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Term and Conditions

Terms and conditions

Terms and Conditions

1. In General

Access to and use of this Website and the products and services available through this Website (collectively, the "Services") are subject to the following terms, conditions and notices . By using the Services, you are agreeing to all of the Terms and Conditions, as may be updated by us from time to time. You should check this page regularly to take notice of any changes we may have made to the Terms and Conditions.

Access to this Website is permitted on a temporary basis, and we reserve the right to withdraw or amend the Services without notice. We will not be liable if for any reason this Website is unavailable at any time or for any period. From time to time, we may restrict access to some parts or this entire Website.

This Website also contains links to other websites, which are not operated by Abena (the "Linked Sites"). Abena has no control over the Linked Sites and accepts no responsibility for them or for any loss or damage that may arise from your use of them. Your use of the Linked Sites will be subject to the terms of use and service contained within each such site.

2. Privacy Policy

By using this Website, you consent to the processing described therein and warrant that all data provided by you is accurate. We do not store credit carddetails nor do we share customer details with any 3rd parties.

3. Prohibitions

You must not misuse this Website. You will not: commit or encourage a criminal offence; transmit or distribute a virus, trojan, worm, logic bomb or post any other material which is malicious, technologically harmful, in breach of confidence or in any way offensive or obscene; hack into any aspect of the Service; corrupt data; cause annoyance to other users; infringe upon the rights of any other person's proprietary rights; send any unsolicited advertising or promotional material, commonly referred to as "spam"; or attempt to affect the performance or functionality of any computer facilities of or accessed through this Website. Breaching this provision would constitute a criminal offence under the Computer Misuse Act 1990. ABENA will report any such breach to the relevant law enforcement authorities and disclose your identity to them.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this Website or to your downloading of any material posted on it, or on any website linked to it.

4. Intellectual Property, Software and Content

The intellectual property rights in all software and content made available to you on or through this Website remains the property of Abena or its licensors and are protected by copyright laws and treaties around the world. All such rights are reserved by Abena and its licensors. You may store, print and display the content supplied solely for your own personal use. You are not permitted to publish, manipulate, distribute or otherwise reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this Website nor may you use any such content in connection with any business or commercial enterprise.

You shall not modify, translate, reverse engineer, decompile, disassemble or create derivative works based on any software or accompanying documentation supplied by Abena or its licensors. No licence or consent is granted to you to use these marks in any way, and you agree not to use these marks or any marks which are colourably similar without the written permission of Abena.

5. Disclaimer of Liability

The material displayed on this Website is provided without any guarantees, conditions or warranties as to its accuracy. Unless expressly stated to the contrary to the fullest extent permitted by law ABENA and its suppliers, content providers and advertisers hereby expressly exclude all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity and shall not be liable for any damages whatsoever, including but without limitation to any direct, indirect, special, consequential, punitive or incidental damages, or damages for loss of use, profits, data or other intangibles, damage to goodwill or reputation, or the cost of procurement of substitute goods and services, arising out of or related to the use, inability to use, performance or failures of this Website or the Linked Sites and any materials posted thereon, irrespective of whether such damages were foreseeable or arise in contract, tort, equity, restitution, by statute, at common law or otherwise. This does not affect ABENA's liability for death or personal injury arising from its negligence, nor for fraudulent misrepresentation, misrepresentation as to a fundamental matter or any other liability which cannot be excluded or limited under applicable law.

6. Linking to this Website

You may link to our home page, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists.

You must not establish a link from any website that is not owned by you.

This Website must not be framed on any other site, nor may you create a link to any part of this Website other than the home page. We reserve the right to withdraw linking permission without notice.

7. Disclaimer as to ownership of trade marks, images of personalities and third party copyright

Except where expressly stated to the contrary all persons (including their names and images), third party trade marks and images of third party products, services and/or locations featured on this Website are in no way associated, linked or affiliated with ABENA and you should not rely on the existence of such a connection or affiliation. Any trade marks/names featured on this Website are owned by the respective trade mark owners. Where a trade mark or brand name is referred to it is used solely to describe or identify the products and services and is in no way an assertion that such products or services are endorsed by or connected to ABENA.

8. Indemnity

You agree to indemnify, defend and hold harmless ABENA, its directors, officers, employees, consultants, agents, and affiliates, from any and all third party claims, liability, damages and/or costs (including, but not limited to, legal fees) arising from your use of this Website or your breach of the Terms and Conditions.

9. Variation

ABENA shall have the right in its absolute discretion at any time and without notice to amend, remove or vary the Terms and Conditions and/or any page of this Website.

10. Invalidity

If any part of these Terms and Conditions is unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of the Terms and Conditions will not be affected and all other clauses shall remain in full force and effect. So far as possible where any clause/sub-clause or part of a clause/sub-clause can be severed to render the remaining part valid, the clause shall be rectified and interpreted in such a way that closely resembles the original meaning of the clause /sub-clause as is permitted by law.

