Terms & Conditions:
Smart Pass

1. OCADO SMART PASS TERMS & CONDITIONS

1.1. What these terms cover. When you sign up to an Ocado Smart Pass (‘Smart Pass’), you agree to these Terms & Conditions, which include Ocado privacy policy and Ocado Terms & Conditions: Purchase (Consumer) (‘Terms’). These Terms were most recently updated on [02052017].

1.2. Why you should read them. Please read these Terms carefully before you sign up for a Smart Pass. By purchasing Smart Pass on this website you are agreeing to these Terms which will apply to all purchases when using your Smart Pass. These Terms tell you who we are, how we will provide products to you, how you and we may change or end your membership to Smart Pass, what to do if there is a problem and other important information. If you think that there is a mistake in these Terms or require any changes, please contact us on 0345 656 1234 to discuss.

2. INFORMATION ABOUT US

2.1. Who we are. This website is operated by Ocado Retail Limited (‘we’, ‘us’ or ‘our’) a company registered in England and Wales. Our Company registration number is: 03875000.

2.2. How to contact us. You can contact us by telephoning our Customer Service team at 0345 656 1234 or by emailing us at ocado@ocado.com

3. ABOUT OCADO SMART PASS MEMBERSHIP

3.1 Smart Pass consists of Anytime and Midweek memberships. Each membership has a monthly, 6-monthly or annual membership payment option. Please see the Smart Pass page for more detail.

3.2 Smart Pass is only available to Ocado customers 18 years or older using Ocado for private use and is not available for business customers, legal entities or for customers who purchase items for business use or for the purpose of resale.

3.3 You must have an Ocado account to sign up for and use your Smart Pass. We reserve the right to accept or refuse membership to Smart Pass at our discretion.

3.4 You accept and acknowledge that the benefits and discounts offered will be available to you once you purchase goods from ocado.com using your Smart Pass.

3.5 Your membership to Smart Pass is subject to fair usage terms set out below. When you sign up to a Smart Pass, you acknowledge and accept that:

     (a) Smart Pass may only be used by the named account holder and is not transferable;

     (b) we reserve the right to monitor your usage of Smart Pass;

     (c) you will not cancel your agreed delivery slots on a regular basis;

     (d) we may limit the number of orders or quantities of products supplied to you if, in our opinion, the quantity of products or number of orders jeopardises availability for other Smart Pass customers;

     (e) you will observe and comply with these Terms and Ocado Terms & Conditions: Purchase (Consumer); and

     (f) Ocado reserves the right to request proof that you are associated with your delivery address(es).

4. SMART PASS MEMBERSHIP FEE, CANCELLATION AND RENEWAL

4.1. Smart Pass membership fee. Your membership fee will be the fee displayed on the Ocado website at the time you purchase your Smart Pass or when your membership is renewed. The membership fee is non-refundable except as expressly set out below. The membership fee does not change during the period of your membership but may change on renewal of your membership.

4.2. How we calculate and make changes to your Smart Pass membership fee. We reserve the right to change the membership fee for future renewals or memberships from time to time. Your initial membership fee will depend on the type of membership and payment option you choose. Subsequent membership fees will be based on your use of frequency of our services. This means that on renewal of your membership, your membership fee may increase or reduce depending on how frequently you use our services. Changes to your membership fee will not take effect until after the end of your initial membership period. We will contact you by email giving you 28 days’ notice of any change in your membership fee before they take effect. Unless you inform us that you wish to cancel your membership prior to this, your continued membership of Smart Pass constitutes your acceptance of these changes. The payment card we have on record for you will be used to collect the new membership fee. If you do not agree to any fee changes, then you must cancel your membership prior to any membership fee changes taking effect, by calling our call centre on 0345 656 1234.

4.3. Smart Pass Membership period. Your membership will begin on the date we send you an email confirming that your membership has been activated. Your membership will expire on the day before the date your membership was activated. For example, if your annual Smart Pass membership started on 1st January then it shall expire on 31st December, unless such a date does not exist. If this is the case, then the renewal date will become the previous calendar day. For example, if your membership is due to be renewed on the 31st day of a month, there will be some instances when it will be renewed on the 30th day of a month.

4.4. Automatic renewal of your Smart Pass membership. Your membership will be automatically renewed at the end of your initial term in accordance with the type of membership you purchased (eg: monthly, 6-monthly or annually). We will contact you by email to remind you of this 28 days prior to the relevant renewal date. Unless you notify us before the renewal date that you wish to cancel your membership or do not want to automatically renew, you understand that your membership will automatically renew and you authorise us to collect the then-applicable membership fee from the payment card we have on record for you. Your initial sign up to purchase Smart Pass is an authorisation for us to use this payment card. If, before renewal, you decide to cancel your Smart Pass membership or you do not want to automatically renew, please contact us on 0345 656 1234.

4.5. Smart Pass Membership is for your use only. Smart Pass membership may only be used by the named account holder and is not transferable. You may not transfer or assign your membership or the benefits of such membership.

