Terms & Conditions

Terms and Conditions of Sale

1 General

Unless otherwise expressly agreed in writing by a Director of the company all goods are sold upon the following terms and conditions and no agent or representative of the company has any authority to vary or omit these terms and conditions. Any terms and conditions printed on the buyers order forms are binding only in so much as they are not at variance with these terms and conditions and they have been specifically agreed to as written by a director of the company.

2 Acceptance and Variation of Price

2.1 Quotations issued by the company whether verbally or in writing do not constitute offers and are subject to the companies acceptance on receipt of the buyers order and no contract shall be concluded until such written acceptance is given of until the company has indicated its acceptance of the offer by making delivery or part delivery of the goods provided always that all deliveries are made subject to these Terms and Conditions of Sale.

2.2 All prices quoted or listed by the company are based on the prices of the companies suppliers of the companies costs at the time of quotation or listing and are subject to adjustment prior to dispatch to cover any increase in such prices or costs or in taxation or duty which might take place prior to delivery and such prices which include the cost of packaging goods are ex-works and net of Value Added Tax or other excise duty.

2.3 Where goods are to be exported the company reserves the right to vary the price quoted to reflect the rate of exchange for purchase of the relevant currency into pounds sterling.

3 Delivery

3.1 The company will use all reasonable endeavours to deliver at the time stated but delivery dates shall be regarded as estimates only and time shall not be of the essence. The company shall not be liable for any loss or damage whatsoever arising directly or indirectly from any failure to effect delivery within the estimated period or otherwise.

3.2 Goods shall be deemed to be delivered when they leave the premises of the company and on delivery the risk of destruction loss or damage shall pass to the buyer.

3.3 in the case of delivery of goods by instalments the buyer will not be entitled to treat the delivery of faulty goods in any one instalment or the late delivery or non-delivery of any one instalment as a repudiation of the whole contract.

3.4 If the buyer fails to give delivery instructions within 14 days of being notified the goods are ready for delivery the company shall (without prejudice to any other rights) be entitled (but not bound) to store the goods at any available place at the buyers expense.

3.5 Unless otherwise stated goods will be consigned by goods train or road transport to the address in the United Kingdom specified by the buyer in writing.

3.6 The cost of carriage will be charged to the buyer on the invoice for the goods at the time of dispatch unless otherwise stated in writing.

4 Risk and Title to Goods

4.1 The risk in the goods passes to the buyer upon delivery but property in the goods remains vested in the company and shall only pass from the company to the buyer upon full payment being made by the buyer of all sums due on whatsoever account or grounds to the company from the buyer. In the event of the goods being sold by the buyer in such manner to pass to a third party a valid title to the goods whilst any such sums are due as aforesaid the buyer shall be the trustee for the company of the proceeds of such sale or to the claim for such proceeds and the buyer shall place such proceeds in a separate bank account. The companies rights under this sub-clause 4.1 shall attach to the proceeds of such sale. Nothing herein shall constitute the buyer the agent of the company for the purposes of any such sub-sale.

4.2 The buyer agrees that prior to full payment being made as aforesaid the company may at any time repossess the goods and enter upon the buyers premises and remove the goods therefrom (and dispose of the same in any manner in may decide) and that prior to such payment the buyer shall keep such goods as fiduciary agent and separate and identifiable for this purpose.

4.3 In the event of the goods becoming constituents of or being converted into other products whilst sums are due as provided in sub-clause 4.1 hereof the company shall have ownership of and title to such other products but not by way of a charge as if they were the goods and accordingly this clause.

4.4 Any implied authority that the buyer shall be entitled to sell the goods and pass property in the same to third parties in the normal course of its business or manufacture products out of the same or sell such products will continue until otherwise notified to the buyer by the company or until the happening of any of the following events;

4.4.1 any notice to the buyer that an administrative receiver or manager is to be or has been appointed in respect of its undertaking or a material part thereof or other property or assets.

4.4.2 a decision by the buyer to make a voluntary arrangement or composition with its creditors or any notice to the buyer and or any of its creditors that a proposal for the same is to be or have been made

4.4.3 the buyer becoming unable to pay its debts as such expression as defined by the Insolvency act 1986

5 Notification of Loss or Damage

The company must be informed in writing within three days of delivery of goods in the event of any shortage or damage and within seven days of receipt of invoice of the goods have not been delivered otherwise the goods shall be deemed to have been accepted by the buyer as being in good order and in conformity with the contract.

6 Payment

6.1 Payment is strictly net cash to be made by the due date stated on the invoice or in the absence of any such stated date, within 30 days of the invoice date. Failure to make due payment in respect of deliveries or instalments under this or any other contract between the buyer and the company shall entitle the company to suspend or cancel deliveries in whole, or in part at its own discretion

6.2 If payment is not made in full by the due date the company reserves the right to charge interest to the buyer at the rate of 3% per year above the base rate from time to time of [LLOYDS BANK PLC] on the unpaid balance (such interest to accrue on a day to day basis from the due date as well as before any judgement)

6.3 Payment shall be due whether or not the property in the goods has been passed by virtue of clause above and the company shall without prejudice to any other right or remedy accordingly be entitled to sue for the price once the same is due even if property in the goods has not passed.

7 Liability

7.1 The buyer shall inspect the goods upon delivery. The Company will make good at its option by repair or replacement any defects in the goods due solely to defective workmanship or materials which are notified in writing to the company and in the case of any defect discoverable upon reasonable examination such notification must be made within fourteen days from the date of delivery and in the case of any defect not discoverable upon reasonable examination such notification must be made within seven days of the date such defect is actually discovered provided that

7.1.1 if required by the company and at the buyers cost the goods are returned within fourteen days of notification of the defects packaged and transported in accordance with the companies requirements and
7.1.2 the said obligations in any event shall only apply where the use of the product has not exceeded the maximum period of twelve months from the delivery date
7.2 Save as herein set out and for liability for death or personal injury resulting from the use of any product and save for breach of the companies implied undertakings as to express or implied conditions or warranties as to description quality of the goods or otherwise are expressly excluded.
7.3 Except as provided in S.2 of the Unfair Contract Terms Act 19** liability for death or personal injury resulting from negligence the company accepts no responsibility in any circumstances for any direct or indirect or consequential loss or damage, however arising, which the purchaser may sustain in connection with goods supplied under the contract whether such goods are of the companies own manufacture or not.

8 Termination

The company may by notice to the purchaser cancel all or any part of any contract.

These Terms and Conditions of Sale are subject to the discretion of the companies' directors and may be changed without prior notice.