalties.
14.4. The Company shall take reasonable steps to mitigate recoverable cancellation losses.
PART C — PAYMENT, CREDIT AND DEBT RECOVERY
15. Payment Obligations
15.1. Unless approved credit or alternative payment arrangements apply, payment is required in cleared funds before dispatch or collection.
15.2. Payment shall be made in pounds sterling by the individually agreed due date.
15.3. Payments must be made to the Company's verified bank account or agreed payment provider.
15.4. Customers should independently verify any notification of changed bank details using established contact information.
15.5. Genuine invoice disputes must be raised promptly with reasons and supporting evidence.
15.6. Undisputed sums remain payable on their agreed due dates.
15.7. No unilateral deduction, withholding or set-off is permitted except where agreed or where exclusion is unlawful.
15.8. Payment allocation is subject to applicable agreement and law.
16. Credit Account Facilities
16.1. Credit facilities are discretionary and require express Company approval.
16.2. Credit approval may be subject to a signed application, electronic agreement or other legally effective approval process.
16.3. The applicable credit limit and payment period shall be those individually confirmed to the Customer.
16.4. No standard seven-day, fourteen-day or thirty-day payment period is implied.
16.5. Credit is provided only to the approved legal entity.
16.6. The Customer must not treat credit granted to an associated business, director or other person as available to itself without express approval.
16.7. The Company may conduct proportionate lawful verification and creditworthiness checks.
16.8. The Customer must provide materially accurate information when applying for credit.
16.9. Credit limits may be reviewed based on payment performance, relevant financial information and objective changes in commercial risk.
16.10. The Company may reasonably reduce or withdraw unused credit for future Orders, subject to applicable law and existing contractual obligations.
16.11. A credit limit does not guarantee acceptance of future Orders.
16.12. The Company may require advance payment for new Orders where available credit is insufficient or has been withdrawn.
16.13. The Customer shall notify the Company of material changes affecting its identity, ownership, trading status or ability to meet its obligations.
17. Late Payment Interest
17.1. Overdue principal shall bear simple contractual interest at five (5) percentage points above the Bank of England Bank Rate per annum, calculated daily from the day after the agreed payment due date until cleared payment.
17.2. The applicable rate shall change when the Bank of England Bank Rate changes.
17.3. This contractual remedy applies only insofar as effective under the Late Payment of Commercial Debts (Interest) Act 1998.
17.4. Where the contractual remedy is ineffective under that Act, statutory interest, fixed compensation and reasonable recovery costs may apply to the extent legally permitted.
17.5. Contractual and statutory interest shall not both be recovered for the same debt and period.
17.6. The Company shall not obtain duplicate compensation for the same loss.
17.7. Any agreed payment extension, settlement or waiver must be authorised and confirmed in writing.
18. Debt Collection and Enforcement
18.1. Where an invoice remains unpaid, the Company may issue reminders, reconcile accounts and make formal demands.
18.2. The Company may appoint lawful debt recovery professionals or solicitors.
18.3. The Company may commence proceedings to recover overdue sums.
18.4. Court fees, legal costs and enforcement expenses are recoverable only where statute, court order or an enforceable contractual provision permits.
18.5. Partial payment does not constitute full settlement unless expressly agreed in writing.
18.6. Delay in enforcement does not automatically waive the Company's rights.
18.7. The Company may exercise available contractual and legal remedies without obtaining double recovery.
19. Payment Default and Account Suspension
19.1. A default occurs where:
(a) An agreed payment date passes without payment.
(b) A material breach capable of remedy remains unremedied seven days after written notice.
(c) Materially false trading or credit information was knowingly supplied.
19.2. Subject to applicable law, the Company may refuse future Orders, require advance payment, withdraw unused credit and pursue sums already due.
19.3. Accepted Orders are not automatically cancelled by a default.
19.4. Amounts not yet due are not automatically accelerated.
19.5. Any suspension or termination of existing contractual performance must be supported by a lawful contractual or statutory right.
