Terms & Conditions

• Application of Conditions
  • The Supplier shall supply and the Customer shall purchase the Goods and Services subject to these Conditions.
  • The Contract shall be to the exclusion of any other terms and conditions subject to which any quotation / specification / schedule / accepted order is accepted or purported to be accepted, or any such order is made or purported to be made, by the Customer.
• Sale and Service
  • The Supplier's employees or agents are not authorised to make any representations concerning the Goods and Services unless confirmed by the Supplier in writing. In entering into the Contract the Customer acknowledges that it does not rely on, and waives any claim for breach of, any such representations which are not so confirmed.
  • Sales literature, price lists and other documents issued by the Supplier in relation to the Goods and Services are subject to alteration without notice and do not constitute offers to sell the Goods which are capable of acceptance.
  • No contract for the sale of the Goods and Services shall be binding on the Supplier unless:
    • the Supplier is in possession of all of the Goods at the time the Customer makes payment in full of the price of the Goods in cash or cleared funds; AND
    • the Supplier has accepted an order placed by the Customer, by whichever is the earlier of:-
      a) the Supplier’s written acceptance;
      b) delivery of the Goods; or
      c) the receipt by the Customer of the Supplier’s invoice.
    • AND FOR THE AVOIDANCE OF DOUBT in the event that the Supplier is not in possession of the Goods at the time the Customer makes payment in full of the price of the Goods in cash or cleared funds then there shall be no obligation nor liability of the Supplier’s part should the Supplier be unable to supply the Goods thereafter for whatever reason.
  • The Customer is deemed to have accepted these Conditions by the earlier of payment of deposit or total funds into the Supplier’s nominated bank account, submitting a purchase order, by entering into any negotiation with the Supplier verbally or otherwise or accepting delivery of Goods or Services from the Supplier.
  • The Supplier shall not be liable in any way for any typographical, clerical or other accidental errors, discrepancies or omissions in any sales literature, quotation/specification/schedule/accepted order, price list, acceptance of offer, proforma invoice, invoice or other document or information issued by the Supplier and the Customer shall assume all risk in this respect. In the event that there are any such errors, discrepancies or omissions in any document issued by the Supplier then it shall be the Customer’s responsibility to bring this to the Supplier’s attention for correction or clarification prior to payment. Failure to do so will mean that the Customer has waived any and all claims for any such errors, discrepancies or omissions.
  • Nothing in the Contract shall create an obligation on the Supplier to sell any Goods to the Customer.
• The Services
  • The Supplier will use reasonable care and skill to perform the Services identified in any quotation/specification/schedule/accepted order or as otherwise agreed between the parties PROVIDED THAT the Supplier shall not be responsible or held liable in any way for any direct or indirect losses, costs or expenses suffered by the Customer as a direct or indirect result of the Supplier’s provisions of the Services.
  • The Supplier shall use all reasonable endeavours to complete its obligations in carrying out the Services but time will not be of the essence in the performance of these obligations.
  • The Customer must provide a full detailed written specification of the Services required by the Customer. No claims can be made in respect of any Services provided by the Supplier unless the Supplier fails to meet such written specification.
• Payment
  • The price of the Goods and Services shall be the price as may be specified in writing by the Supplier or in the absence of written communication as agreed verbally between the parties.
  • All payments required to be made pursuant to this Contract by either party shall be made in full via cleared funds prior to the shipping of any Goods or provision of Services except where the Customer has an approved credit account with the Supplier in which case all payments shall be made in full within 30 days of the date of the relevant invoice.
  • All payments to the Supplier shall be made without any set-off, withholding or deduction whatsoever.
  • If the Customer requires the Goods and/or Services to be despatched the same day then the Customer must make this clear in writing and the Supplier must be in receipt of total payment by cleared funds by 2pm (or in the case of Customers from outside the UK by 12pm) on that day. In such circumstances whilst all reasonable endeavours will be made to despatch the Goods the same day no guarantee is given in this respect and there shall be no liability whatsoever on the part of the Supplier should there be any delay in despatching the Goods.
  • The time of payment shall be of the essence of these Conditions. If the Customer fails to make any payment on the due date in respect of the price or any other sum due under these Conditions then the Supplier shall, without prejudice to any right which the Supplier may have pursuant to any statutory provision in force from time to time, have the right to charge the Customer interest on a daily basis at an annual rate of 8 per cent above the base rate of Barclays Bank plc from time to time on any sum due and not paid on the due date. Such interest shall be calculated cumulatively on a daily basis and shall run from day to day and accrue after as well as before any judgement.
  • All payments shall be made in full to the Supplier as indicated on the invoice issued by the Supplier and shall be made to the Supplier in the currency of the price stated in the Contract at its office as indicated on the form of acceptance or invoice issued by the Supplier.
  • All payments for Goods that are shipped but are on hold must be received within 24 hours of the time of arrival of the Goods. Failure to make such payment within this timescale shall result in the Goods being pulled by the Supplier and any deposit(s) paid shall be forfeited and shall belong to the Supplier.
• Delivery
  • The Goods shall be deemed to be delivered upon delivery to the address specified in the Supplier’s invoice.
  • The Delivery Date is approximate only and time for delivery shall not be of the essence
  • The Goods may be delivered by the Supplier in advance of the Delivery Date.
  • If the Supplier fails to deliver the Goods or Services on the Delivery Date for whatever reason the Supplier shall have no liability in respect of any such late delivery or non delivery of Goods and Service.
