GENERAL TERMS AND CONDITIONS OF SALE
GENERAL
1. These terms and conditions shall apply to all trading between us and the customer and no variation of these shall be binding upon us unless otherwise agreed by us in writing.
PRICE
2. Goods will be sold at current price list subject to review (where practicable) on not less than 7 days notice.
PAYMENT
3. (a) ALL ACCOUNTS ARE NETT MONTHLY AND DUE FOR PAYMENT BEFORE THE LAST DAY OF THE MONTH FOLLOWING THE DATE OF INVOICE. WHERE ANY PART OF OUR ACCOUNT IS OVERDUE, WE RESERVE THE RIGHT TO DEMAND PAYMENT OF ALL OUTSTANDIND INVOICES, DELIVERD OR UNDELIVERED, AND TO RECOVER THE VALUE THEREOF BY ACTION, BANKRUPTCY PROCEEDINGS, LIQUIDATION PROCEEDINGS OR OTHERWISE.
(b) We reserve the right to refuse to execute any order or part order or contract if in our opinion the arrangements for payment or the customer’s credit are not satisfactory to us. In the case of orders falling within clause 7(b) below, we reserve the right to require the payment of a deposit with order in an amount to be notified to the customer at our discretion.
(c) Interest at the rate of 4% per annum above the current Barclays Bank PLC base rate shall be payable in respect of all sums overdue.
(d) The customer shall not be entitled to withhold payment of any amount payable by reason of any dispute or claim by the customer in connection with any sale, and in the case of any short delivery or delivery of damaged goods shall remain liable to pay the full invoice price of all other goods delivered or available for delivery.
(e) The cost of re-presenting cheques will be borne by the customer.SET-OFF4. We shall be entitled at all times to set off any debt or claim which we may have against the customer against any sums due by us to the customer. This entitlement shall not be affected by any arrangement made by the customer to factor or otherwise receive payment from a third party.EX STOCK5. (a) Goods are offered for sale subject to such remaining unsold on receipt of order.
(b) We shall not accept any order for electrical, gas or mechanical appliances or equipment unless made in writing and so accepted by us.
DELIVERY & COLLECTION
6. (a) The customer shall;
(i) At their own risk and cost provide such assistance as may be necessary to enable safe unloading of all goods;
(ii) Pay all sums due on delivery prior to unloading of any goods;
(iii) EITHER THEMSELVES OR BY THEIR DULY SIGNED AUTHORISED REPRESENTATIVE SIGN, DATE AND LEGIBLY WRITE SIGNATORY’S NAME ON OUR RECEIPT NOTE AS ACKNOWLEDGEMENT OF DELIVERY.
(iv) Make available at the time and place agreed with us any goods which we have agreed to collect for any reason, but shall be responsible for the return to us at their own risk and cost of any goods not so available for collection for whatever reason; and any failure of the customer to observe or perform all or any of the foregoing shall release us from any obligation as to delivery or collection.
(b) No liability is accepted for any loss arising from delay in delivery of goods or non-delivery due directly or indirectly to industrial dispute, fire, act of state, force majeure or other circumstances beyond our control.
(c) If the customer wishes to claim that there is any shortage on delivery in respect of goods or materials supplied by us (or that the same have been damaged in transit or that any goods or materials supplied by us are defective or not in accordance with the contract), they shall record the same on the delivery ticket at the same time of the delivery and shall give notice in writing to us and (in the case of any shortage or damage in transit) to any railway or other carrier by whom the goods were delivered within 48 hours after the date of delivery of the same. If the customer fails to give such notice and fails to give us the opportunity to inspect the consignment, the goods or materials shall be deemed to have been delivered and to be in accordance with the contract in all respects.
CANCELLATION OF ORDERS
7. (a) Orders for items not normally carried in stock by us may only be cancelled by customers following their written request and our written agreement and we reserve the right to make a cancellation charge in any event.
(b) Orders for materials or goods made cut or acquired by us especially to a customer’s requirements cannot be cancelled save that if the customer for any reason shall be prevented for goods cause (as to which our decision shall be final) from accepting delivery or if arrangements for payment to us have not been made in accordance with clause 3(b) above, then we may without reference and without being liable to the customer, deliver the said materials or goods to the customer’s customer (whose name and address shall be supplied to us on demand) on terms and conditions to be agreed between us and such party; in our absolute discretion in such circumstances we may pay a profit commission to the customer.
RETURN OF GOODS
8. We cannot undertake to accept on return for credit any goods ordered from us incorrectly or subsequently found surplus to requirements. We shall endeavour to assist our customers where possible by accepting at a reasonable restocking charge the return of goods which are normal stock lines but non-stock items ordered especially from the manufacturer cannot be returned unless prior agreement has been obtained and restocking charges mutually agreed.
