M&S For Business Terms and Conditions
Any company, partnership, individual or other legal entity (“you”) purchasing gift cards or other stored value instruments (“gift cards”) from Marks and Spencer plc does so subject to these terms and conditions. Marks and Spencer plc is a company registered in England and Wales (company registration number 214436) whose registered office is at Waterside House, 35 North Wharf Road, London, W2 1NW. Our registered VAT number is 232 128892. Unless we say otherwise, we use the terms “M&S”, “Marks & Spencer”, “we”, “our” and “us” to refer to Marks and Spencer plc throughout these terms and conditions.
1. If we have opened a credit account for you, we will dispatch gift cards to you as soon as reasonably possible after we receive your order. If we have not opened a credit account for you, we will dispatch gift cards upon receipt of cleared funds in respect of the gift cards. For payments by cheque, cleared funds means 10 days after the cheque has cleared. While we do keep a stock of physical gift cards at all times, if we receive a number of large orders at or around the same time, this may delay delivery of your order as we may need to have more gift cards printed.
2. Risk in the gift cards will remain with us until the gift cards are delivered to you, at which point risk in the gift cards shall pass to you. Title in the gift cards will remain with us until you pay for the gift cards in full. If you sell or transfer the gift cards to any third party, you must make clear to the recipient that title in the gift cards remains vested in Marks and Spencer plc until we have been paid in full.
3. We reserve the right to refuse any order for gift cards at any time and for any reason, without the need to state the reason for any such refusal.
4. If we have opened a credit account for you, we will send you an invoice for the gift cards you have ordered within 2 days of receiving your order. You must settle all invoices within 28 days of the date of the invoice.
5. If you are late in paying any overdue invoices:
a) you will forfeit any discount that we have previously agreed to give you, which will then become payable by you;
b) interest from the due date until and including the date of actual payment, accruing on a daily basis, at the rate of 4% per annum above the base rate for the time being of Barclays Bank plc will be levied on all amounts which have not been settled within 28 days of the invoice date;
c) we will suspend your account until payment has been received in full, which means that you will not be able to order any more gift cards from us until you have settled your account in full; and
d) we may suspend any outstanding balances left on any gift cards until payment has been made in full.
Loading of Physical Gift Cards
6. Marks & Spencer will dispatch unloaded physical gift cards to the nominated address requested in your order. Upon receipt of the gift cards it is your responsibility to inform us that the gift cards have arrived so that we can activate and load value onto the gift cards. You need to inform us by sending an email stating your order number to MandSforBusiness.CardActivation@marks-and-spencer.com. Upon receipt of the email we will load the applicable value onto the gift cards as soon as reasonably possible and in any event within two business days of receipt of your email.
Use of M&S Brand
7. You may not use any product image, corporate title, designation, service mark, trademark or any other trading name or style of Marks & Spencer (“M&S Brand”) without having first obtained our consent in writing. You may not dispatch any gift cards to any third party if we have not previously approved any artwork incorporating the M&S Brand in writing. We may withdraw any consent or approval referred to in this clause at any time by notifying you of such withdrawal.
8. If you receive gift cards and there are any discrepancies in the number of gift cards delivered as against your order, you must notify M&S FOR BUSINESS within 3 days of receiving the gift cards otherwise you are deemed to have accepted the order as correct. If you have paid by cheque, you should notify us within 15 days of placing your order.
Terms Governing the Gift Cards
9. You may not sell the gift cards to any third parties without our consent. If we do give our consent then such consent may be subject to any conditions which we impose. In any event you may not sell the gift cards through the internet without our express written consent, which you must obtain before making any such sale. We reserve the right at all times to refuse to permit any sale of gift cards by you to a third party.
10. You may change your order if we have not yet dispatched the gift cards. However once we have dispatched the gift cards you may not change the order. If you do make a change to your order this may result in a delay in dispatch.
