Terms & Conditions of Sale
THESE TERMS AND CONDITIONS DO NOT AFFECT YOUR STATUTORY RIGHTS.
1. Basis of Sale
1.1 The following terms and conditions, together with the particulars and any express terms set out on the face of the Acknowledgement of Order (which express terms to the extent that they contradict these terms shall prevail) shall represent the entire agreement between (“the Seller”) and the party specified on the face of the Acknowledgement of Order (“the Buyer”) to the exclusion of all other purported terms and conditions which the Buyer may seek to impose upon the Seller whether on its documentation or otherwise.
1.2 A binding contract shall only come into existence at such time as the Buyer despatches written notice that the terms hereof have been accepted or (if earlier) when the goods ordered by the Buyer have been despatched by the Seller.
1.3 Dates and periods quoted by the Seller for performance, despatch or delivery of goods are estimates only and time shall not be of the essence of the contract unless expressly so stipulated on the face of the Acknowledgement of Order. All descriptions, specifications and drawings submitted by the Seller or otherwise contained in any other printed or published matter are approximate only and shall not be incorporated, by way of warranty condition or otherwise, in the terms of the Contract.
2. Price and Delivery
2.1 The price of all goods and/or services supplied shall unless agreed in writing otherwise by duly authorised representatives of the Seller and the Buyer be determined by the Seller’s price list current at the date of despatch of the goods and shall be exclusive of VAT. All prices in respect of goods are on an ex-works basis and the Buyer shall be responsible for arranging delivery of the goods unless the parties agree otherwise. The Buyer shall not be entitled to any set off of objections pursuant to any contract with the Seller.
2.2 The Seller reserves the right to vary the price of any goods or services by reason of:
(a) any delay or alteration to the services or the date of delivery to be provided by the Seller by reason of the Buyer’s instruction or lack of them.
(b) any variation in labour or material costs.
(c) the introduction or variation of customs duties or taxation in the country of origin or delivery.
(d) exchange rate fluctuations at the time the Seller remits payment for materials to its suppliers where such suppliers are outside the United Kingdom.
2.3 Unless otherwise specifically agreed in advance by the Seller no refund or credit will be given by the Seller in respect of returned goods save as the Seller may elect to make pursuant to clause 5. below.
2.4 In the event of the Buyer refusing to accept delivery the Seller shall be entitled to arrange storage and insurance as it may see fit, the costs of which shall be paid or fully reimbursed by the Buyer and without prejudice to any other rights or remedies the Seller may have, the provision of clause 4.2 to 4.5 shall be deemed to apply as if the non-delivery were a deemed non-payment.
2.5 Unless terms of payment have otherwise been agreed in writing between the parties, payments to be made pursuant to this Agreement shall be made in full within 30 days of the invoice date.
3. Risk and Title
3.1 Whilst risk in goods supplied to the Buyer under the contract shall pass on delivery to the Buyer or its carrier (whichever is earlier), legal and beneficial ownership of these goods shall remain with the Seller until payment in full of the price due to the Seller under this Agreement or disposal by the Buyer by way of bona fide sale at full market value (whichever shall be the earlier). Until such time the Buyer shall keep such goods separate from its property and clearly identified as the Seller’s property.
3.2 Notwithstanding terms of payment specified in this Agreement or elsewhere payment for all goods supplied shall become due immediately upon the commencement of any act or proceeding in which the Buyer’s solvency
5.1 The price You pay is the price displayed in respect of the relevant Goods on this Web Site at the time We receive Your order plus the applicable delivery charges.
5.2 Delivery charges and prices are subject to change.
5.3 All prices are inclusive of VAT (where applicable) at the current rate.
5.4 While We try and ensure that all prices on Our Web Site are accurate, errors may occur. If We discover an error in the price of the Goods You have ordered We will inform You as soon as possible and give You the option of either reconfirming Your order at the correct price or cancelling it. If We are unable to contact You We will treat the order as cancelled. If You cancel an order due to an error in price and We have already received payment for the affected Goods, You will receive a full refund.
5.5 Payment is due at the time You place Your order. We use a third party, Streamline, to take Your payment for the Goods by either debit or credit card. By ordering Goods from Our Web Site You are giving Us Your consent to pass details essential for purchasing Goods to Streamline. We will not store these payment details and Streamline will.