MANUFACTURER’S GUARANTEE
9. If our supplier validity excludes, restricts or limits his liability to us in respect of any goods or of any loss or damage arising in connection therewith our liability to the customer in respect of the said goods or of any loss or damage arising in connection therewith shall be correspondingly excluded, restricted or limited. Any terms, warranty or condition express or implied or statutory to the contrary is excluded. We will, upon request the customer with details of any such exclusion, restriction. The customer shall comply with all requirements of the supplier as to registration of purchase of any equipment (without limitation of statutory rights) use servicing and maintenance thereof.
MANUFACTURE TO ORDER
10. Goods manufacture to the design or specification of the customers or their experts carry no undertaking of any kind except of compliance with the design or specification.SUB-CONTRACTING
11. The right to sub-contract any order or part of any order is reserved.SALES BY DESCRIPTION
12. The customer must accept sloe responsibility for the suitability of goods ordered. Illustrations or description given in catalogues or trade literature must be considered as showing type or class only without warranty as to substance, performance colour, size or shape.SAMPLES
13. When samples are submitted, these are drawn from bulk and are representative of the whole an no guarantee can be given that every item will be the same in all respects as sample.
DEFECTIVE GOODS
14. (a) Save as herein appearing goods or materials supplied will be replaced or repaired free of charge or in our absolute discretion the purchase price refunded if we are satisfied that they were defective in materials or workmanship on delivery and notice of the defect is given to us within 14 days of delivery and the goods are returned to our depot carriage paid. We accept no liability as to the cost of taking out, refixing or making good other materials and the customer shall hold us fully and effectually indemnified in respect of any claim of any person in respect of such or any other consequential loss or damage. Subject to the above our entire obligation and the customer’s sole remedies shall be in respect of:
(i) Death or personal injury resulting from our negligence;
(ii) Direct physical damage to the customer’s tangible property caused by our negligence.
Our total liability for loss or damage claimed to result from any breach of our obligations hereunder shall be limited to the customer’s actual money damages which shall not exceed the contract price of the goods (provided that this monetary limit shall not apply to our liability for death or personal injury under (a)(i) above).
(c) In no event shall we be liable for the loss or damages set out below even if foreseeable by us or in our contemplation;
(i) Economic loss including loss of profits, business revenue, goodwill or anticipated savings;
(ii) Damage in respect of special indirect or consequential loss or damages;
(iii) Any claim made against the customer by any other party.
TITLE AND RISK
15. (a) THE OWNERSHIP OF THE GOODS SOLD BY US TO THE CUSTOMER SHALL REMAIN WITH US UNTIL THE CUSTOMER HAS PAID THE PRICE.
(b) For the purpose of these terms all liquidated sums owed by the customer to us on any account or grounds whatsoever shall be deemed to from part of the said price.
(c) The risk in the goods shall pass to the customer on delivery or collection.
(d) The goods will be stored on the customer’s premises separately from his own goods and those of any other person and the customer will not interfere with any identification marks or serial number on the goods.
(e) We may, at any time, if any part of the said price shall remain outstanding, recover and resell all or any goods delivered to the customer.
(f) By its servants or agents we shall be entitled to access to the customer’s premises or those under his control or those to which the customer has a right of access where the goods are stored or reasonably thought to be stored for his purpose of inspection or repossession at any time.
(g) Upon the goods being repossessed by us pursuant to this condition, the risk in them shall revert to us but not otherwise and the customer’s liability for the payment to us shall be extinguished to the extent of the sale price, lower market value, of those goods subject and without prejudice to the liability of the customer to us for any transport or handling charges, legal costs or other expenses, reasonably incurred by us in exercise of its rights hereunder.
(h) If any of the goods are incorporated in or used as material for other goods before payment to us all our rights hereunder in the goods shall extend to those other goods.
(i) The customer shall hold all proceeds of the sale or otherwise arising on disposal or use of the goods whether they be mixed with goods of the customer or another or incorporated in the property of another on trust for us.
(j) In the event of an Administrative Receiver being appointed or a Petition being presented or Order made for the appointment of an Administrator or winding up of the customer or any resolution being passed for its liquidation of, (or being an individual or individuals he or they or either or any of them entering into an individual voluntary arrangement or having a bankruptcy order made against them or either or any of them) insofar as it is lawful, we shall be deemed to have forthwith revoked any licence or authority for the future use of our goods in the possession or control of the customer and shall not be deemed to consent to the exercise of any actual or claimed right of any person in respect of our goods except to the extent that such person pays the purchase price of the goods to us or personally undertakes so do within 28 days of such appointment.
PACKAGING
16. We shall not be liable in respect of defective or inadequate straps or packing provided by any supplier to us of goods and materials sold by us to the customer. The customer shall verify the safety and adequacy of all packing materials and straps.
CUSTOMER PROTECTION
17. The Statutory Rights of the customer as to the quality, fitness or description of goods are not affected by these conditions of sale.
LAW
18. These General Terms and Conditions of Sale shall be governed by English Law.
DATA PROTECTION
19. You agree that, as long as we are still responsible for making sure we hold your information safely, we may use any information we have about you and release it for, credit assessment purposes, dealing with your account, monitoring and analysing the way you use your account, and giving your information (by post, telephone or in any other way) about products and services we believe may interest you. |