19.6. Account closure does not extinguish accrued payment obligations.
20. Rebates, Promotions and Credit Notes
20.1. Rebates, promotional allowances and discounts apply only where their agreed qualifying conditions have been satisfied.
20.2. No anticipated rebate may be deducted from an invoice before written confirmation or an applicable credit note.
20.3. Credit notes may be allocated against properly due amounts where agreed and lawful.
20.4. Customer-specific rebate arrangements shall be governed by their individually agreed conditions.
20.5. Nothing in this section permits unilateral retrospective withdrawal of a rebate already contractually earned.
PART D — OWNERSHIP, STOCK AND EQUIPMENT PROTECTION
21. Retention of Title
21.1. Risk of loss or damage passes on agreed delivery or collection, as applicable.
21.2. Ownership of identifiable unsold Goods remains with the Company until all sums owed by the Customer for Goods supplied have been paid in full in cleared funds, so far as English law permits.
21.3. Until ownership passes, the Customer shall:
(a) Take reasonable care of the Goods.
(b) Maintain appropriate insurance.
(c) Preserve original packaging and batch identifiers where practicable.
(d) Maintain reasonably accurate stock movement and sales records.
(e) Keep unpaid Goods identifiable and, where practicable, separate.
(f) Not grant security over Goods owned by the Company.
(g) Not deliberately conceal or mix Goods to defeat ownership rights.
21.4. Ordinary-course resale as principal is permitted unless lawfully withdrawn in writing following material payment default.
21.5. Following lawful withdrawal, the Customer shall preserve, identify and make available Goods that remain owned by the Company.
21.6. These provisions do not create a trust over resale proceeds or a charge over bank accounts.
21.7. They do not confer ownership of third-party Goods.
21.8. Mixed, transformed or resold Goods may no longer be identifiable or recoverable.
21.9. Any lawful recovery shall be accounted for appropriately, without double recovery.
22. Inspection and Recovery of Unpaid Goods
22.1. Where the Company is legally entitled to recover identifiable Goods it still owns, the Customer grants advance contractual consent for authorised representatives to enter commercial premises lawfully controlled by the Customer at reasonable times and on reasonable notice where practicable.
22.2. Access shall be solely for lawful, peaceful inspection, identification and recovery.
22.3. The Customer shall reasonably cooperate and disclose available information identifying the location of relevant Goods following default.
22.4. The Customer shall seek appropriate occupier consent where third-party permission is necessary.
22.5. Nothing permits forced entry, trespass, entry over valid objection, interference with third-party rights or disregard of insolvency law.
22.6. Where lawful access is refused, the Company may seek court relief.
22.7. Reasonable, evidenced recovery expenses are recoverable only where legally permitted.
22.8. Any Goods recovered shall be credited or accounted for as required by law.
23. Supplier-Owned Equipment and Display Materials
23.1. Display gantries, fixtures, stands, refrigeration units and other equipment supplied on loan remain the Company's property unless sold or transferred in writing.
23.2. The Customer shall take reasonable care of such equipment and use it only for its agreed purpose.
23.3. The Customer shall not sell, pledge, charge, materially alter or dispose of Company-owned equipment without permission.
23.4. The Customer must report material loss or damage promptly.
23.5. On lawful request or termination of the relevant equipment arrangement, the Customer shall arrange peaceful return or reasonable collection access, subject to occupier consent and applicable law.
23.6. No provision permits forced entry or recovery of Customer-owned assets.
23.7. The Customer is responsible for damage caused by its breach or negligence, subject to fair wear and tear, the circumstances and applicable law.
23.8. Equipment supplied under a separate written placement agreement remains subject to that agreement.
PART E — REGULATORY, COMMERCIAL AND LEGAL PROTECTION
24. Restricted and Regulated Products
24.1. Certain Goods may be subject to product-specific regulation, age restrictions, licensing requirements or other statutory controls.
