Version dated January 2024

ARTICLE 1 – PURPOSE AND SCOPE

The objective of these general terms and conditions (referred to as “Terms”) is to establish the terms under which Re-uz UK Less us now Limited provides its products (referred to as “Products”) and services (referred to as “Services”) to customers who request them through any means (referred to as “Customers”). These Terms apply universally and unconditionally to all orders, requests, offers, negotiations, contracts, and agreements made by, for, or on behalf of Re-uz UK. They take precedence over any clauses that may appear in the Customer’s documents, including their general purchase conditions. By placing an order, the Customer acknowledges acceptance of these Terms. However, in compliance with applicable regulations, Re-uz UK reserves the right to make exceptions to certain clauses of these Terms based on negotiations with the Customer, established through special conditions. The fact that Re-uz UK does not exercise any provision of these Terms at any given time should not be interpreted as a waiver, either explicit or implicit. Re-uz UK reserves the right to adapt or amend these Terms at any time. In case of modification, the Customer will be subject to the Terms in effect at the time of the order.

ARTICLE 2 – DESCRIPTION OF SERVICES AND PRODUCTS

2.1 Services

The Services offered by Re-uz UK are detailed and specifically defined in the quotation provided to the Customer and/or in special conditions mutually agreed upon between Re-uz UK and the Customer.

2.2 Products

The Products offered by Re-uz UK comply with the prevailing English legislation. These Products are exclusively composed of materials authorized by current regulations governing materials in contact with edible products. Before placing an order or using any Product, it is the Customer’s responsibility to consult the information related to the Products, which may be found on the Re-uz UK website “www.green-goblet.com or re-uz.com” to understand their characteristics concerning their intended use. Descriptions, information, photographs, and illustrations of the Products provided by Re-uz UK through various means and/or on its website are not exhaustive and are provided for informational purposes only. Re-uz UK retains the right to modify the list and characteristics of the Products presented on its website or any other documents it provides. The Product offerings are subject to availability.

2.3 Personalized Products

Re-uz UK offers customization of its Products, allowing the Customer to apply a design consisting of colours, patterns, drawings, text, photos, or other visuals of their choice (referred to as “Visuals”). The preparation of Visuals incurs charges based on the prevailing price list at the time of ordering. Payment is required upon receipt of the invoice to avoid delays in production and delivery. Before finalizing the printing of personalized Products, an approval proof will be presented to the Customer for their acceptance. This approval proof enables the Customer to verify the Visuals before final printing. Acceptance of this approval proof relieves Re-uz UK of any responsibility for potential errors in the Visuals requested by the Customer. Delivery times will be provided as estimates only after Re-uz UK receives the approved proof from the Customer. Re-uz UK may advise against certain printing colours and/or Visuals. If the Customer chooses to proceed with these colours and/or Visuals against Re-uz UK’s recommendations, Re-uz UK assumes no liability if the final Product does not meet the Customer’s expectations. The Customer grants Re-uz UK permission to use the Visuals of the completed Product, particularly for publicizing personalized Products through any chosen communication medium by Re-uz UK.

ARTICLE 3 – ORDER AND ORDER TERMINATION

3.1 Placing an Order and Quotation 

Orders and requests for quotations must be accompanied by specifications prepared by the Customer. An order from the Customer is binding on Re-uz UK only when it has been signed or explicitly confirmed in writing by a duly authorized representative of Re-uz UK. Quotations provided by Re-uz UK, in the absence of other agreements, constitute the special conditions amending these Terms. Re-uz UK’s offers and quotations are valid for a maximum period of one (1) month from their submission date.

3.2 Order Termination

Any changes and/or cancellations of an order requested by the Customer will be considered only if they are submitted in writing – especially via email to “sales.uk@reuz.com” – prior to artwork approval and are subject to written agreement by Re-uz UK. If Re-uz UK approves the changes and/or order cancellation, any payments made in advance are non-refundable, and the Customer may be invoiced for costs incurred in preparing the modified or cancelled order. For information regarding returning a delivered and received Product, please refer to Article 10 “Right of Withdrawal and Return” in these Terms.