4.6 If you change your mind. You have the right to change your mind and cancel your Smart Pass membership within 14 days (counted from the day after your membership is activated according to clause 4.3 above) provided you have not used your membership in that time. If you do decide to cancel, you must contact us on 0345 656 1234 and we will issue you with a full refund for the cost of the membership fee. If you have purchased a Smart Pass using a special offer voucher (giving money off your grocery order on condition that you simultaneously purchase Smart Pass) and you subsequently cancel your membership, we will issue you with a refund equal to the cost of the membership fee less the value of the special offer voucher redeemed.

4.7. How to end your Smart Pass membership. If you wish to cancel your membership at any other time, please contact our call centre on 0345 656 1234.

4.8 How to end your Smart Pass free trial. From time to time, we offer customers free Smart Pass trials. If you don't want to continue with your Smart Pass trial, simply call us on 0345 656 1234 or send an email to ocado@ocado.com.

5. SMART PASS MEMBERSHIP BENEFITS

In return for payment of your membership fee, we will offer you the following benefits:

5.1 Deliveries without further charge and priority delivery slots. You may receive one delivery per day on the days specified in your membership, without incurring further delivery charges. Please note that:

     (a) We will charge you for delivery if you book a delivery for a day that this not included in your membership. The delivery charge will be at Ocado’s then applicable rates. For example, Midweek membership entitles you to book deliveries on Tuesdays, Wednesdays and Thursdays for no additional delivery charges. If you book a delivery slot outside these days, you will be charged for delivery at Ocado’s then applicable rates.

     (b) Deliveries during the Christmas period are subject to delivery charges and availability, see clause 5.2 for more detail.

     (c) Delivery slots are subject to availability and cannot be guaranteed.

5.2. Priority access to Christmas delivery slots. The Christmas delivery period is from 20th December to 24th December inclusive (‘Christmas period’). We will give you priority access to book for deliveries during the Christmas period. You will receive an email from us informing you of priority access to and how to book a Christmas delivery slot before the slots are made available to customers who are not Smart Pass members. Please note that:

     (a) You may book a maximum of 2 deliveries during the Christmas period, of which no more than 1 can be booked for delivery during the period 23rd December to 24th December.

     (b) You will have to pay delivery charges for deliveries booked during the Christmas period. Delivery charges during the Christmas period may be higher than delivery charges outside of this period. We will inform you of our delivery charges on our website.

     (c) Although we give you priority access to Christmas delivery slots, we cannot guarantee delivery during the Christmas period, as it is subject to availability.

     (d) If you become a Smart Pass member on or after 1st October, you may not receive priority access to delivery slots during Christmas Period but you will receive priority access the following year during your membership.

5.3. Discounts on selected items. We will give you discounts on selected products subject to the following:

     (a) You will receive discounts on selected products as stated on our website at the time. Different products may have different discounts applied to them. Discounts are applied to and calculated against the Ocado selling price at the time of your purchase of those products.

     (b) If a Smart Pass product is also subject to a promotional offer on the Ocado website (for example: buy one, add one free) you will receive the larger discount of the two, but not both. For example, if we calculate that you will receive a larger saving from the promotional offer than the discount offered via the Smart Pass, then the promotional price will be applied (and not the Smart Pass discount).

     (c) Orders already placed when your membership is activated will be subject to the product prices applicable at that time (without any Smart Pass discount(s) applied) unless the delivery slot is changed once your membership has been activated (in which case the order shall then have the Smart Pass discounts applied to the relevant products as appropriate).

     (d) The discounts offered as part of your Smart Pass shall be applied to all Tesco Price Match / Low Price Promise products.

5.4. Ocadolife magazine subscription and product samples. You will be eligible to receive the Ocadolife magazine subject to availability, with an online version available once physical stocks are exhausted; and any product samples that we believe may be of interest to you if you place an order during availability and while stocks last.

5.5. Anniversary gift. You will receive a gift by email (that you can redeem in a subsequent order) to mark the anniversary of your first shop with Ocado.

6. WHAT IS NOT INCLUDED IN YOUR SMART PASS MEMBERSHIP

6.1. Your Ocado Smart Pass membership does not:

     (a) Commit you to buying a set amount of products from us or to receiving a certain number of deliveries from us;

     (b) Restrict the number of products you may purchase, subject to fair usage terms (see 3.5 for details);

     (c) Guarantee you a delivery slot; or

     (d) Guarantee that the products within the Smart Pass group will be in stock.

6.2 Charges to orders before your Smart Pass membership is activated. Orders placed before a Smart Pass membership is activated will be subject to Ocado's delivery charges applicable at that time.

7. PRODUCTS AVAILABLE TO SMART PASS MEMBERS

7.1. Providing products to you. All orders that make use of your Smart Pass must comply with the Ocado Terms & Conditions: Purchase (Consumers), including any minimum purchase order requirements after the relevant Smart Pass discounts have been deducted.

