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TERMS AND CONDITIONS OF SALE
Acceptance of this offer implies the acceptance of the following
terms and conditions unless otherwise arranged.
1.GENERAL
All quotations made and orders received are subject to these Conditions
of Sale and no alterations shall take effect unless confirmed by the Seller
in writing. No term, condition or warranty not recorded herein shall be
binding on the Seller, except where such is necessarily imported into
the contract under any Statute or at Common Law.
2.VALIDITY
Unless otherwise stated, any quotation issued by the seller will remain
open for acceptance within 30 days, and shall then lapse.
3.PRICES
Errors and omissions are subject to correction.
Unless otherwise stated in writing, prices charged will be those ruling
at the date of despatch.
Unless otherwise specified, prices include for the supply and deliver
only of goods but not for their off-loading, positioning or installation.
All prices are exclusive of VAT, which will be as applicable.
4.PAYMENT
With all first orders, and whenever else specified by the Seller, the
Buyer shall pay the Seller in full as a condition precedent to despatching
the goods. In all cases payment must be made in full by no later than
30 days from the date of the invoice.
Where payment is not received by due date the Seller reserves the right
to charge interest at the rate of 2% of the full invoice price charged,
for each month that payment is overdue, or at the Seller's option, to
suspend all deliveries of all goods to the Buyer, against any Contract,
or to terminate the contract, and / or any other contracts.
Should the Seller be prevented by the Buyer from effecting delivery on
the agreed due date, the full price of the goods shall become payable
as if the goods had been delivered.
5. DELIVERY
Any time expressed for delivery shall be deemed to be an estimate only,
time not being of the essence of the contract unless separately agreed
to in writing by the seller. The Seller accepts no liability for any loss
sustained by the Buyer through late delivery, unless the Seller agreed
to a time for delivery as being of the essence of the contract, and further,
where a time for delivery has been agreed but delivery is delayed for
any reason beyond the control of the Seller, a reasonable extension of
time shall be allowed to the Seller. Our adherence to promise delivery
dates is subject to not being delayed by Instructions, or by industrial
disputes or by any cause whatsoever beyond our reasonable control.
Where a time for delivery is agreed and the Buyer fails, for whatever
reason, to accept delivery, the Seller reserves the right to make a reasonable
charge for storage and shall not be required to deliver the goods thereafter
unless reasonable charge is met.
The Buyer shall provide adequate unloading facilities at the place of
delivery and, where the goods Cannot reasonably be unloaded by the Seller's
delivery man, shall, at its own risk and expense, provide adequate labour
for off-loading.
If advance notice of the approximate arrival time is required, this must
be stated on the order.
Any assistance given by the carrier beyond the usual place of collection
or delivery shall be at the sole risk of the customer who will keep the
carrier indemnified against all claims or demands which could not have
been made if such assistance had not been given.
6.CANCELLATION
Standard Items. A cancellation charge of 20% of nett invoices valued will
be made to cover administration costs.
Special Items. Once manufacture has commenced, cancellation of items made
to a Buyer's specific requirements will involve, in addition to the cancellation
charge, all manufacturing costs incurred up to the time of cancellation.
7.DAMAGE OR LOSE IN TRANSIT
The Seller's responsibility ends with the arrival of goods at the designated
delivery point. The Seller is not liable for any damage or loss caused
during unloading.
Goods should be examined on arrival and any damage or loss entered on
the Carriers note, or the Carrier's note should be signed "unexamined".
Damaged goods will not be replaced or repaired if they have been used.
In the event of damage, goods or parts thereof will be replaced free of
charge providing that:
The Seller and the Carrier are notified in writing of such damage within
24 hours of receipt of goods.
The goods and packing are returned to the Seller carriage paid within
7 days clearly marked "free for repair".
That the Seller is notified of the name and address of the Carrier and
the date the goods were collected for return.
In the event of non-arrival or shortage of goods, no claim will be entertained
unless notification is given to the Seller within 7 days from the date
of the Seller's invoice.
8.CARRIAGE
An additional charge will normally be made for packing and delivery outside
the mainland of Great Britain.
A handling charge, inclusive of postage and packing will be made on small
orders.
9.PACKING
Any pallets or containers in which goods are supplied to the buyer shall
remain the property of the Seller and shall be returned to the Seller
by the Buyer in good condition at the expense of the Buyer.