11. Complaints

In line with the new EU Online Dispute Resolution Standards all customer disputes will be processed via the new EU platform which can be accessed here http://ec.europa.eu/consumers/odr/ 

12. Waiver

If you breach these conditions and we take no action this shall not constitute a waiver of our rights and we shall still be entitled to pursue all rights available to us.

13. Governing Law and Jurisdiction

The Terms and Conditions are to be construed in accordance with the laws of England and in the event of any dispute or claim associated with these Terms and Conditions, that dispute or claim shall be subject to the exclusive jurisdiction of the English courts.

14. Entire Agreement

The Terms and Conditions constitute the entire agreement of the parties and all preceding and contemporaneous agreements between you and ABENA and all understandings, promises or conditions, oral or written, expressed or implied are hereby superseded. Any waiver of any provision of the Terms and Conditions will be effective only if in writing and signed by a Director of ABENA.

15. Ethical Sourcing Policy

As a reputable and trusted business committed to offering its customers high quality products, ABENA recognizes its obligation to ensure that suppliers are operating ethically. We expect our suppliers to consistently provide an environment which protects their employees' health and safety and basic human rights.

All suppliers are expected to comply with their national employment laws and regulations with particular regard to:

  • Minimum age of employment
  • Freely chosen employment
  • Health and safety
  • Freedom of association and the right to collective bargaining
  • No discrimination
  • No harsh or inhumane treatment
  • Working hours
  • Rates of pay
  • Terms of employment

ABENA will never knowingly source stock from countries which are in breach of the above principles. We also look to our suppliers to instil these principles when dealing with their own supplier base.

Because of the sometimes complex nature of our suppliers' supply chain, it is not always possible to monitor and control the conditions of each individual involved in the production of our products. However, as ABENA continues to grow it recognises the importance of being proactive and doing everything within its power to support the rights of those involved in the manufacture of its goods.

16. Use of Cookies

This website uses cookies to track behaviour and to improve your experience on the site. By using the website you agree to our cookie policy.

Cookies are small files stored on your computer to help us improved usability of the end user as well as improving customer experience. Cookies only contain information about your computer but do not contain any personal information. 

You can delete saved cookies by visiting the advanced settings of your browser. 
 

17. Terms of Sale

By placing an order you are offering to purchase a product on and subject to the following terms and conditions. All orders are subject to availability and confirmation of the order price

Dispatch times may vary according to availability and any representations made as to delivery times are limited to mainland UK. Please see our availability notice for further information.

We shall not be responsible for delays resulting from the failure of the postal or courier service or delays caused by any circumstances outside our reasonable control.
Please see our Deliveries notice for further information.

In order to contract with Abena you must be over 18 years of age and possess a valid credit or debit card issued by a bank acceptable to us. Abena retains the right to refuse any request made by you. If your order is accepted we will inform you by email and we will confirm the identity of the party which you have contracted with. This will usually be Abena or may in some cases be a third party. Where a contract is made with a third party Abena is not acting as either agent or principal and the contract is made between yourself and that third party and will be subject to the terms of sale which they supply you. When placing an order you undertake that all details you provide to us are true and accurate, that you are an authorised user of the credit or debit card used to place your order and that there are sufficient funds to cover the cost of the goods. The cost of foreign products and services may fluctuate. All prices advertised are subject to changes.

  • 17.1. Our Contract

    When you place an order, you will receive an acknowledgement e-mail confirming receipt of your order: this email will only be an acknowledgement and will not constitute acceptance of your order.

  • 17.2. Pricing and Availability

    Whilst we try and ensure that all details, descriptions and prices which appear on this Website are accurate, errors may occur. If we discover an error in the price of any goods which you have ordered we will inform you of this as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If we are unable to contact you we will treat the order as cancelled. If you cancel and you have already paid for the goods, you will receive a full refund. Where applicable, prices are inclusive of VAT at the rate which applies at the time of dispatch of the goods. Delivery costs will be charged in addition; such additional charges are clearly displayed where applicable and included in the 'Total Cost'.

  • 17.3. Payment

    Upon receiving your order we carry out a standard pre-authorisation check on your payment card to ensure there are sufficient funds to fulfil the transaction. Goods will not be dispatched until this pre-authorisation check has been completed. Your card will be debited once the order has been accepted.

