Terms & Conditions of Sale
The following general conditions of sale shall apply to all contracts for the sale of the Companyís goods and shall prevail over any terms and conditions inconsistent with them whether appearing on the order placed with the Company or otherwise.
1. Acceptance A quotation does not constitute an offer and may be withdrawn at any time prior to confirmation of an order by the Company. Prices quoted are exclusive of Value Added Tax (which will be charged at the prevailing rate at the time of the order) and are based on present costs of the materials and labour and are subject to adjustment to cover any variations which might take place prior to the date of despatch. Any quotation is also subject to adjustment to cover any variations which might take place prior to the date of despatch. Any quotation is also subject to the goods referred to being available for execution of the order. No clerical errors or omissions in quotations or acceptances of orders shall annul the sale, but shall be subject to subsequent correction by the Company and no compensation shall be allowed to the purchaser in respect thereof.
2. Illustrations The Company will not be bound to sell goods that correspond with illustrations, leaflets, advertisements and drawings or other matter issued by or on its behalf. The Companyís designs are necessarily subject to alterations, and the purchaser shall purchase upon the understanding that such alterations may be made if the Company deems such alterations to be necessary.
3. Weights and Measurements All weights, measurements and horsepowers etc given in estimates, illustrations, leaflets, advertisements, or drawings or other matter issued by or on behalf of the Company are believed to be correct but are not guaranteed and shall not be binding on the Company insofar as it is fair and reasonable to vary such estimates, illustrations, leaflets, advertisements, drawings or other matter issued by or on behalf of the Company.
4. Delivery The time given for delivery is an estimate only. It is given in good faith but not guaranteed and the Company will not be bound by it. The Company shall not be liable for the consequence of any delay on delivery. All deliveries will be ex-works and unpacked unless otherwise stated. Where goods are carried and delivered by the Company or any other carrier it shall be the responsibility of the purchaser to arrange for appropriate insurance for that carriage and the care, carriage and unloading thereof whether by the Company or otherwise shall in all respects be at the purchaserís cost and risk unless special arrangements have been made to the contrary in writing, and no compensation or damages will be paid by the Company, for loss, damage, delay, detention or mis-delivery whether caused by the act or default of the Company or its employees or by accident or otherwise. The purchaser must notify the carrier and the Company in writing within 3 days of any damage to goods caused in transit or any irregularity in the carriage or delivery of the goods. In cases of non-delivery the carriers and the Company must be advised in writing within 14 days of the date of despatch, which is indicated by the date of the Companyís relevant Advice Note and Invoice. In the prosecution of any claims against the carriers in respect of damage, shortage or non-delivery, the Company shall be the agent of the purchaser and the purchaser shall indemnify the Company against all loss and expenses occasioned thereby. The Company advises that all goods packed in cases or cartons be opened and inspected for damage immediately.
5. Payment Unless otherwise agreed in writing payment (as to which time shall be of the essence) is due at the end of the month following the month in which the Companyís invoice is presented and (without prejudice to the Companyís other rights and remedies) any sum not paid when it is due shall thereafter carry interest as well after as before any judgement until the date of payment in full at the rate of three percent per annum above the base lending rate of Barclays Bank PLC for the time being. If any payment is not made on the due date the Company reserves the right to withdraw credit terms. The purchaser shall not be entitled, whether by any reason of any claim against the Company or for any other reason whatsoever, under any circumstances to defer payment of any monies payable to the Company as and when such monies become due and payable.
6. Cancellations No orders given to the Company can be cancelled without the Companyís consent in writing having been obtained and it be an implied condition of such cancellation that the purchaser shall indemnify the Company against all loss and expenses occasioned thereby.
