| 1.
GENERAL |
| 1.1 |
|
Goods sold or supplied in accordance
with these Terms and Conditions, which in case of conflict, shall override
any terms or conditions imposed by any third party, and which can only
be varied in writing signed by a duly authorised representative of the
Supplier. Each contract of sale is herein referred to as the “Contract”.
Any terms and conditions of the Customer shall not apply. |
| 2.
PRICES |
| 2.1 |
|
Unless otherwise agreed in writing,
prices quoted for sales are ex works and any packaging, loading, freight
and insurance charges are payable in addition to the prices quoted unless
specifically waivered by the Supplier in writing. The Supplier
shall be free to increase quoted prices on written notification to the
Customer (whether accepted or not) and the Contract price shall be that
ruling at the date of delivery of goods. All prices are quoted
exclusive of value added tax |
| 2.2 |
|
The Customer shall be exclusively
responsible for all importation/shipping costs including customs duty. |
| 3.
PAYMENT |
| 3.1 |
|
Liability for payment arises on
delivery. Unless specified in writing, payment terms are within
30 days following the date of delivery. The Supplier reserves
the right at any time to charge interest on late payments on a day to
day basis (at an annual rate of 4% over the sterling base rate from
time to time as issued by the Bank of England) from the due date on
late payments as well as after and before any judgement |
| 3.2 |
|
The liability of the Customer for
payment shall be in full with no right of offset by the Customer with
out prior written consent of the Supplier |
| 3.3 |
|
Quotations are given and orders
accepted on a net basis |
| 4.
DELIVERY |
| 4.1 |
|
Unless the contract provides
for more than one delivery goods shall be delivered and
accepted as soon as ready. |
| 4.2 |
|
The Supplier shall endeavour to
meet the delivery as requested by the Customer, however there shall
be no obligation to deliver goods by any specified date. Delivery
and completion dates quoted or included in the Contract are given in
good faith but are estimates only and do not constitute a binding term
of the Contract. |
| 4.3 |
|
For UK deliveries, delivery shall
take place at the agreed destination within the UK except in the case
of the Customer collecting goods where delivery shall take place when
the goods are loaded onto the collection vehicle. |
| 4.4 |
|
Where the contract provides for
delivery by instalments, on reasonable justification or as a variation
to the Contract, each instalment shall constitute a separate contract
and any failure or defect in any one or more instalments delivered shall
not entitle the Customer to repudiate the Contract or cancel any subsequent
instalments. |
| 4.5 |
|
If the goods are not taken up or
delivered by the quoted delivery date by reason of any default of the
Customer, the Supplier may either treat the Contract as repudiated or
alternatively store the goods at the Customer’s risk and expense and
charge the Customer accordingly for any associated costs. |
| 5.
TITLE AND RISK |
| 5.1 |
|
Title to all goods supplied remains
vested in the Supplier until the purchase price and all other monies
owing by the Customer in relation to those goods have been paid in full. |
| 5.2 |
|
In addition and without prejudice
to 5.1 above title to goods supplied remains with the Supplier until
such time as there are no monies owing by the Customer on any account.
Cheques shall not be treated as payment until clearance. |
| 5.3 |
|
Risk passes to the Customer on delivery.
Pending title passing such goods shall be kept separate and insured
to their full value by the Customer and in all respects hold the goods
as a bailee for the Supplier, who shall be entitled at any time to repossess
its goods, with any necessary access therefore being allowed, and where
relevant procured, by the Customer. |
| 5.4 |
|
The
Customer may sell the goods in the normal course of its business, but
any such sale of goods to which the title has not yet been passed
shall be made as agent for the Supplier and the Customer shall
hold in trust for the Supplier such part of the proceeds as shall be
equal to the amount due to the Supplier and shall take place the same
in a separate account until payment has been made in full. |
| 6.
VARIATIONS |
| 6.1 |
|
A shortage of surplus
charged
pro rata not exceeding 10% will be accepted
by the Customer as due execution of any order. |
| 6.2 |
|
When the Supplier supplies goods
to the Customer to its special requirements or for its special purpose
the dimensions stipulated by the Customer will be observed as nearly
as possible but deviations there from not adversely affecting
the product to any material extent shall
not affect the Contract or entitle the Customer to cancel the same or to receive damages. |
| 7.
COMPLAINTS, CLAIMS AND RETURNS |
| 7.1 |
|
If the Customer wishes to raise
a complaint against the goods supplied, the Customer’s complaint must
be lodged
with the Supplier within fourteen days from the receipt of the goods.