  • 17.4. Deliveries

    You can pay for our delivery service with the credit / debit card you use to pay for goods and our terms of sale apply to this service. Please note, we do not accept gift vouchers or discounts as part or full payment for this service.
    Once the service is paid for we cannot make changes to it. Therefore, if you wish to amend the delivery address, you will need to cancel the delivery and pay for a new one.
    We accept cancellation requests made before 9am, 1 working day before the booked delivery date. After 7am we will commit your request to our courier and the cost of the service will become non-refundable.
    We will deliver your goods anytime between 7am – 7pm on your chosen date at the address you have given when ordering your delivery.
    We need an address that the courier can access and a responsible adult must be present to receive the goods. If the courier is unsuccessful in its attempt to deliver your goods, you will still be charged for the cost of the service.
    In the rare event we fail to deliver your goods because of a courier or ABENA failure, we will refund to you the cost of the service.

  • 17.5. Returns Policy

    Every care has been taken to ensure that the descriptions on our website are accurate. If for any reason an item is not acceptable, it may be returned unopened, unused, and in its original packaging, within 14 days and a full refund or replacement will be given. However, the cost of returning the product is not subject to a refund. This does not affect your statutory rights.

    When returning any item we recommend that you obtain a proof of postage.

    In line with the new EU Online Dispute Resolution Standards all customer disputes will be processed via the new EU platform which can be accessed here http://ec.europa.eu/consumers/odr/
     

  • 17.6. VAT Exemption

    If you are an individual and wish to place an order larger than 200 disposable pads, please complete a VAT exemption form, by clicking here.

In line with the new EU Online Dispute Resolution Standards all customer disputes will be processed via the new EU platform which can be accessed here http://ec.europa.eu/consumers/odr/

 

General Terms and Conditions

Scope of Applicability

1.1   These General Terms and Conditions of Sale (“GTCS”) apply to all sales of Products by Abena notwithstanding any conflicting, contrary or additional terms and conditions in any written agreement between the Parties. No such conflicting, contrary or additional terms and conditions shall be deemed accepted by Abena unless and until Abena expressly confirm the acceptance in writing.

 

1.2   Abena reserves the right to change these GTCS at any time. Abena will give the Customer a three (3) months notice of any changes.

 

Offers, Purchase Orders and Order Confirmations

2.1   All written Offers made by Abena are open for acceptance within three (3) calendar days from the date of issue, unless otherwise specifically stated therein, and are subject to the availability of the Products offered.

 

All Purchase Orders issued by the Customer shall specify as a minimum the type and quantity of Products requested, applicable unit prices, delivery place and requested delivery dates. No purchase order shall be binding on Abena unless and until confirmed in writing.

An Order is not binding upon Abena until Abena has issued an Order Confirmation.

In case of any discrepancy between the Order from the Customer and the Order Confirmation from Abena, the content of the Order Confirmation shall apply.

 

Prices and Terms of Payment

3.1   The prices shall be those set forth in the Abena Order Confirmation. Prices are, unless otherwise stated, exclusive of taxes, impositions and other charges.

 

3.2   Payment shall be made within 14 Calendar days from the delivery date or the invoice date, whichever is later, without offset or deduction.

 

3.3   Customer must submit such financial information from time to time as may be reasonably requested by Abena for the establishment or continuation of payment terms. Abena may in its sole discretion at any time change agreed payment terms without notice by requiring payment cash in advance or cash on delivery, bank guarantee, letter of credit or otherwise.

 

If Customer fail to pay any invoice within seven (7) calendar days of the due date of payment, Abena may suspend delivery of any purchase order or any remaining balance thereof until payment is made or terminate delivery of any purchase order or any remaining balance thereof by providing written notice of termination within seven (7) calendar days of the expiration of the grace period.

 

Abena may charge interest from the due date to the date of payment at the rate of 1 ½ % per month. This shall be in addition to, and not in limitation of, any other rights or remedies to which Abena are or may be entitled at law or in equity.

 

In case of any behaviour on the part of Customer which constitutes breach, in particular in the case of delay in payment or an application for opening of insolvency proceedings, Abena shall be entitled to reclaim the delivered Products. After the Products have been reclaimed, Abena shall be entitled to sell the Products, whereby any resulting income shall be offset against the debts of Customer, minus reasonable sales costs or other associated costs.

 

If the retention of title is not effective according to the foreign statutory law of the country or state in whose jurisdiction the Products are located, the type of security corresponding to retention of title in this location shall be deemed to have been agreed between the Parties. If the cooperation of the Customer is needed in order for such rights to apply, Customer shall, at the request of Abena, be obliged to undertake all actions which are necessary for the establishment and maintenance of such rights of retention of title.

Terms of Delivery and Late Delivery

4.1   Unless expressly stated otherwise in the Order confirmation, all deliveries of Products shall be Free Carrier (FCA) in accordance with Incoterms 2010. The risk of loss of or damage to Products shall pass in accordance with the agreed delivery term.