7. Defects (a) The Company warrants that where it is satisfied after the inspection of goods supplied by it that material or workmanship of the Company is defective or that the goods differ materially from their description it shall either (at its discretion) replace or repair the goods provided that: (i) the purchaser gives written notice to the Company of any claim within the warranty period relevant to the goods in question, and (ii) the goods are returned to the Company at the purchaser’s expense, and (iii) written notice of any defect or material difference in the goods from their description is given within six weeks of the date of such defect arising or such material difference being discovered. The warranty periods applicable to particular goods are as laid down from time to time in the Company’s warranty circulars or as otherwise notified to the purchaser. All warranty periods commence with the date of despatch of the goods. (b) the aforementioned warranty in (a) above does not apply to defects in the Company’s good or damage to the Company’s goods caused by (1) the misuse, operation beyond the limits of rated capacity, or neglect or default in the use of application of the goods (other than by the Company) or (2) fair wear or tear, or (3) the use of spares or spare parts not supplied by the Company, except to the extent that the Company has recommended the use of such spares or spare parts, or (4) faulty workmanship or negligence on the part of any person (other than the Company), or (5) any accident misuse or neglect attributable to any person, firm or corporation (other than the Company). (c) Except as mentioned in (a) above, no condition warranty collateral warranty or representation as to the goods or their quality, design, specification, performance, or fitness for a particular purpose is given by the Company or shall be implied into the contract for the sale of the goods by law and the Company shall not be liable whether in contract, tort or otherwise for any loss, damage, expense or injury (except personal injury or death) whether to person or property howsoever caused and whether direct or consequential suffered by the purchaser, its employees, agents or any other third party arising out of the contract for the sale of the goods or the goods supplied. For the avoidance of doubt the terms and warranties implied by the Sale of Goods Act 1979 and the Supply of Goods and Services Act 1982 are excluded to the fullest extent permitted by law.
8. Returns The return of goods supplied against firm order will not be accepted in certain special cases where a genuine error in ordering has occurred and replacements are required, the original goods may be accepted back after prior permission in writing. Any such goods accepted back will be the subject of a handling charge to cover outward carriage and restocking.
9. Representation No representative of the Company has authority to change these conditions of sale in any way whatsoever and no attempt to repair, or promise to repair or improve the Companyís goods by any Company representative shall change or extend these conditions of sale in any manner whatsoever.
10. Reservation of Title (a) Until such time as full payment is received by the Company for all goods supplied by the Company to the purchaser and the purchaser has paid in full any other monies owing to the Company all goods shall remain the property of the Company and the purchaser shall hold the goods as bailee for the Company and shall store the goods in such a way that it is clear that they are property of the Company. The purchaserís right to possession of the goods shall cease if he (not being a Company) commits an available act of bankruptcy or, if being a Company, the purchaser has an administrator, administrative receiver, liquidator or any other analogous event appointed over any of its assets or enters into liquidation (compulsory or voluntary) or takes any steps to do so, and the Company may at that time (without prejudice to its other rights and remedies) terminate the purchaserís right to sell the good and recover or recall all or any of its goods in the purchaserís possession or under the purchaserís control and the Company, its employees or agents is hereby irrevocably authorised to enter upon the purchaserís premises to recover the goods. (b) The purchaser shall have the rights to sell the goods in the ordinary course of business and shall hold any proceeds of sale in respect of goods (which shall be kept in a separate account) and any rights arising from any sale thereof as trustee for the Company.
11. Termination/Suspension Without prejudice to its other rights and remedies the Company shall be entitled to suspend wholly or partially the supply of the goods in the event of shortage of materials or labour, labour disputes, or any matter of force majeure or beyond the control of the Company or if the purchaser shall be indebted to the Company on any other account or be insolvent or go into liquidation or have an administrator or administrative receiver appointed over any of its assets (if a Company) or (if an individual) commit an act of bankruptcy.
12. Liability Nothing in these terms shall limit or exclude the Companyís liability for death or personal injury caused by our negligence; fraud or fraudulent misrepresentation; or for any matter for which it would be illegal for the Company to exclude or to attempt to exclude its liability. The Company shall not be liable for any pure economic loss, loss of profits, loss of business, loss of revenue, loss of contract, loss or depletion of goodwill and/or business opportunity, loss of anticipated earnings or savings or like loss; wasted management, operational or other time; or any special, indirect or consequential losses. The Companyís total liability under or in connection with the contract (whether in contract, tort, breach of statutory duty, restitution or otherwise) in respect of all and any loss or damage howsoever caused shall in no circumstances exceed the price actually paid by you for the goods purchased hereunder to which the loss relates. Except as set out in these terms, all warranties, other terms implied by statute or common law are, to the fullest extent permitted by law, excluded.
13. General Neither party shall be liable to the other for any failure to perform its obligations under these terms
where such performance is delayed or prohibited by events that are beyond its reasonable control.
Neither party may assign its obligations under these terms without the otherís consent. Any notice
given under these terms shall be in writing and shall be delivered to the other party personally or sent
by prepaid first-class post to the registered office of the other party.
Thank you for visiting our site.
publication date: December 2012