5.6 In the event during the six month period commencing on the date of delivery of the goods or the performance of any goods or services (other than the demonstration of the goods) prove to be defective and/or there is proved to be any shortfall in goods supplied and in either case detailed notice of such defect or shortfall is given in writing to the Seller and the carriers of the goods within 3 working days of the date of discovery of such defect and/or in the event of non-delivery or shortfall of goods and detailed notice of non-delivery being given to the Seller within 14 days of the date of despatch in respect of the same then, in any such case, the Seller’s entire liability shall be to replace or refund or waive payment for the goods as it may elect, subject always to a limit of the agreed price for such goods or services and, in the case of defective goods, the Buyer being responsible for all Contract costs of the Seller PROVIDED ALWAYS that the Seller shall be under no liability to the extent that such defects or delays occur as a result of some act or omission of the Buyer or a third party on behalf of the Buyer.
5.7 Any goods or parts thereof sent to the Seller hereunder must bear the Buyer’s name and address, machine and part number and, where possible, the year of manufacture. No responsibility for damage by fire or otherwise to the Buyers goods or parts whilst in the Sellers possession is accepted by the Seller.
5.8 In the event that any liability for loss, damage or injury is imposed upon the Seller by virtue of any statute or the common law then the Buyer shall indemnify the Seller to the full extent of any such liability including, without limitation, any costs incurred by the Seller in relation to the liability (save insofar as such liability results directly from a reckless or negligent act of the Seller).
5.9 In no event shall the Seller be liable under this Agreement for any failure or delay in performing any of its obligations under the contract to the extent that such failure or delay is caused by occurrences outside its reasonable control including, without limitation, acts of God, governmental acts, fire, riot or industrial disputes, no matter where these occur.
6. Compliance with Regulations
6.1 The Seller’s quotation and this Agreement shall at all times be subject to all relevant laws, regulations and acts of governmental authority of the Government of the United Kingdom or other relevant country and in particular to the Seller gaining all necessary approvals and licences with respect to the export of goods or data.
The Seller shall be under no liability whatsoever for any failure to perform the contract in any respect which is due to compliance with any such laws, regulations or acts or to the Seller’s failure to gain any such approvals or the Buyer agrees to assist and co-operate with the Seller’s compliance and, without limiting the generality of the foregoing, to give the Seller such assurances and undertakings with regard to the re-export of the goods or products thereof as such laws, regulations or acts require the Seller to demand of the Buyer.
7. Installation Site
7.1 The Buyer shall be responsible for the cost of procuring an electrical supply to the site of the goods and for the cost of providing a foundation which complies with the Seller’s specification for the goods to be installed.
8.1 Notwithstanding any indication to the contrary, the Seller does not have any agents or representatives who are authorised to enter into any agreement or otherwise bind the Seller in any way whatsoever.
9. Intellectual Property
9.1 The intellectual property rights in all designs concepts and know-how incorporated in goods supplied to the Buyer by the Seller and not originally supplied by the Buyer shall remain at all times the property of the Seller or any relevant third party owner of such rights and the Buyer shall take no step which may challenge or endanger such proprietary rights of the Seller or any such third party owner.
9.2 The Buyer warrants that any design or instruction furnished or given by the Buyer to the Seller shall not be such as will cause the Seller to infringe any Letter Patent, Registered Design, Trade Mark or Copyright in the execution of the contract and indemnifies the Seller to the full extent of any liability (including without limitation as to costs) which may be incurred by the Seller by reason of any breach of this warranty.
9.3 This contract represents the entire agreement between the parties and supersedes all earlier warranties representations or statements (whether oral or in writing) and may only be varied or amended in writing between the parties.
9.4 The failure of either party to this contract to exercise or enforce any rights conferred under it shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement of it at any time or times.
9.5 This contract is subject exclusively to, and shall be interpreted in accordance with, English Law and the parties hereby irrevocably submit to the exclusive jurisdiction of the English Court. All notices and other communications and dealings between the parties, including legal proceedings, shall be in the English language.
10.1 This contract represents the entire agreement between the parties and supersedes all earlier warranties representations or statements (whether oral or in writing) and may only be varied or amended in writing between the parties.
10.2 The failure of either party to this contract to exercise or enforce any rights conferred under it shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement of it at any time or times.
10.3 This contract is subject exclusively to, and shall be interpreted in accordance with, English Law and the parties hereby irrevocably submit to the exclusive jurisdiction of the English Court. All notices and other communications and dealings between the parties, including legal proceedings, shall be in the English language.
11. Our Details
Head Office – United Kingdom
5 Kings Road
Tel: +44 (0)1274 777 777