10.WORK ON SITE
Where we undertake the assembly or erection on Site of all or part of
the equipment comprising this contract the prices or rates quoted allow
for assembly only and do not allow for connection to services of electricity,
gas, water, steam, drainage or ventilation, nor for the provision of such
services. The prices do not include for fixing barrier rails, tray slides,
shelving or other units to walls or floors, nor does it include work occasioned
by other trades.
11.CONNECTION OF SERVICES
Where we undertake to connect to services, these must be brought to within
1 metre of service entry on each appliance by others. We exclude the supply
of isolators, stop cocks, drains, waste and builder's work but include
the connection to hot and cold water services. Connections to be carried
out in one visit only during normal working hours. (Overtime, weekend
work, and any subsequent visit would be charged as an extra.
12.PROPERTY AND RISK
In accordance with the provision of Section 19, Sales of Goods Act, 1893,
the Seller reserves the right of disposal of the goods until they have
been paid for in full by the Buyer, i.e. the property in the goods shall
remain in the Seller until that condition has been met, the Seller's beneficial
interest shall attach to the proceeds of such re-sale, or to any claim
for such proceeds, without prejudice to any further claim the Seller may
have against the Buyer in respect thereof.
Notwithstanding the foregoing, the goods shall be at the Buyer's risk
from delivery to him or to any carrier or agent acting on his behalf.
13.DRAWINGS
All drawings shall remain the Seller's property and must not be wholly
or partially used or copied without the Seller's written permission.
14.DESCRIPTION
Illustrations, descriptions and dimensions, in the Seller's catalogues
of documents, although correct in general detail, do not constitute a
sale by description. The Seller's policy is one of continuing improvement
and the Seller reserves the right to vary or modify the design specification
of finish without notice, unless written undertaking has been given to
the contrary.
15.REPLACEMENT
Where the goods supplied by the Seller's design and manufacture, the Seller
will make good any defects in those goods subject to the following conditions:
The Buyer shall notify the Seller in writing at its registered address,
as soon as is practicable after the defect has become known.
The Seller shall be provided with an adequate opportunity to examine the
goods.
The Seller Shall not be obliged to replace any goods or make any allowance
or other arrangement if, in the reasonable opinion of the Seller, the
defect has arisen from accident, misuse, neglect, incorrect installation,
lack of reasonable control of the Seller.
Where the defect is reasonably to the fault of the Seller, the Seller
shall replace or repair the defective goods, but shall not be liable to
the Buyer for any costs of removal of the defective goods, or of installation
of replacement goods, nor any consequential loss or damage of the Buyer
arising therefore.
The Seller's liability shall be limited to the free repair or replacement
of materials and components manufactured by the Seller within a period
of 12 months from the date of despatch from the Seller's Works.
Where goods and components supplied by the seller's liability shall be
limited to the guarantee provided by the manufacturer of such goods and
components.
The Seller shall not be under any duty arising from this provision if
the Buyer is in breach of any provision of the contract with the Seller
until the Buyer has remedied the breach.
16.INDEMNITY
The buyer shall indemnify the Seller against all damages, penalties, costs
and expenses to which the Seller may be liable if any work done in accordance
with the Buyer's specification infringes any third party property right.
17.FORCE MAJEURE
In the event of war, invasion, act of foreign enemy, hostility (whether
war has been declared or not), civil war, rebellion, revolution, insurrection
or military or usurped powers, the Seller shall be relieved of liabilities
incurred under the contract wherever and to the extent of such obligations
is prevented, frustrated or impeded as a consequence of any such event
or by status, rules, regulations, orders or requisitions issued by any
Government Department, council or duly constituted authority, or from
strikes, lock-outs, breakdown of plant or any other causes (whether or
not of like nature) beyond the Seller's control.
18.LAW AND ARBITRATION
All contracts entered into by the Seller shall be subject to English Law.
In the event of any dispute between the parties the same shall be submitted
to arbitration by the Arbitration Court, London.
19.REFRIGERATED APPLIANCES
These are designed to operate in ambients not exceeding 80º Fahrenheit
and with duty limits as specified. No duty can be stipulated in respect
of open refrigerated display units.
20.PATENTS
The customer shall indemnify us against all damages, penalties, costs
and expenses to which we may become liable if any work is done in accordance
with the customer's specification involving an infringement of a registered
design of patent.
21.SPECIALS
Where the goods supplied are to the Buyer's design, the Seller will not
be responsible for the performance or operation of such goods.
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