Terms and Conditions of Sale

Terms and conditions

    These terms and conditions form part of every proposal, quotation, offer or contract of sale made by Whelan Footwear Distributors (hereinafter called the “Seller") to the purchaser or customer (hereinafter called the “Buyer") and shall not be varied without the express written agreement of the Seller. Seller herein includes Seller's agents or servants.


    The Goods will only be supplied in the minimum units (or multiples) stated in the Seller's price list or in multiples of the sales outer as specified. Orders received for quantities other than these will be adjusted accordingly. Illustrations, photographs or descriptions whether in catalogues, brochures, price lists or other documents issued by the Seller are intended as a guide only and the contents shall not be binding on the Seller. The Seller reserves the right to make any changes in the specification of the Goods without notice, where the change is required to conform to any applicable safety or other statutory or regulatory requirements.


    The price of the Goods shall be the prices as quoted on the order at the time of acknowledgement. The seller reserves the right by giving notice to the Buyer before delivery to increase the price of the Goods to reflect any increase in the cost to the Seller due to factors beyond the control of the Seller. This includes but is not limited to foreign exchange fluctuations, customs duties, any changes to the delivery date or specification requested by the buyer. The price is exclusive of any applicable value added tax excise, sales or taxes or levies of a similar nature which are imposed or charged by any fiscal authority in respect of the Goods, which the Buyer shall be additionally liable to pay to the Seller.

Terms of Payment

    Credit facilities may only be considered following completion of application for same and submission of the required number of credit / trade references and an undertaking to personally accept liability for any debts that may remain unpaid to the seller shall be signed by the Buyer or in the event of the Buyer being a Limited Company to be signed by at least one Director along with the Company’s internal Purchasing Manager. Account will be administered by the Sellers Credit Controller who can be contacted any time in relation to the account. Subject to any special terms agreed in writing between the Buyer and the Seller, the Seller shall invoice the Buyer for the net sum due the goods on or at any time after dispatch of the Goods. Monthly statement will be issued and will become due for Payment subject to payment terms agreed.
    The Buyer shall pay the price of the Goods on the payment date stated in the acknowledgement or failing that the invoice or if no express provision for the time of payment is shown then within 30 days after the date of invoice. Should Payment of account exceed the agreed terms at any time the Seller reserves the right to charge interest on the overdue amount at the rate of 1% per month. The Seller also reserves the right to withhold or cancel further credit facilities in the event of failure of the Buyer to adhere to the Terms of Payment. A credit limit to be advised may also be applied to the account and may also be revised from time to time. If at any time the Seller is not satisfied as to the creditworthiness of the Buyer it may give notice in writing to the Buyer that no further credit will be allowed to the Buyer in which event the Buyer shall be required to give security deposits in respect of goods already shipped and no further goods will be delivered to the Buyer other than against cash payment and notwithstanding any payment terms contained in the Contract all amounts owing to the Buyer to the Seller shall be immediately payable in cash. Time for payment shall be of the essence.

Minimum order value

    There is a minimum order value applied. Where the total value of the order is less than €150 (ex VAT), a single charge of €5.50 (ex VAT) will be levied..

Delivery dates

    All delivery dates quoted are estimated, are not guaranteed and do not form a term of this contract. The Seller undertakes to make every endeavor to adhere to the delivery schedule but will not accept cancellation of contract for, or liability for, any direct or indirect losses that may arise from late delivery. Where an order calls for a number of items, the Seller reserves the right to dispatch all or any number of items as and when available and the buyer shall pay all invoices in respect of such deliveries in accordance with the terms of payment set out above.

Damage, loss in transit or non-delivery

    The Seller accepts no responsibility for damage or loss of goods in transit. Any such damage should be noted on the carrier’s paperwork and notified to the Seller within 4 (four) days of receipt and the goods held for inspection to enable a claim to be made on the carrier. If the goods are lost or not received by the Buyer within 6 (six) days of invoice the Seller should be immediately notified. The Seller reserved the right to repudiate claims for damage where this has not so been notified.

Reservation of title

    The ownership in the goods shall remain with the Seller until the Seller has received payment in full for all sums due and owing on any account by the Buyer. The Seller reserves title to the goods and the Buyer holds the goods delivered hereunder as bailee for the Seller until the Buyer has paid the Seller in full for such goods and undertakes to store the goods safely and suitably so as to show clearly that they are the property of the Seller and identifiable as such. In the event of default by the Buyer, the Seller shall have the right, without prejudice to the obligations of the Buyer to purchase the goods, to retake possession of the goods and for that purpose to enter at all reasonable times upon the premises occupied by the Buyer and without notice to the Buyer. The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Seller, but if the Buyer does so all money owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable. Nothing in this clause shall convey any right upon the Buyer to return the Goods.

Warranty and liability of the Seller

    Subject to the conditions set out below the Seller warrants that the Goods will correspond with their description at the time of order and will be of satisfactory quality. Goods delivered to the quality and description as ordered are not returnable.
    Risk of damage to or loss of the Goods shall pass to the Buyer at the point of receipt onto the Buyers premises, except where the Buyer collects the Goods from the Seller, wherein risk shall pass at the point of the Buyer accepting the Goods at the Sellers premises. The Seller shall be under no liability in respect of any defect arising from fair wear and tear, or any willful damage, negligence, subjection to abnormal conditions, failure to follow the Seller's instructions, misuse or alteration of the Goods without the Seller's approval, or any other act or omission on the part of the Buyer, its employees or agents or any third party. The Seller shall make every reasonable effort to have repaired or replaced free of charge any goods which are, or become, defective through any fault in design, material or workmanship in the manufacture thereof provided that the Buyer notifies the Seller of any such defect immediately it occurs. No Goods may be returned to the Seller without the prior agreement. Subject thereto any Goods returned which the Seller is satisfied were supplied subject to defects of quality or condition which would not be apparent on inspection may be replaced free of charge or, at the Seller's sole discretion the Seller may refund or credit to the Buyer the price of the defective Goods but the Seller shall have no further liability to the Buyer. The Seller reserves the right to refuse the request for any item to be returned for credit. The Buyer will be liable for a restocking charge equal to 15% on current season stock.


    Save as set out under the condition regarding Damage or Loss in Transit, claims of whatever nature in respect of any goods sold or to be sold hereunder shall only be accepted where notification is given in writing to the Seller and received within: This condition applies where:-
      - 3 days from the date of delivery in the case of incorrect delivery, partial loss or damage to a package. Notification must quote consignment note number and date of receipt.
      - 7 days from invoice date in the case of non-delivery quoting invoice number. Failing such claim, the Seller shall not be liable to the Buyer in any circumstances.


      Order cancellation or amendments to orders are only accepted within 14 days of receipt of Order.

    Change of Buyer details

      It is essential that any change or correction of address or trading title should be notified immediately. All labels etc., are automatically addressed and can only be accurately maintained when such advice is given.

    Selective distribution

      The company operates a selective distribution system and requires its customers to adhere to its brand guidelines and online guidelines as notified to customers from time to time. Goods may only be sold to those who meet its selective distribution criteria and have been approved as resellers by the Company. Goods sold to customers within Ireland and the UK, may not be resold to retailers, or wholesalers outside of the EEA.
      The following are breaches of the Contract: (a) failure to adhere to the brand guidelines; (b) sale of the Goods to an unapproved reseller (a list of approved resellers is available from the Company) pursuant to the selective distribution criteria.


      This contract shall be governed by Irish law and any dispute arising out of it, or in connection with it, shall be justifiable only in the Courts of Ireland.