24.2. Customers must comply with laws applicable to their storage, advertising, handling, taxation, distribution and resale activities.
24.3. This includes applicable requirements concerning nicotine products, vaping products, tobacco-related products and other regulated categories.
24.4. Customers must carry out legally required age checks and must not knowingly supply age-restricted Goods unlawfully.
24.5. Customers shall not remove legally required warnings, alter product identifiers or make unauthorised product claims.
24.6. The Company may refuse supply where unlawful or where reasonably required regulatory evidence is absent.
24.7. Each party remains responsible for its own statutory obligations.
24.8. Nothing authorises the sale or distribution of products prohibited under applicable law.
25. Product Safety, Traceability and Recalls
25.1. Customers must promptly notify the Company where they reasonably suspect supplied Goods are unsafe, counterfeit or materially non-compliant.
25.2. Customers shall preserve available batch, product and supply records where reasonably necessary for traceability.
25.3. Both parties shall cooperate with lawful product safety investigations, withdrawals and recalls.
25.4. Customers shall isolate affected Goods where reasonably necessary to prevent unsafe or unlawful distribution.
25.5. Responsibility for losses and recall costs shall be determined by applicable law, the Contract and the extent to which each party caused the relevant issue.
25.6. Nothing transfers the Company's non-delegable legal obligations to the Customer.
26. Anti-Fraud and Business Integrity
26.1. Customers must not provide knowingly false information, impersonate another business or use the Platform for fraudulent activity.
26.2. The Company may undertake proportionate lawful checks where there are reasonable grounds to suspect fraud, identity misuse or unlawful transactions.
26.3. Customers must promptly report suspected unauthorised transactions or fraudulent communications involving their accounts.
26.4. The Company may preserve relevant transaction and account records for lawful investigation, compliance and dispute resolution purposes.
26.5. Where reasonably necessary, the Company may report suspected unlawful activity to competent authorities in accordance with applicable law.
27. Anti-Bribery, Sanctions and Legal Compliance
27.1. Each party shall comply with anti-bribery, sanctions and other applicable laws relevant to its performance of the Contract.
27.2. Neither party shall knowingly require the other to participate in an unlawful transaction.
27.3. The Company may refuse an Order where performance would breach applicable sanctions, trade restrictions or other mandatory legal requirements.
27.4. Any suspension or termination of an existing Contract under this section must be supported by applicable law or a valid contractual right.
28. Confidentiality
28.1. Each party shall protect the other's non-public commercial information, including confidential prices, discounts, account information, rebates, supplier arrangements and business records.
28.2. Confidential information may be used only for legitimate purposes connected with the trading relationship.
28.3. Disclosure is permitted to employees, advisers and service providers who reasonably need access and are subject to appropriate confidentiality obligations, or where disclosure is legally required.
28.4. These restrictions do not apply to information already lawfully public, lawfully known without restriction or independently developed.
28.5. Confidentiality duties survive termination for so long as the information remains confidential and protected under the applicable obligations.
29. Intellectual Property
29.1. Intellectual property rights in the Platform, Company branding, website materials, software and proprietary commercial content remain with the Company or relevant licensors.
29.2. Customers may not reproduce or commercially exploit protected materials without appropriate permission.
29.3. Customers supplying artwork, specifications or marketing materials for bespoke Goods warrant that they possess the necessary rights and authority for the agreed use.
29.4. The Company may decline instructions reasonably believed to infringe applicable law or third-party intellectual property rights.
29.5. Nothing transfers ownership of intellectual property unless expressly agreed in writing.
30. Customer Indemnities
30.1. Subject to mandatory law and applicable reasonableness requirements, the Customer shall indemnify the Company against reasonable, direct and evidenced third-party claims and losses caused by:
(a) Unlawful resale or marketing.
(b) Unauthorised product alterations or claims.
(c) Negligent storage or handling.
(d) Regulatory breaches attributable to the Customer.
