Supply Agreement Terms & Conditions

Siesta Coffee Terms and Conditions 

These terms and conditions govern the use of our website and the sale of our products to customers, and they are intended to run in conjunction with all supply agreements.

1. Use of Products

1.1 Authorized Use of Coffee Beans: The machine provided has been specifically set up for Siesta Coffee beans. Customers are prohibited from using any other coffee beans in the machine. Any deviation will void all warranties related to the machine, constitute a breach of contract, and give Siesta Coffee the right to terminate the contract. In such an event, the full amount due as per the Minimum Defined Amount will become payable by the Customer within 7 days of termination.

1.2 Prohibition of Reselling: Customers are not permitted to resell Siesta Coffee beans. Any such action will be considered a breach of contract and may lead to immediate termination of the agreement. In such cases, the full amount due under the Minimum Defined Amount will be payable by the Customer within 7 days.

1.3 Tampering: Customers must not tamper with the machine or any of its settings. Any tampering will void warranties, constitute a breach of contract, and may result in termination. In such cases, the full amount due under the Minimum Defined Amount will be payable by the Customer within 7 days.

1.4 Brand Reputation and Damage: Customers must not engage in any activities that could bring Siesta Coffee's brand into disrepute or cause damage to its reputation. This includes but is not limited to false advertising, misuse of our products, or making disparaging statements about our company or products. Any such activity will be considered a material breach of contract. In the event of such a breach, Siesta Coffee reserves the right to:

  • Terminate the contract immediately.
  • Enforce the full amount due under the Minimum Defined Amount, payable by the Customer within 7 days.
  • Bring a claim for damages to recover any losses incurred as a result of the breach, including but not limited to loss of profit, loss of business, loss of goodwill, and any other consequential losses. The Customer agrees to indemnify Siesta Coffee and put the business in the position it would have been had the breach not occurred. This includes compensating for any legal fees and other costs incurred in pursuing the claim.

1.5 Contract Integrity: Any actions by the Customer that compromise the integrity of the contract or our ability to continue supplying products, such as non-payment or refusal to adhere to the terms, will be considered a breach of contract. This may lead to termination and enforcement of the full amount due under the Minimum Defined Amount, payable within 7 days.

2. Delivery

2.1 Delivery Schedule: While Siesta Coffee aims to deliver products within 72 hours of roasting, this timescale is a guideline and not a binding commitment. Siesta Coffee is not obligated to meet this timescale and cannot be held liable for any delays or failures to deliver within this period, especially in the event of unforeseen circumstances beyond our control, including but not limited to carrier delays, weather conditions, and natural disasters. Siesta Coffee is fully indemnified against any claims arising from such delays, and the Customer cannot pursue, assert, or bring about a breach of contract claim based on this delivery timescale.

2.2 Delivery Location: Products will be delivered to the address specified in the order. The Customer is responsible for providing accurate delivery information.

2.3 Delivery Liability Exclusion: Siesta Coffee is not liable for any delays or failures in delivery caused by circumstances beyond our control. Any such delays do not entitle the Customer to refuse delivery or claim damages.

3. Quality and Acceptance

3.1 Quality Standards: Products will meet industry standards. Any defective products must be reported within 3 business days for replacement.

3.2 Acceptance of Products: If no report of defects is made within the specified time, the products are deemed accepted.

3.3 Product Defects: Siesta Coffee will replace defective products reported within the specified time frame. Siesta Coffee is not liable for defects caused by improper handling, storage, or use by the Customer.

4. Payment Terms

4.1 Pricing and Payment: Payments are due as per the agreed schedule in the supply agreement. Late payments will incur interest at 8% above Barclays base rate.

4.2 Pro-Forma Payments: All payments are strictly pro-forma and must be cleared one week prior to delivery. Missed payments will delay the supply, but the payment will still be contractually due.