ARTICLE 4 – TIME AND DELIVERY

Delivery times are provided as approximate estimates for each order and represent a best effort commitment by Re-uz UK. Delivery delays do not warrant contract cancellation, and they do not entitle the Customer to damages or penalties. Deliveries are made subject to availability and in the order, they are received. The Customer authorizes Re-uz UK to make partial deliveries when necessary. Products are delivered to the Customer or their designated agent by the carrier at the address specified by the Customer. Upon receiving the Products, the Customer must promptly conduct reasonable examinations to verify their overall condition. Any partial loss, damage, or deterioration affecting the contents of the packages, observed during these checks, must be promptly and clearly reported to Re-uz UK via email at “info.uk@reuz.com.”

ARTICLE 5 – OWNERSHIP RESERVATION

Re-uz UK retains the right of ownership over the Products until the Customer has paid the full purchase price.

ARTICLE 6 – PRODUCT RENTAL

Re-uz UK offers a product rental system governed by the provisions outlined below.

6.1 Provision of Products The rental begins on the day the Products are delivered to the Customer. Upon delivery, the risk is transferred to the Customer, who takes physical and legal custody of the Products. Throughout the rental period, the Customer is solely responsible for the use of the Products. The Customer agrees to handle and take necessary precautions to prevent damage to the Products. The Customer commits to using the Products according to their intended purpose. The Customer is responsible for all risks of damage, loss, theft, partial or total destruction of the Products as long as they are in the Customer’s custody, regardless of the cause of damage. Rental and custody cease upon the return of the Products to Re-uz UK, as outlined in section 6.3 “Return of Products and Invoicing.” The Customer must be present for each delivery and planned return of Products.

6.2 Ownership of Products The Products remain the exclusive property of Re-uz UK throughout the rental period. Re-uz UK is the sole owner, and no inscriptions, acronyms, or other markings on the Products may be removed or altered by the Customer without Re-uz UK’s authorization. The Customer agrees to respect Re-uz UK’s ownership rights over the Products at all times and by all means. Unless Re-uz UK has granted prior written permission, the Customer may not exchange, sublet, or encumber the Products with a lien, privilege, or any other security interest or guarantee. The Customer also commits to informing any third party that the rented Products are the exclusive property of Re-uz UK. The Customer cannot assign any part of their rights and obligations to a third party.

6.3 Return of Products and Invoicing Before the rental period begins, Re-uz UK invoices the Customer for an upfront payment on the rented Products. Re-uz UK then invoices the remaining balance after the Products are returned, following the conditions described below. The Customer agrees to return the Products in the packaging provided by Re-uz UK and in the same condition they were received. Only Products marked by Re-uz UK and designated for the specific event or location, as specified in the quotation or special conditions, may be returned. The Customer may not return Products from a competitor, another organization, another event, or any other items, which will be excluded from the returned Product count. If the Products are not ready for collection at the agreed-upon time or if the carrier refuses to collect them due to improper packaging, the Customer will bear the costs associated with a rescheduled collection, along with any truck immobilization costs incurred during the failed collection. Any Products not returned or returned in an unusable condition will be invoiced to the Customer at the agreed-upon price for all non-returned Products. Upon returning the Products, the Customer must provide Re-uz UK with an itemized list of the returned Products. Re-uz UK will then conduct its own inspection, comparing it with the Customer’s list, and will perform a qualitative examination of the Products at its facility. Re-uz UK’s assessment will be communicated to the Customer and will serve as the basis for the invoices issued by Re-uz UK. If the Customer does not dispute Re-uz UK’s assessment within a reasonable timeframe, not exceeding forty-eight (48) hours, only Re-uz UK’s assessment will be considered authentic, and the corresponding invoicing will be deemed accepted by the Customer. In cases of disputes within the timeframe, it is the Customer’s responsibility to provide Re-uz UK with all necessary documentation, particularly to substantiate any discrepancies. The price of the rental and payment terms will be specified in the quotation accepted by the Customer and/or in special conditions agreed upon between Re-uz UK and the Customer.