(e) Material contractual breaches attributable to the Customer.
30.2. The indemnity does not apply to the extent losses are caused or increased by the Company's own fault.
30.3. The Company shall provide reasonably prompt notice of relevant claims, mitigate losses and allow reasonable cooperation in their defence.
30.4. No indemnity authorises unlawful penalties, remote or speculative recovery or double compensation.
30.5. This indemnity does not override the non-excludable liability safeguards in section 31.
31. Limitation of Liability
31.1. Nothing in these Terms excludes or limits liability for death or personal injury caused by negligence, fraud, fraudulent misrepresentation or other liability that cannot lawfully be excluded.
31.2. Subject to applicable law and the Unfair Contract Terms Act 1977 reasonableness requirements, neither party shall be liable for remote or indirect losses or lost profit that was not reasonably foreseeable.
31.3. The Company's aggregate liability arising from an individual Order shall be limited to the net price of that Order, except where liability cannot lawfully be limited or where that limitation would be unreasonable or unenforceable.
31.4. The limitation does not remove statutory remedies that cannot lawfully be excluded.
31.5. The Customer remains obliged to pay sums properly due.
31.6. Each party shall take reasonable steps to mitigate recoverable losses.
31.7. Neither party shall obtain double recovery for the same loss.
32. Financial Distress and Insolvency
32.1. Where objective evidence of serious financial risk exists, the Company may decline future Orders or require advance payment, subject to existing Contracts.
32.2. Suspension, termination and stock recovery remain subject to applicable insolvency law.
32.3. Nothing in these Terms overrides section 233B of the Insolvency Act 1986 where applicable.
32.4. Nothing overrides statutory moratoria, third-party ownership rights or mandatory insolvency restrictions.
32.5. Accrued payment obligations and lawful proprietary rights remain subject to the applicable legal framework.
33. Personal Guarantees and Security
33.1. A director, shareholder, employee or authorised signatory does not become personally liable merely by registering an account, accepting these Terms, placing an Order on behalf of a company or signing for delivery.
33.2. Any personal guarantee or additional security must be separately agreed and properly executed.
33.3. The separate agreement must identify the guarantor, secured obligations and applicable limits.
33.4. A proposed individual guarantor should have an appropriate opportunity to obtain independent legal advice.
33.5. These website Terms do not themselves create a personal guarantee.
34. Data Protection and Privacy
34.1. Personal information shall be processed in accordance with applicable UK data protection legislation.
34.2. The Company's Privacy Policy provides further information about relevant processing activities, lawful bases, recipients and data protection rights.
34.3. Customers must provide personal information relating to employees and representatives lawfully.
34.4. The Company may retain relevant commercial records for lawful accounting, compliance, contractual enforcement and dispute resolution purposes.
34.5. Nothing in these Terms removes statutory data protection rights.
35. Third-Party Services and Links
35.1. The Platform may use or link to third-party services, including payment processors, delivery providers and technical service providers.
35.2. The Company is responsible for its own contractual and legal obligations when using such providers.
35.3. Independent third-party websites may operate under their own terms and privacy notices.
35.4. The Company does not guarantee the accuracy or availability of unrelated third-party websites merely because they are linked from the Platform.
35.5. Nothing excludes liability for third-party services where the Company remains legally responsible.
36. Events Beyond Reasonable Control
36.1. Neither party is liable for delay in performing non-payment obligations caused by unavoidable events beyond its reasonable control, where it promptly notifies the other party and takes reasonable steps to mitigate disruption.
36.2. Amounts already due remain payable.
36.3. Where material prevention continues for more than 30 days, either party may terminate the affected unperformed portion of the Contract by notice.
36.4. Termination under this section preserves accrued rights and obligations.
37. Suspension and Termination of Trading
37.1. The Company may restrict future trading where justified by material breach, payment default, fraud risk, regulatory requirements or other lawful contractual grounds.
