A full version of our terms and conditions is available on request.
CONDITIONS OF SALE (Abbreviated Version)
1.Application of Conditions: Contracts and orders are accepted upon and subject to the Conditions of Sale printed herein. Unless expressly accepted in writing any qualification of these conditions contained in any written or printed document of the Buyer shall be deemed inapplicable.
2.Delivery: Where a period is named for delivery, and such period is not extended by mutual consent in writing or under the provisions of Clause 8 hereof, the Buyer shall take delivery within that period.
3.Estimated Delivery Date: Any time or date for delivery named by the Seller is an estimate only and the Seller shall not be liable for the consequences of any delay. Time is not of the essence for delivery of goods.
4.Risk: The risk in respect of all the Goods supplied under the Contract shall pass to the Buyer upon the Goods being delivered to the Buyer as provided in the Contract but not withstanding such delivery the property in the Goods shall not pass to the Buyer except as provided in Condition 5 hereof.
5.Ownership of Goods: Notwithstanding delivery and the passing of risk, property in and title to the goods shall remain with the Seller until the Seller has received payment of the full price of (a) all Goods and/or Services the subject of the Contract and (b) all other Goods and/or Services supplied by the Seller to the Buyer under any contract whatsoever. Payment of the full price shall include, without limitation, the amount of any interest or other sum payable under the terms of this and all other contracts between the Seller and the Buyer. Until such time as the property in the goods passes to the Buyer, the Buyer shall hold the goods as the Sellers fiduciary agent and baillie, and shall keep the goods separate from those of the Buyer and third parties and properly stored, protected, and insured, and identified as the Seller’s property, but the Buyer shall be entitled to re-sell or use the goods in the ordinary course of it’s business. Until such time as the property in the goods passes to the Buyer (and provided the goods are still in existence and have not been re-sold), the Seller shall be entitled at any time to require the Buyer to deliver up the goods to the Seller at the buyers expense, and if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the goods are stored and re-possess the goods. The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the goods which remain the property of the Seller, but if the Buyer does so all moneys owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.
6.Defective Goods: Goods represented by the Buyer to be defective shall not form the subject of any claim for work done by the Buyer or for any loss, damage, or expenses whatsoever arising directly or indirectly from such defects, but such goods, if returned to the Seller and accepted by him as defective, will at the request of the Buyer and, if practicable, be replaced as originally ordered. Defects in quality or dimensions in any delivery shall not be a ground for cancellation of the remainder of the order or contract.
7.Claims for Damage, Shortage, or Loss: No claim for damage in transit, shortage of delivery or loss of goods will be entertained unless, in the case of damage in transit or shortage of delivery, a separate notice in writing is given to the carrier concerned and to the Seller within three days of receipt of the goods, followed by a complete claim in writing within five days of receipt of the goods, and in the case of loss of goods, notice in writing is given to the carrier concerned and to the Seller within three days of delivery of the goods, followed by a complete claim in writing within ten days of the date of the delivery of the consignment. Where goods are accepted from the carrier concerned without being checked, the appropriate documentation of the carrier concerned must be signed ‘not examined’. No delivery shall be treated as defective by reason of a shortage or surplus not exceeding 10%. The seller shall not be responsible for any consequential loss suffered by the buyer as a result of any late delivery, damage, shortage or any other loss in respect of the goods.
8.Suspension of Deliveries: Deliveries may be wholly or partly suspended and the time of such suspension added to the original delivery period in the event of a stoppage, delay, or interruption of work in the respective business establishment of either the Seller or the Buyer during the delivery period as a result of strikes, Lockout, trade disputes, breakdown, accident or any cause whatsoever beyond the control of the Buyer or Seller respectively.
9.Determination of Contract: If the Buyer shall make default in or commit any breach of this contract or of any other of his obligations to the Seller, or if any distress or execution shall be levied upon the Buyer’s property or assets, or if the Buyer shall make or offer to make any arrangement or composition with creditors, or commit any act of bankruptcy, or of any petition or receiving order in bankruptcy shall be presented or made against him, or if the Buyer shall be a limited company and any resolution or petition to wind up such company’s business (other than for the purpose of amalgamation or reconstruction of a solvent company) shall be passed or presented, or a receiver of such company’s undertaking, property or assets or any part thereof shall be appointed, this shall forthwith determine any contract then subsisting, and all subsisting contracts shall be deemed to have been determined without prejudice to any claim or right the Seller might otherwise make or exercise.
10.Arbitration: Any dispute under this contract shall be referred to an arbitrator or arbitrators to be appointed by the parties, or in default of agreement by the President of the Law Society for the time being, and his or their decision shall be binding on both parties, and this shall be a submission to arbitration within the Arbitration Act 1996, or any statutory modification thereof for the time being in force.
11.Acceptance: No binding contract shall be deemed to have been effected by the acceptance on the part of the Buyer or a quotation or offer made by the Seller, until such contract shall have been confirmed by the Seller.
12.Price Variation: Any price quoted by the Seller or comprised in the order or contract is provisional only and will be subject to the following conditions:
i) Where the Seller can obtain raw materials at a firm figure on the date on which the price comprised in the contract is named he will
not vary the price in consequence of variation in the cost of such raw materials in respect of contracts for delivery within three
months of the date of the contract.
ii) In the case of other raw materials the price will be varied according to the figure at which the Seller is able to purchase such
iii) In the case of orders or contract or any part thereof accepted fordelivery within three months of the date of acceptance of the order
or contract the price will remain firm. In the case of orders o contracts or any part thereof accepted for delivery beyond three
months of the date of acceptance of the order or contract the price will be subject to such variation as may be applicable
at the date of despatch of the goods.
13.Terms of Payment: All invoices shall be due for payment by the last banking day of the month following the month of delivery unless specifically agreed otherwise. On any sums due to the Seller unpaid after the due date for payment the Seller has the right to add interest up to 8% above the Bank of England’s Base Rate, and collection costs for Late Payment under the Late Payment of Commercial Debts (Interest) Act 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002.
14.Value Added Tax. All prices for goods are subject to Value Added Tax at the applicable rate.
15.These conditions of sale will be interpreted in accordance with the laws of England and Wales.