ARTICLE 7 – LATE PAYMENT OR NON-PAYMENT

Failure to pay an invoice in full or in part by its due date will result, without prior notice, in Re-uz UK’s entitlement to damages assessed at a flat rate of 10% of the unpaid amount. Re-uz UK reserves the right to claim higher damages if it can demonstrate actual damages exceeding the flat rate. Additionally, any unpaid invoice will automatically accrue interest at a rate of 5% per month from the invoice’s due date until full payment is received. In the event of non-payment or a failure by the Customer to fulfil any obligations, and after 48 hours of unsuccessful formal notice, Re-uz UK may consider the contract terminated. Re-uz UK may demand the return of the Products without prejudice to any other claims. Termination may apply not only to the order in question but also to any previous and/or subsequent unpaid orders, whether delivered or pending delivery and whether or not payment is due. In case of instalment payments, failure to pay a single instalment will result in immediate payment of the entire debt without prior notice. The Customer will bear all costs associated with collecting overdue amounts, including enforcement costs by a bailiff. Payments may not be suspended or offset without prior written consent from Re-uz UK. Partial payments will be applied to the earliest due amounts.

ARTICLE 8 – LIABILITY AND LEGAL GUARANTEE

Unless expressly stated otherwise in the contract, Re-uz UK’s obligations are always based on best efforts. Re-uz UK commits to delivering Products that conform to reasonable expectations in terms of use, qualities, and characteristics that consumers can reasonably anticipate. Re-uz UK shall not be held liable for defects or deterioration caused by natural wear and tear, improper storage, storage contrary to Re-uz UK’s instructions, use contrary to Re-uz UK’s instructions, external accidents, or unauthorized modifications of the Product. The Customer bears sole responsibility for the use of the ordered Products, and Re-uz UK is not liable in this regard. The Customer also bears sole responsibility for the use of rented Products in accordance with Article 6 “Product Rental” of these Terms. With respect to professional Customers, Re-uz UK shall not be held liable for indirect or immaterial damages, including but not limited to financial or commercial losses, loss of customers, business interruption, loss of profit, missed opportunities, or damage to brand reputation. Furthermore, for professional Customers, Re-uz UK’s liability, regardless of the cause, nature, or amount of the loss incurred, will be limited to an amount equal to the price specified in the relevant order.

ARTICLE 9 – INTELLECTUAL PROPERTY AND CONFIDENTIALITY

Re-uz UK disclaims any responsibility for the intellectual or industrial property of Visuals reproduced on behalf of the Customer. It is the Customer’s responsibility, with or without indication, to conduct necessary prior art research and ensure that the Visuals do not infringe upon existing rights. In general, the Customer warrants that they possess all rights to use the elements provided to Re-uz UK. The Customer is accountable for the content of the Visuals provided to Re-uz UK, and Re-uz UK cannot be held responsible in cases of infringement. Therefore, the Customer is obliged to indemnify and compensate Re-uz UK for any direct or indirect damage arising from the Customer’s failure to respect the intellectual or industrial property rights of third parties. Re-uz UK also retains the right to refuse any orders for personalized Products containing Visuals deemed inappropriate, unethical, or illegal, at its discretion. Trademarks and logos, such as Re-uz®, Re-uz Less is now®, Green Goblet® and Ecocup® trademarks, may appear on the Products, Re-uz UKs website, or any documents provided by Re-uz UK. These are registered trademarks owned by Re-uz UK or its affiliated companies. The Customer agrees not to use, reproduce, or disseminate these trademarks in any way without prior written authorization from the trademark owner. Re-uz UK retains ownership of studies, projects, plans, prototypes, models, and all documents provided to the Customer. The sale or rental of Products does not involve the transfer of intellectual or industrial property, know-how, or technology to the Customer. Any financial proposals, technical studies, plans, models, or other documents provided by Re-uz UK to the Customer are strictly confidential and may not be copied, patented, protected by any intellectual or industrial property right, or disclosed to third parties, either directly or indirectly. Re-uz UK may demand the return and/or destruction of these documents at any time.