37.2. A material breach capable of remedy shall be subject to the seven-day written remedy period specified in section 19.
37.3. Termination does not automatically cancel accepted Orders or accelerate sums not yet due.
37.4. Existing contractual rights, outstanding debts, lawful ownership rights and surviving obligations remain enforceable in accordance with law.
37.5. The Company may close inactive or no-longer-eligible Platform accounts on reasonable terms, without extinguishing existing Contracts.
38. Amendments and Version Control
38.1. The Company may publish revised Terms to reflect legal, regulatory, operational or commercial developments.
38.2. Each published version shall identify its effective date.
38.3. Revised Terms shall apply to future transactions only where validly incorporated or otherwise agreed.
38.4. Publication of revised Terms or their attachment to an invoice does not automatically amend an existing Contract.
38.5. Material changes to existing contractual rights require a valid agreement or another lawful contractual basis.
38.6. The Company may retain historical versions and relevant acceptance records for evidential purposes.
39. Notices and Dispute Resolution
39.1. Contractual notices shall be sent to the latest formally notified business postal or email address.
39.2. Service shall be governed by applicable law and any validly agreed method.
39.3. The parties shall attempt prompt reconciliation of genuine invoice and account disputes.
39.4. Nothing prevents either party from pursuing lawful urgent relief or debt recovery proceedings.
39.5. English law governs these Terms and related contractual or non-contractual disputes.
39.6. Subject to mandatory law, the courts of England and Wales have exclusive jurisdiction.
40. General Contractual Provisions
40.1. Severability: Invalid or unenforceable provisions shall be severed only to the extent legally permissible, with remaining provisions continuing where workable.
40.2. Waiver: A waiver must be express and in writing. Delay or failure to enforce a right does not automatically constitute waiver.
40.3. Assignment: The Company may lawfully assign receivables and contractual benefits without increasing the Customer's obligations.
40.4. Customer Assignment: The Customer may not transfer its trading relationship or Credit Account without written consent.
40.5. Entire Agreement: The Contract and its validly incorporated documents constitute the agreement for the relevant transaction, without excluding fraud or fraudulent misrepresentation.
40.6. Variation: Contractual variations require valid agreement by authorised representatives.
40.7. Third-Party Rights: No third party has rights to enforce these Terms under the Contracts (Rights of Third Parties) Act 1999 unless expressly provided.
40.8. Survival: Provisions concerning accrued payments, lawful ownership rights, confidentiality, liability, indemnities, dispute resolution and other obligations intended to continue shall survive termination to the extent legally enforceable.
40.9. No Double Recovery: Nothing permits recovery of the same loss more than once.
40.10. Mandatory Law: Where these Terms conflict with mandatory applicable law, that law shall prevail to the extent of the conflict.
41. Relationship with Invoice Terms and Other Documents
41.1. These website Terms are intended to expand upon and remain consistent with the Company's Terms & Conditions appearing on its invoices.
41.2. The invoice terms do not independently amend a Contract where they were not validly incorporated before or at contract formation.
41.3. Where the same invoice terms have been validly incorporated, the website provisions shall be interpreted consistently with them wherever possible.
41.4. If an irreconcilable inconsistency arises between validly incorporated documents, any individually negotiated written agreement shall prevail, followed by any expressly agreed document-priority provision.
41.5. The Company does not intend this website document to alter the agreed late-payment rate, default remedy period, retention-of-title restrictions, delivery reporting period, liability safeguards or guarantee requirements appearing in its invoice terms.
41.6. A separately approved Credit Account Schedule governs its individually agreed credit limit and payment period, without otherwise replacing these general Terms unless expressly agreed.
42. Contact Details
GOOD ONE DEALS UK PRIVATE LTD
Company Registration Number: 12942489
Candy House
Crystal Drive
Smethwick
B66 1QG
United Kingdom
Email: shop@goodonedeals.co.uk
Website: www.goodonedeals.co.uk