5. Indemnities

5.1 Customer Indemnity: The Customer agrees to indemnify and hold harmless Siesta Coffee from any claims, damages, liabilities, costs, and expenses arising out of the Customer's breach of these terms and conditions, misuse of the products, or violation of any laws or regulations.

5.2 Siesta Coffee Indemnity: Siesta Coffee will indemnify and hold harmless the Customer from any claims, damages, liabilities, costs, and expenses arising out of Siesta Coffee's breach of these terms and conditions or negligence in the supply of products.

6. Limitation of Liability

6.1 General Limitation: Siesta Coffee's total liability to the Customer in respect of all losses arising under or in connection with these terms and conditions, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the value of the Minimum Defined Amount.

6.2 Exclusion of Consequential Loss: Siesta Coffee shall not be liable for any indirect or consequential losses, including but not limited to loss of profit, loss of business, loss of goodwill, and loss of data.

7. Termination

7.1 Termination Rights: Either party may terminate the agreement in accordance with the terms and conditions. All outstanding payments are due in full upon termination.

7.2 Force Majeure: Neither party will be liable for any failure or delay in performance due to causes beyond their control, including but not limited to acts of God, war, and natural disasters.

8. Contract Term and Cancellation

This is an annual rolling contract. To cancel the contract, the Customer must provide a written cancellation notice at least 90 days prior to the renewal date. The notice must be sent via recorded delivery to:

Siesta Coffee
The Oak Centre
Whinfield Drive
Aycliffe, DL5 6AU

9. Governing Law and Jurisdiction

This agreement is governed by the laws of England and Wales. Any disputes arising from this agreement will be subject to the exclusive jurisdiction of the courts of England and Wales.

10. Notices

All notices must be in writing and sent via recorded delivery to the addresses specified in the contract.

11. Entire Agreement

These terms and conditions, along with the supply agreement, constitute the entire agreement between the parties and supersede all previous agreements and understandings related to the supply of coffee beans and Siesta products to be used within our bean-to-cup machines. This agreement includes all relevant Siesta Group terms and conditions, privacy policies, and any other related agreements specifically pertaining to the supply and use of Siesta Coffee beans and products.

12. Third-Party Rights

Unless expressly stated, this agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999.

13. Variation

No variation of this agreement is effective unless it is in writing and signed by both parties.

14. Waiver

A waiver of any right under this agreement must be in writing and will not affect any other rights.

15. Intellectual Property

15.1 Protection of Intellectual Property: All intellectual property rights in the products, website content, and any materials provided to the Customer by Siesta Coffee remain the property of Siesta Coffee. The Customer must not use, copy, or distribute any such materials without Siesta Coffee's express permission.

15.2 Use of Intellectual Property: The Customer is granted a limited, non-exclusive, non-transferable license to use the products solely for their intended purpose. Any unauthorized use will constitute a breach of contract.

16. Confidentiality

16.1 Confidential Information: Both parties agree to keep confidential any information that is designated as confidential or would reasonably be considered confidential. This includes, but is not limited to, business strategies, pricing, customer data, and product information.

16.2 Disclosure of Confidential Information: Confidential information must not be disclosed to any third party without the prior written consent of the other party, except as required by law.

17. False and Unlawful Representations

17.1 Accuracy of Information: The Customer must ensure that all information provided to Siesta Coffee is accurate and not misleading. Any false or unlawful representations will be considered a breach of contract.

17.2 Compliance with Laws: The Customer must comply with all applicable laws and regulations in their use of the products and the website. Any unlawful use of the products will be considered a breach of contract.

18. Harmony with Group Terms

18.1 Consistency of Terms: These terms and conditions are designed to run in conjunction with Siesta Coffee's group terms and conditions. In the event of any conflict between these terms and the group terms, the provisions of these terms will prevail to the extent of the inconsistency.

18.2 Coherence of Services: These terms are structured to ensure that all services provided by Siesta Coffee can run in harmony without any conflict. Customers are advised to review all relevant terms and conditions applicable to the services they are using.

By using our website and purchasing our products, you agree to these terms and conditions.