11. The terms governing the use of the gift cards themselves are available here.
12. If for any reason we suspect, acting reasonably, that the gift cards are being used or purchased fraudulently we reserve the right at any time to deactivate the gift cards without any liability to you. We will inform you that the gift cards have been deactivated as soon as reasonably possible. We will require your corporation in order to evidence that there has been no fraudulent activity before the gift cards are re-activated.
13. Marks & Spencer is a registered data controller under the Data Protection Act. To the extent that we capture personal data when fulfilling your gift card order to you we will process data in accordance with these terms and conditions and applicable data protection laws. We never make your personal details available to other companies for marketing purposes other than for the marketing of Marks & Spencer branded products and services. We (and our representatives) may hold your personal details in order to process your order and/or maintain your account.
15. The Marks & Spencer Group (and our representatives who supply Marks & Spencer branded goods and services, including gift cards) may, where permitted under applicable laws, also use your details to send you further information on Marks & Spencer branded products and services, to keep you up-to-date on goods, services, new collections and promotional offers you may be interested in or for research purposes. If you prefer not to receive such information or be a part of such research, please email CGV@@marks-and-spencer.com.
16. In the event that:
a) you make any voluntary arrangement with your creditors, you become subject to an administration order, you go into liquidation, you suffer a petition for winding up to be issued against you or the equivalent occurs under any jurisdiction other than for the purpose of a solvent amalgamation or reconstruction, or (being an individual) you are made bankrupt; or
b) an encumbrancer takes possession of, or a receiver or an administrative receiver is appointed over any of your property or assets; or
c) you suspend or threaten to suspend any payments here under or cease or threaten to cease to carry on business; or
d) M&S reasonably considers that any of the events mentioned above is about to occur in relation to you, then without prejudice to any other right or remedies available to us, we shall be entitled forthwith to cancel our contract with you and/or suspend any further deliveries of gift cards without any liability to you. We shall also be entitled to de-activate any gift cards which have not been paid for.
17. There are certain liabilities which we cannot exclude by law and nothing in these terms and conditions limits our liability for personal injury or death caused by our negligence or for fraud.
18. Where we are in breach of these terms:
a) we will not be liable to you (whether in contract, tort or otherwise) for any indirect or consequential loss, cost or damage you suffer;
b) we will not in any event be liable for any loss of profits, loss of business, loss of revenue, loss of data or loss of goodwill, whether any such loss is direct or indirect.
c) our maximum liability to you arising out of or in connection with your ordering gift cards from us shall be limited to 100% of the value of gift cards which you ordered.
19. Any gift cards we supply to you will be of satisfactory quality. If we deliver a gift card to you that is not of satisfactory quality, you can contact us for a replacement or, where this is not possible, for a refund.
20. We will not be liable to you if we are prevented or delayed from complying with our obligations under these terms and conditions by anything you (or anyone acting on your behalf) does or fails to do (including for example a failure to inform us to activate the gift cards) or due to events which are beyond our reasonable control.
21. You may not assign or sub-contract any of your rights or obligations under these terms and conditions to any third party unless we agree in writing.
22. We may assign, transfer or sub-contract any of our rights or obligations under these terms and conditions to any third party at our discretion.
23. No relaxation or delay by us in exercising any right or remedy under these terms and conditions operate as a waiver of that right or remedy or shall affect our ability to subsequently exercise that right or remedy. Any waiver must be agreed by us in writing.
24. If any of these terms and conditions are found to be illegal, invalid or unenforceable by any court of competent jurisdiction, the rest of these terms and conditions shall remain in full force and effect.
25. Only you and we shall be entitled to enforce these terms and conditions. No third party shall be entitled to enforce any of these terms and conditions, whether by virtue of the Contracts (Rights of Third Parties) Act 1999 or otherwise.
26. These terms and conditions are governed by the laws of England and Wales and any disputes shall be subject to the exclusive jurisdiction of the courts of England and Wales.