  • If the Supplier is unable to deliver the Goods or Services as a result of any action or omission by the Customer then any deposit(s) paid by the Customer shall be forfeited and shall belong to the Supplier.

• Purchase
  • The Purchase Order constitutes an offer by the Buyer to purchase the Goods subject to these Conditions.
  • The Seller shall accept the Purchase Order placed by the Buyer and a binding contract for the supply of the Goods subject to these Conditions, shall exist by whichever is the earlier of: -
  • the Seller’s acceptance of the Purchase Order, in writing or orally, subject to these Conditions; or
  • Delivery of Goods
  • Any typographical clerical or other accidental error or omission in the Purchase Order placed by the Buyer or in any drawings specifications, instructions, tools or other material supplied by the Buyer, shall be subject to correction without any liability on the part of the Buyer.
  • No variation to the Contract shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Seller.
• Purchase Orders / Specification
  • The quantity, quality and description of the Goods shall, subject as provided in these Conditions, be as specified in the Purchase Order and/or in any applicable Specification supplied by the Buyer to the Seller or agreed in writing by the Buyer and shall take precedent over any description or specification provided by the Seller. It is the Buyer’s descriptions and specifications that shall apply to the exclusion of any other description and specification.
  • Any Specification supplied by the Buyer to the Seller, or specifically produced by the Seller for the Buyer, in connection with the Contract, together with the copyright, design rights or any other intellectual property rights in the Specification, shall be the exclusive property of the Buyer. The Seller shall not disclose to any third party or use any such Specification except to the extent that it is or becomes public knowledge through no fault of the Seller, or as required for the purpose of the Contract.
  • The Goods shall be marked in accordance with the Buyer’s instructions and any applicable regulations or requirements of the carrier, and properly packed and secured so as to reach their destination in an undamaged condition in the ordinary course.
  • The Seller shall not refuse to take any steps necessary to comply with any request by the Buyer to inspect or test the Goods during manufacture, processing or storage at the premises of the Seller or any third party prior to despatch, and to provide the Buyer with any facilities reasonably required by the Buyer for inspection or testing.
  • If as a result of inspection or testing the Buyer is not satisfied that the Goods will comply in all respects with the Contract, and the Buyer so informs the Seller within seven days of inspection or testing, the Seller shall take such steps as are necessary to ensure compliance.
  • The Seller shall comply with all applicable regulations or other legal requirements concerning the manufacture, packaging, packing and delivery of the Goods.
• Price
  • The Price of the Goods shall be as stated in the Purchase Order and, unless otherwise so stated, shall be:-
  • exclusive of any applicable value added tax (which shall be payable by the Buyer subject to receipt of a VAT invoices); and
  • inclusive of all charges for packaging, packing, shipping, carriage, insurance and delivery of the Goods to the Delivery Address and any duties, imposts or levies other than value added tax.
  • No increase in the Price may be made (whether on account of increased material, labour or transport costs, fluctuation in rates of exchange or otherwise) without the prior consent of the Buyer in writing.
  • The Buyer shall be entitled to any discount for prompt payment, bulk purchase or volume of purchase customarily granted by the Seller, whether or not shown on its own terms and conditions of sale.
• Payment
  • The Seller shall be entitled to invoice the Buyer on or at any time after delivery of the Goods, as the case may be, and each invoice shall quote the number of the Purchase Order.
  • Unless otherwise stated in the Purchase Order, the Buyer shall pay the Price of the Goods within 5 days after the end of the month of receipt by the Buyer of a proper invoice or, if later, after acceptance of the Goods in question by the Buyer, but time for payment shall not be of the essence of the Contract.
  • The Buyer shall be entitled to set off against the Price any sums owed to the Buyer by the Seller.
• Delivery
  • The Goods shall be delivered to the Delivery Address on the date or within the period stated in the Purchase Order, in either case during the Buyer’s usual business hours.
  • Where it is agreed in writing that the date of delivery of the Goods is to be specified by the Seller after the placing of the Purchase Order, the Seller shall give the Buyer reasonable notice in writing of the specified date.
  • The time of delivery of the Goods is of the essence of the Contract.
  • A packing note clearly quoting the number of the Purchase Order must accompany each delivery or consignment of the Goods.
  • If the Goods are to be delivered by instalments, the Contract will be treated as a single contract and not severable.
  • The Buyer shall be entitled to reject any Goods delivered which are not in accordance with the Contract or the Specification, and shall not be deemed to have accepted any Goods until the Buyer has had a reasonable time to inspect them following delivery.
  • The Seller shall supply the Buyer in good time with any instructions or other information to enable the Buyer to accept delivery of the Goods.
  • The Buyer shall not be obliged to return to the Seller any packaging or packing materials for the Goods, whether or not any Goods are accepted by the Buyer.
  • If the Goods are not delivered on the due date then, without prejudice to any other remedy, the Buyer shall be entitled to deduct from the Price or (if the Buyer has agreed to pay any part of the price in advance of delivery) to claim from the Seller by way of liquidated damages for delay 10 per cent of the Price for every week’s delay, up to a maximum of 80 per cent of the Price.
  • The Buyer shall not be deemed to have accepted the Goods until it has had 2 days to inspect them following delivery or collection as the case may be. The Buyer shall also have the right to reject the Goods as though they had not been accepted for 20 days after any latent defect in the Goods has become apparent.