1. General
1.1 All quotations are made and all orders are accepted subject to these conditions. In the event of any inconsistency between these conditions and the customers conditions of purchase or supply, these conditions shall prevail.1.2 The written contract comprised by the company’s quotation (incorporating these conditions); any agreed special conditions; the customer’s order and the company’s confirmation of order constitute the entire agreement between the company and the customer and ay only be varied in writing signed (in the case of the company) by one of its directors or under the authority of a director. All previous verbal or written negotiations or representations by or on behalf either the company or the customer are superseded.
1.3 The company’s representatives or agents do not have power to enter in to contracts on behalf of the Company.
1.4 Information contained in the Company’s advertising literature is provided for general guidance only.
1.5 The agreement is subject to English law and to the jurisdiction of the English courts
2. Delivery
2.1 Goods will be delivered to the location specified in the customers order. The customer must provide, at its own expense, suitable access to the delivery point on hard standing, and its own personnel for the unloading of the vehicle(s).2.2 Unless specifically agreed in writing, any date for delivery specified by the company is an estimate only and any failure to deliver the goods by that date shall not constitute a breach of contract or negligence, nor shall the company be liable for the consequences of delay.
2.3 If a customer fails to take delivery form the company, or if access is unsuitable or the customer’s personnel are not available to unload the vehicle, so that the consignment is returned to the company’s works a charge will be made by the company for handling and storage of the goods (at the rate of 2.5% invoice price per week) and the customer will be liable for wasted and/or additional transportation costs incurred by the company.
2.4 Delivery of 10% more or less in quantity of goods ordered shall be a good delivery: a pro-rata charge or allowance at the contract price being made to cover any such difference in quantity.
3. Risk
Risk shall pass to the customer and the customer is responsible for all loss, damage or deterioration to the goods.3.1 If the company delivers the goods by its own transport-at the time when the goods are off-loaded at the place of delivery; or
3.2 If the company does not itself effect delivery- when the goods leave the company’s premises; or
3.3 (in a case where the customer is to collect the goods, and if earlier) – 7days after notification by the company that the goods are ready for collection. Any storage of goods on the company’s premises after the expiry of this period of 7 days is at the customer’s risk.
4. Retention of title
4.1 Title to the goods sold by the company does not pass to the customer until the invoice price, and any other money which is due and payable by the customer to the company at the date of this agreement has been paid in full. If the customer resells the goods before the invoice price has been paid, then the company has the right to the proceeds of sale or a part of the proceeds sufficient to discharge the invoice price of the goods which the customer agrees to hold in trust for the company.4.2 The customer shall permit the employees or agents of the company to enter the customer’s premises to repossess goods subject to this retention of title. In the event of the goods being at the premises of a third party by the direction of the customer then the customer shall, if required by the company, remove the goods and return them to the company immediately
5. Price
5.1 The price quoted by the company is at its ex-works current price. The Company reserves the right to revise the contract price of the goods at the date of despatch to take account of increases in costs including (without limitation) wages, materials, transport and overheads between those prevailing at the date of the contract and those at the date of despatch.5.2 In the event of any alteration being requires by the customer in the design or specification the company shall be entitled to make an adjustment of the contract price corresponding to such alteration.
5.3 All prices are subject to VAT at the rate applicable at the tax point.
6. Payment
6.1 Unless otherwise agreed by the company in writing, the terms of payment shall be net cash due and payable not later than the end of the month following despatch.6.2 Each consignment shall be separately invoiced and paid for. If the customer fails to pay an invoice on the due date, the company may suspend deliveries of any other goods to the customer.
6.3 Payment is due in full delivery of the goods, or on the expiry of any agreed extended payment period. If the price is payable by instalments and any amount is not paid on the due date the whole outstanding balance becomes immediately due and payable. Once the price (or any part of it) has become due and payable it is recoverable by action, notwithstanding the retention of title provision contained in these conditions.
6.4 Interest is chargeable on a day to day basis on all overdue amounts at the rate (as well as before any judgement) of 4% in excess of the base rate for the time being of Barclays Bank plc.
7. Claims
7.1 The customer shall have no claim for shortages or defects unless:(i) the customer inspects the goods and a written complaint specifying the shortage or defect is made to the company within 3 days of delivery of the goods ( in the case of shortages or defects) or as soon as possible after discovery of the defect ( if it was not visible at the time of delivery) ;and
(ii) the company is given the opportunity to inspect the goods and investigate any complaint before any use is made of the goods.
7.2 Notwithstanding the periods provided in 7.1 for making claims , the company will not accept responsibility for notifying carriers of, nor will it have any liability to the purchaser for, any claim for shortage or defect, or for any loss, damage, delay in transit, mis-delivery or non delivery, unless the customer puts the company in possession of relevant information in reasonable time for the company to comply with the claims procedures under the carriers current at the commencement of transit.
7.3 The customer shall not be entitled to any claim in respect of any repairs or alterations to goods undertaken by the customer without the prior specific written consent of the company nor in the respect of any defect arising by reason of fair wear and tear or damage due to misuse.
8. Liability
8.1 Subject to the unfair contract terms act 1977, all implied terms, conditions and warranties are excluded and the company’s liability in relation to any claim (whether for breach of contract or in tort) shall not, in any circumstances exceed the invoice price of the goods, nor shall the company be liable for any consequential or indirect loss or damage.8.2 In the event of the condition of the goods being such as would (subject to these conditions) entitle the customer to claim damages or to repudiate the contract the customer shall not do so immediately but shall first ask the company to repair or supply satisfactory substitute goods. The company shall be entitled at it option to repair or take back the defective goods and to supply satisfactory substitute goods free of cost within a reasonable time. If the company does so repair the goods or supply satisfactory goods the customer shall be bound to accept such repaired or substituted goods in complete satisfaction of any claim.