Returned goods will not be accepted unless the Supplier or its representatives
shall first have the opportunity of examining
them and have agreed to their return. |
| 7.2 |
|
Claims in respect of damage,
short or non-delivery will not be entertained unless notified
in writing to the carrier within the time limit specified by
the carrier, and to the Supplier within three days of the date of delivery
for damage
or short delivery, and within fourteen days from date of invoice for
non-delivery. |
| 7.3 |
|
The Supplier will only accept back
unused in original condition returns as faulty.
The Supplier cannot be held responsible for any damage incurred whilst
in transit due to insufficient packaging by the Supplier |
| 7.4 |
|
The Customer will bear the responsibility
for safe return of the goods to the Supplier and should the Customer
request the Supplier to collect the goods a charge of £12.50 plus
VAT will be charged each pick up or delivery, The Supplier reserves
the right to increase the delivery charge without notice to the Customer |
| 7.5 |
|
The Supplier reserves the
right
to repair or replace parts etc as necessary on any used items
for
repairs
at its discretion. All returns must
be maintained in good condition
and noted by style upon the return request documentation. |
| 8.
COST VARIATION |
| 8.1 |
|
Prices are subject to revision in the event of any increase in cost incurred by
the Supplier between the date of confirmation or order and the date
of delivery to Customer. |
| 9.
FORCE MAJEURE |
| 9.1 |
|
The Supplier may suspend or cancel
its obligations under the whole or any part of the Contract if by reason
of circumstances beyond its control, including but without limitation
strike, lockout, labour dispute, damage to or loss of failure of machinery,
war, Acts of God, adverse weather and shortage of carriage, the Supplier
is prevented or hindered from performing these obligations, or performance
of those obligations is to a substantial degree rendered difficult.
In the event the Supplier exercises its right of suspension, the Customer
may within 7 days cancel any remaining part of the Contract conditionally
on paying the Supplier’s expenses incurred to date and fair charges.
There shall be no liability for any such suspension, and on any such
cancellation whether by the Supplier or by the Customer, the liability
of the Supplier (if any) is limited to repayment of any part of the
price received less fair charges and any expenses already incurred. |
| 9.2 |
|
The Supplier does not supply goods
or undertake work on approval and goods are non-returnable except with
the express prior written agreement of the Supplier |
| 9.3 |
|
The Supplier reserves the
right
to alter stock and prices without prior notice. |
|
10. LIMITATION OF SELLERS LIABILITY |
| 10.1 |
|
The liability of the Supplier is limited to the replacement
of the
goods or at its option, the
refunding of the price. In particular no claim for any
consequential loss will be entertained. |
|
11. CONDITIONS AND WARRANTIES |
| 11.1 |
|
All goods are supplied
to
the
specification or express requirements
of the Customer and they are deemed to have
satisfied themselves that
the goods are fit for purpose. All prices are fixed on the basis that
the Customer will cover himself by Insurance
against
risk arising from the goods |
| 11.2 |
|
Faulty goods cannot
be used as grounds for withholding payment. Deductions should
not be made without prior agreement. |
|
12. SUSPENSION AND TERMINATION |
| 12.1 |
if: |
|
| |
12.1.1 |
the
Customer exceeds any credit limit; or |
| |
12.1.2 |
is
in breach of the Contract or any other Contract with the Supplier |
| |
12.1.3 |
any event conferring a right to
termination under 12.2 below shall have occurred; then in any such case
the Supplier shall be entitled (without prejudice to its other rights
hereunder) to suspend its further performance of the Contract for such
reasonable time as it shall deem fit and this purpose to stop any goods
in transit to the Customer |
| 12.2 |
|
The Supplier may by notice, terminate
the supply obligation if the Customer is in breach of the Contract or
any other Contracts with the Supplier (such breach, if remediable, not
having been remedied within 7 days of notice from the Supplier) or any
judgement against the Customer is unsatisfied for 14 days or (being
an individual) the Customer dies or commits any act of bankruptcy or
(being a corporation) the Customer enters liquidation or receivership
or administration or any event analogous to any of the foregoing shall
happen and any such termination shall be without prejudice to the Customers
obligations and Supplier rights under the Contract. |
| 13.
ASSIGNMENT |
| 13.1 |
|
The Contract may not be assigned
or any rights thereunder without the prior written consent of the Supplier |
| 13.2 |
|
The Supplier shall be entitled to
assign the Contract or any rights thereunder to group companies of the
Supplier. |
|
14. ENGLISH LAW |
| 14.1 |
|
The Contract shall be governed by
English Law and the Customer shall submit to the non-exclusive jurisdiction
of the English courts. |