 

4.2   The delivery dates of Products shall be those set forth in the Order Confirmation. If Abena fail to deliver the Products within fourteen (14) calendar days of the agreed delivery date, the Customer may terminate the applicable Purchase Order in whole or in part (as to those Products affected by the delay) by providing written notice of termination to Abena within five (5) calendar days of the expiration of the grace period. These shall be the Customers exclusive remedies for late delivery.

 

Abena reserves the right to make delivery in installments.

 

Abena shall pack and label all Products in accordance with Abena standard for the specific Product unless otherwise agreed in writing.

 

Acceptance of Products

5.1   Customer must inspect Products upon receipt at the premises of the Customer. Customer are deemed to have accepted Products delivered unless written notice of rejection specifying the reasons for rejection is received by Abena within three (3) labour days after receipt of the Products.

 

In case of a latent defect (defects which could not be discovered using ordinary and reasonable care in inspection) the Customer must complain no later than 6 months after the date of the Invoice.

 

Abena will, at its option and expense; (a) replace the Products with non-defect; (b) modify the Products to make them non-defect or (c) refund the purchase price of the Products.

 

Limitation of Liability

Neither Party will be entitled to, and neither shall be liable for, indirect, special, incidental, consequential or punitive damages of any nature, including, but not limited to, business interruption costs, loss of profit, removal and/or reinstallation costs, reprocurement costs, loss of data, injury to reputation or loss of customers. Customers recovery from Abena for any claim shall not exceed the purchase price for the Products giving rise to such claim irrespective of the nature of the claim, whether in contract, tort, warranty or otherwise.

 

The liability of Abena, for all matters, shall be limited to 10 % of the total amount paid and payable to Abena for Products supplied during the 12 months period preceding the date of notice to Abena of a claim.

 

Recalls and Complaints

Both Parties shall without any delay assist each other in investigating and settling any complaints, incidents, near incidents, adverse events, field safety corrective actions and recalls regarding the Products within 10 labour days or less if demanded by public authorities.

In line with the new EU Online Dispute Resolution Standards all customer disputes will be processed via the new EU platform which can be accessed here http://ec.europa.eu/consumers/odr/ 

In the event either party receiving a complaint from any Competent or Regulatory Authority they will immediately inform the other Party and both parties will agree on a case by case basis which party will respond/correspond with such Competent/Regulatory Authority. Where appropriate, Buyer will provide Abena with returned samples for examination.

 

The decision to recall a batch of product rests with Abena, but Abena will take any advice from the Buyer into consideration. If patient or user safety is the issue, a recall will always be implemented. Abena will decide the nature and urgency of a recall of product, when appropriate, following discussions the Competent/Regulatory Authority.

 

Once the decision to recall a batch of Product has been taken, the recall will be initiated by Abena and carried out following Abena´s quality system requirements with reference where appropriate to the European Commission Guidelines on the Medical Device Vigilance System. Abena will inform the Buyer of any action which is required of it and Buyer will provide all reasonable assistance. Buyer is committed to be able to recall products minimum on item number level.

 

Abena shall have the responsibility to report to the relevant Competent/Regulatory Authorities all serious incidents or near incidents relating to the Product in adherence with the European Commission Guidelines on The Medical Devices Vigilance System. Buyer will provide all assistance as may reasonably be required in relation to such reporting and any subsequent investigation.

 

Force Majeure

8.1   Either party shall be excused from any delay or failure in performance if caused by reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, acts of God, acts of war, fire, insurrection, strikes, lock-outs or other serious labor disputes, riots, earthquakes, floods, explosions or other acts of nature.  The obligations and rights of the party so excused shall be extended on a day-to-day basis for the time period equal to the period of such excusable interruption. When such events have abated, the parties’ respective obligations shall resume. In the event the interruption of the excused party’s obligations continues for a period in excess of thirty calendar days, either party shall have the right to terminate the applicable contract(s) of sale, without liability, upon thirty calendar days’ prior written notice to the other party.

 

Intellectual Property

The Abena, Abri, Bambo and Delta names, all patents, copyrights and other intellectual property owned by Abena, and inventions and works created by Abena shall at all times remain the property of Abena.

 

Customer shall neither register nor have registered any of the above mentioned trademarks, trade names, domain names or symbols of Abena (or trademarks, trade names, domain names or symbols similar to those of the Abena). Any registrations of the Abena name and brand by Customer shall promptly be transferred to Abena at the expense of the Customer.

 

Customer shall immediately stop using the Abena name and brand upon termination of the Parties agreement.

 

If any Products delivered are held to infringe a third party’s intellectual property right and Abena are enjoined from using same, Abena will, at its option and expense, (a) procure for the right to continue produce and/or sell the Products; (b) replace the Products with non-infringing substitutes provided that such substitutes do not entail a material diminution in performance or function; (c) modify the Products to make them non-infringing; or (d) refund the purchase price of the Products less a resonable amount for usage. The foregoing states Abena´s sole liability for intellectual property rights infringement.