7.2. We may change products available to Smart Pass members. Products to which the Smart Pass benefits apply will be shown to you at the time you become a member. We reserve the right to remove or add products to which the Smart Pass benefits apply from time to time at our sole discretion. For example, if a product is delisted or discontinued, then it will be removed from the products available to Smart Pass members.

7.3. Products are subject to availability. Products offered to Smart Pass members are subject to availability and prevailing market conditions.

7.4 Non-availability of a product. If you order a product that is unavailable, we may offer a reasonable substitute. This may affect the product price you pay, however you will still receive the same percentage discount on the substitute product that you would have received had the original Smart Pass product been available. We will identify any substitute items to you at the time of delivery and give you the opportunity to accept or reject the item at that time. If you reject any substitute item, we will refund the amount you have been charged for that substitute.

8. WE MAY CHANGE OR WITHDRAW YOUR SMART PASS MEMBERSHIP BENEFITS

8.1. Changes or withdrawal of your Smart Pass benefits. We reserve the right to change or withdraw your Smart Pass benefits (or any element of them) at any time. Ocado will contact you by email giving you 28 days’ notice of any material change to your membership benefits before they take effect.

8.2. What you can do if we change your Smart Pass benefits. If you feel that a change to your Smart Pass benefits is to your disadvantage, then please contact us on 0345 656 1234. Otherwise, your continued membership after we notify you shall constitute your acceptance of these changes which will become effective at the end of the relevant notice period. Ocado will not be liable for any losses resulting from any changes to, or termination or withdrawal of, any Smart Pass benefits.

9. OUR RIGHT TO TERMINATE OR SUSPEND YOUR SMART PASS MEMBERSHIP

9.1 We may terminate your Smart Pass membership. We reserves the right to monitor usage of your Smart Pass membership and to terminate such membership (upon notice) if we believe, in our sole discretion that:

     (a) The membership is being used in breach of these Terms, including without limitation, the fair usage terms (see 3.5 for details); or

     (b) You engage in conduct that involves fraud or misuse of a Smart Pass membership or is harmful to other customers’ interests.

9.2 We may suspend your Smart Pass membership: We reserve the right to suspend your Smart Pass membership if:

     (a) Orders are not paid for in full or your bank declines payment on your bank card (and as a result money is owing to Ocado); and/or

     (b) The payment card we have on record for you is unavailable (in that we cannot successfully charge the applicable renewal fee), or if we don't have any stored payment card details for you.

9.3. We may activate your Smart Pass membership on receipt of outstanding monies. Your Smart Pass membership shall not become active again until such time as the outstanding balance has been paid in full and / or you change or update your payment card details to a card that can successfully be charged the applicable renewal fee.

9.4. We may forfeit your Smart Pass membership during the period we suspend your membership. If your Smart Pass membership is suspended, then your renewal dates will remain the same when your Smart Pass membership becomes active again. That is, you will forfeit the use of your Smart Pass membership during the period your Smart Pass membership is suspended. For example, an annual Smart Pass membership starting on 1st January which is subsequently suspended on 1st March and activated on 1st April, will expire at the end of December.

9.5. No refunds will be given. In the case of termination or suspension by Ocado under clauses 9.1 and 9.2 above, you shall not be entitled to receive a refund of the relevant membership fee.

10. OTHER IMPORTANT INFORMATION

10.1. Information about Smart Pass and marketing communications. By accepting these Terms, you confirm your consent to receive from us emails providing information about Smart Pass. Your marketing communication preferences are managed through your Ocado account. If you do not want to receive marketing emails, please contact our call centre on 0345 656 1234 or you can update your Marketing preferences in your Account Settings.

10.2. Where we deliver. Delivery may be made to any of the addresses specified in your Delivery address book in your Account Settings. You must notify us if you move home so that we can ensure that deliveries are made to the correct address.

10.3. Even if we delay in enforcing these Terms, we can still enforce them later. If we delay in taking steps against you as a result of you breaching these Terms, it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.

10.4. Laws applying to these Terms and where you may bring legal proceedings. These Terms are governed by English law. You and Ocado may bring legal proceedings in respect of these Terms and any disputes in connection with it, in the English courts.

10.5. Our right to change these Terms. Ocado reserves the right to make improvements or changes to these Terms at any time (including without limitation the correction of errors, omissions, inaccuracies or ambiguities and to meet legal or regulatory requirements). If you order goods after we have published any changes you will be bound by those changes. Accordingly, you should check prior to each order to ensure that you understand the precise Terms applicable to your purchase. To assist you in determining whether these Terms have changed since your most recent order we will display the date when these Terms were most recently updated.

10.6. If the court finds part of these Terms illegal, the remainder will continue in force. Each paragraph of these Terms operate separately. If any of court or relevant authority decides that any of them are unlawful, the remaining paragraphs will continue in full force and effect.