Terms and Conditions
Unless otherwise expressly agreed in writing by a Director or authorised executive of the Company, all goods are sold upon the following terms and conditions and no agent or representative of the Company has any authority to vary or omit these terms and conditions. Any terms and conditions printed on the Buyer’s order forms or in correspondence or elsewhere or implied by trade custom practice or course of dealing are binding only insofar as they are not at variance with these terms and conditions and they have been specifically agreed to in writing by a Director or authorised executive of the Company and any purported provisions to the contrary are hereby extinguished or excluded.
Price and Payment
Unless otherwise specified prices are exclusive of packing, carriage, VAT and any other tax or duties payable by the Buyer.
The Company has the right to alter the contract price to the price applicable at the date of despatch if variations in the cost of materials and/or labour and/or any other factor affecting the cost of production and delivery shall in the Company opinion make such alteration necessary. The Company also has the right to alter the contract price if there is a relevant change in the exchange rates between the date of order and the date of delivery.
All goods supplied shall be paid for within 30 days of the invoice date or as otherwise specified by the Company. The Company reserves the right to charge interest to the Buyer at the rate of 2% per annum above Barclays Bank plc base rate on the unpaid balance (such interest to accrue on a day-to-day basis from the due date stated in the invoice (as well after as before any judgement).
In addition the Company has the further rights in the event that the Buyer fails to pay for any goods by the date when payment is due: To cancel the balance (if any) of the order and to recover from the buyer damages for any loss suffered by the Company as a result of such cancellation; To cancel any other order or the balance of any other order which the Company may have with the Buyer and to recover from the Buyer damages for any loss suffered by the Company as a result of such cancellation.
Any extension of credit allowed to the buyer may be changed or withdrawn at any time.
The Company will use all reasonable endeavours to deliver at the time stated but delivery dates shall be regarded as estimates only and not of any contractual effect and the Company shall not be liable for any delay occasioned by any cause whatsoever beyond the Company’s control.
Goods shall be deemed to be delivered when they leave the premises of the Company.
In the case of delivery of goods by instalments the Buyer will not be entitled to treat the delivery of faulty goods in any one instalment or the late delivery or non-delivery of any one instalment as a repudiation of the whole contract.
The cost of carriage will be charged to the buyer on the invoice for the goods at the time of dispatch.
The risk in the goods passes to the Buyer when the Company delivers the goods to the Buyer or other person to whom the Company has been authorised by the Buyer to deliver the goods and the Company shall not be liable for any loss or damage to the goods thereafter.
In the case of export sales the risk in the goods shall pass to the Buyer in accordance with the terms of sale specified in the Company’s order acknowledgement. On FOC, CIF or C & F shipments, the risk will pass to the Buyer at the ship’s rail.
Until the payment by the Buyer in full of all sums due to the Company on any account the property in the goods shall remain in the Company and the Buyer shall not hold the goods as bailee for the Company. The Buyer shall store the goods so that they shall at all times be identifiable as goods of the Company but the Buyer may in the ordinary course of business sell or otherwise dispose of or deal with the goods.
The Company may by written notice terminate the Buyer’s power of sale if payment is overdue in whole or in part. At any time after such termination the Company or its agents may enter the premises of the Buyer and take possession of any goods in which the property remains in the Company and remove and dispose of them as the Company thinks fit. The Company shall apply the proceeds of disposal (after deduction of all expenses) in or towards discharge of the amount unpaid by the Buyer.
Warranties and Claims
All designs and specifications for goods shall be subject to alteration without notice.
The Buyer should satisfy them self, by testing samples or otherwise, of the fitness for purpose of all goods ordered and will be deemed and conclusively presumed to have done so. If goods delivered differ materially from their description or from samples supplied or are by reason of faulty material or workmanship by the Company unmerchantable, the Company undertakes to replace such goods or (at the option of the Company) to refund the purchase price.
This undertaking by the Company is subject to and conditional upon the following:
Claims in respect of faults readily discernible on a reasonable examination of the goods shall be made as soon as such faults are reasonably capable of discovery but in any event within 5 days of delivery of the goods.
Claims in respect of other faults not discernible until the goods have been taken into use shall be made as soon as the fault is reasonably discernible but in any event within 3 days of the use of the goods.
All claims must be made in writing and the Buyer must afford the Company the opportunity of examining any goods which are the subject of claim before the goods have been further handled or otherwise dealt with.
The Company will not be liable for any damage to or deterioration of the goods which may occur after delivery whether the same may occur due to unsuitable storage conditions, inappropriate use, neglect, accident or to any other cause whatsoever.
No claim for short delivery of goods or goods damaged in transit can be entertained unless either (where this is possible) a receipt is given to the carrier detailing the shortage or damage at the time of delivery.
No claim for non delivery of goods can be entertained unless the Company receives written notification within 7 days (or 14 days if the delivery is outside Great Britain) of the date of the Company’s invoice that the delivery has failed.
In the event of any claim being made by the Buyer against the Company in respect of the goods or any matter arising from or in relation to the contract (including without prejudice to the generality of the foregoing any claim for non delivery of or for any defect in or damage to the goods, or in respect of any breach of any term, condition or warranty relating to the quality or quantity of the goods) the liability of the Company to the Buyer shall be limited (in respect of each claim) to the invoice value of the goods and under no circumstances shall the Company be liable to the Buyer whether for loss or profit or for any other direct or consequential loss howsoever arising.
Nothing in these conditions shall operate or be construed as operating resulting from the negligence of the Company.
The Buyer undertakes with the Company that it will ensure compliance so far as is reasonably practicable by its employees, agents, licensees and customers with any instructions given by the Company or the manufacturer for the purpose of ensuring that the goods will be safe and without risk to health when properly used and will take any other steps or precautions as having regard to the nature of the goods as are necessary to preserve the health and safety of person handling using or disposing of them.
Any agreement to which these terms and conditions apply shall be governed and construed in accordance with English Law and any dispute arising out of or in connection with such agreement shall be determined by the English Courts.
Serverance and Waiver
In the event of any part of these conditions being ineffective for any reason, the remainder thereof shall constitute the conditions binding upon the parties.
Failure or neglect by the Company to enforce at any time any of the provisions hereof shall not be construed as nor be deemed to be a waiver of the Company’s rights hereunder nor shall such failure or neglect in any way affect the validity of the whole or any part of these terms and conditions and the Company’s right to take subsequent action shall not be prejudiced thereby.
Specifications and descriptions in this catalogue are given in good faith but may change without notice and do not form any part of a sale contract E&OE.
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