ARTICLE 10 – RIGHT OF WITHDRAWAL AND RETURN

10.1 Right of Withdrawal

Except for personalized Products, Customers who meet the criteria of consumers under the Consumer Rights Act 2015 have a right of withdrawal. The Customer has a 14-day withdrawal period starting either (i) from the conclusion of the Services contract or (ii) from the receipt of the Products by the Customer or a designated third party other than the carrier. This period begins upon receipt of the last Product for orders with separate deliveries. If the Customer wishes to exercise their right of withdrawal, they must notify Re-uz UK of their decision through a clear declaration by mail at “Re-uz UK Less is now Limited – Unit 1a Commerce Way, Highbridge, TA9 4AG” or by email at “info.uk@reuz.com”. Re-uz UK will only accept the return of Products for withdrawal if they are returned in their original packaging, in perfect condition, with security seals intact. Damaged Products or those with damaged packaging cannot be returned. The Customer is responsible for the direct costs of returning the Products. This right of withdrawal does not apply to personalized Products.

10.2 Claims and Returns

Aside from the provisions regarding the right of withdrawal and except for personalized Products, Re-uz UK offers Customers the option to return Products within 30 days of receipt, subject to the conditions outlined below. For any complaints about Products, the Customer should contact Re-uz UK at “info.uk@reuz.com” within 30 days of receiving the Products. The Customer must provide all justifications regarding the validity of their complaint and allow Re-uz UK to conduct checks and remedy the situation. Any return must be agreed upon by Re-uz UK and the Customer. Products returned without prior agreement will be held for the Customer’s disposal and will not result in replacement or reimbursement. When Re-uz UK accepts returns of Products, they will only be considered if they are in good condition, unused, and after Re-uz UK has approved the reason for the return. Costs and risks are borne by the Customer. Following qualitative and quantitative verification of the returned Products, an accepted return will result in either a free replacement of the Products or a refund along with a partial or complete credit note to the Customer, at Re-uz UK’s discretion. After the 30-day period, the Customer is considered to have accepted the delivered Products as is, and Re-uz UK reserves the right to reject any claims.

ARTICLE 11 – FORCE MAJEURE

Re-uz UK cannot be held liable for non-performance, delayed performance, or partial performance due to force majeure. Force majeure or unforeseeable events are events beyond the control of the Parties that could not reasonably have been anticipated, avoided, or overcome, rendering the fulfilment of obligations impossible. Examples of force majeure events relieving Re-uz UK of its obligations include staff strikes, carrier strikes, fires, floods, wars, unplanned production shutdowns, epidemics, roadblocks, strikes, water or electricity supply disruptions, supply disruptions not attributable to Re-uz UK, and any other disruptions in supply attributed to Re-uz UK’s suppliers. In such cases, Re-uz UK will notify the Customer in writing of the occurrence of a force majeure event, typically via email. The contract between Re-uz UK and the Customer will be automatically suspended without compensation from the date of the event. If the event preventing delivery or service provision lasts more than 30 days from its occurrence, either Party may terminate the contract without entitlement to damages, and this termination becomes effective on the date the registered letter with acknowledgment of receipt denouncing the contract is first presented.

ARTICLE 12 – GOVERNING LAW AND JURISDICTION

These General Conditions, as well as any special conditions agreed upon between the Parties, shall be governed by and interpreted in accordance with the laws of England and Wales. Both Parties agree that the courts of England and Wales shall have exclusive jurisdiction over any dispute or claim, including non-contractual disputes or claims, arising out of or related to these General Conditions or any special conditions agreed upon between the Parties.

ARTICLE 13 – SEVERABILITY

If any part of an article, paragraph, or provision (or part thereof) is found to be illegal or invalid, it shall not affect the legality and validity of the other articles, paragraphs, or provisions of these General Conditions, nor the remaining part of such article, paragraph, or provision. In such cases, the Parties shall replace the illegal or void part with a legal and valid provision that, to the extent possible, achieves similar legal and/or economic effects as originally intended by the Parties when entering into the contract.

ARTICLE 14 – PROTECTION OF PERSONAL DATA

Re-uz UK commits to complying with all applicable laws and regulations regarding the protection of personal data, including Regulation (EU) 2016/679 of 27 April 2016 (the “GDPR”). Re-uz UK invites Customers to consult the “General Conditions of Use” available on the “www.green-goblet.com or re-uz.com” website for comprehensive information regarding personal data protection.