1. All orders are accepted only upon and subject to these terms of business and conditions of sale, unless otherwise stated in writing.
2. Delivery and performance times and rates relating to materials or other work whether express or implied and howsoever and whenever given, are approximately only and notwithstanding the times or rate of delivery or performance provided for or implied in any quotation, order acceptance or otherwise
a) we shall not be liable for any loss or damage due to late delivery or performance however caused;
b) the purchaser shall have no rights to rescind the contract where delay in delivery or performance arises through causes beyond our control or where delivery or performance takes place within a reasonable time.
3. Delivery of material ex stock is subject to the material being in stock at the time of our receipt of the purchaser’s written order. Unless specifically stated in writing we do not undertake to deliver the materials in one instalment. If we deliver a quantity of material different from what we have contracted to sell the purchaser is bound to accept as much of it as included in the sale. Payment for materials invoiced is a condition precedent to subsequent deliveries.
4. No liability for short delivery or damage in transit can be entertained either by us or the carriers unless both we and the carriers are notified in writing within three days of receipt of the material. No claim for non-delivery will be entertained unless notice in writing of non delivery reaches us within 3 days of the date of advised despatch. No liability whatsoever for short delivery or damage will be accepted by us where a clearly signed proof of delivery note has been obtained, unless we are advised verbally within six hours from the time of delivery, and the claim be made in writing as above.
5. All claims for defective material as described in Para 8 hereof or for material not according to order shall be made in writing within seven days of the receipt of the material, failing which we can accept no responsibility. Our liability shall be limited to replacing the material or crediting the purchaser with the value of the material at our option and shall exclude any liability for labour or other expenditure or for consequent damage. We are not liable to pay for the cost of work done by purchasers on defective materials unless our previous agreement in writing is obtained.
6. All material supplied hereunder will be of merchantable quality. No other condition or warranty as to quality or fitness for any purpose or as to correspondence with description or sample is to be implied unless it is a warranty which is expressly agreed by us in writing. Only material supplied not in accordance with this paragraph shall be deemed to be defective material.
7. Should the manufacture or delivery of the whole or part of the material the subject of this contract be delayed or prevented or hindered by Act of God, the Queen’s enemies, Government Departments, strikes, lock outs, disputes, accidents to work, plant or machinery or other circumstances beyond our control we shall have the option to cancel wholly or in part or to suspend or delay deliveries without thereby incurring any liability to the purchaser.
8. If the purchasers default in paying any sum due or cease to carry on their business or stop payment to the creditors or grant a trust deed for or make or offer to make any composition or arrangement with or for the benefit of their creditors or become insolvent or commit any act of bankruptcy or any act which would be an act of bankruptcy if committed by an individual or if the purchasers are charged for payment of any sum, any distress execution or diligence (other than an arrestment or inhibition on the dependence of an action is levied or used upon or against them or for their sequestration or winding up or a resolution is passed or notice is given of a resolution to be proposed for their winding up, then and in any of these events the purchasers may be deemed (at our option and without prejudice to our other rights) to have repudiated them and we shall be entitled to recover money due and damages in respect of such repudiation.
9. All accounts are payable on demand, but in any case must be paid not later than 30 days from the date on which the goods were despatched. Such deferred payment may only be taken with our specific approval in writing. Where an account has been unused for a period of 12 consecutive months, any credit facilities previously granted will be withdrawn. We reserve the right to suspend deliveries where payment is not received in accordance with this paragraph. We reserve the right to charge interest on overdue accounts at the rate of 2% over the standard base rate applicable at the time.
10. The property in the goods shall remain with us until we have received payment in full for the goods and all sums owing and/or due to us. If the purchaser should sell the goods prior to making full payment for them our beneficial entitlement shall pass to the proceeds of such sale. So long as the property of the goods remain with us, we have, without prejudice to any obligation to purchase the goods, the right to retake position of the goods (and for that purpose to go upon the purchaser’s premises, or premises occupied them). Nothing in this condition confers on the purchaser any right to return the property, and we may still maintain an action for the price.
11. We maintain the right to sub-contract any order, or any part thereof, at our discretion.
12. V.A.T. will be charged at the rate prevailing on the day of despatch.
13. With the exception of goods covered by special quotations, all goods will be invoiced with prices current at the day of despatch. Carriage charges will be added as applicable.
14. Unless specifically agreed in writing by us, these conditions of sale may not be varied by the purchaser. Any conditions stipulated on an order or other documentation which are at variance to these conditions will in this case be inoperative.
15. This contract shall in all respects operate and be construed as an English contract and in conformity with English Law.