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Terms and Conditions of Sale
1. Definitions
In these conditions "the Company" shall mean E.E.Ingleton
Engineering Ltd. and "the Buyer" shall mean any person,
firm company or other organisation placing an order with the
Company
2. Application & Variation of Conditions
These conditions shall be incorporated in all quotations and
contracts for the sale of goods and/or services by the Company
and any provision of the Buyer's order which is inconsistent
with them shall be of no effect. These conditions cannot be varied
without the prior written agreement of the Company stating the
variation and referring expressly to the condition which is to
be varied.
In the event that the Buyer is not held strictly to these conditions
the Company shall be entitled to rely on them later if it so
wishes
3. Prices
a. Prices given or quoted are exclusive of Value Added Tax
or any other applicable tax or duty.
b. Unless stated otherwise in writing delivery will be charged
extra.
c. Where delivery has been included in the price it will be by
the means most convenient to the Company, any variation in delivery
arrangements will be subject to additional charge at the discretion
of the Company.
4. Quotations
a. No quotation, estimate or tender given or made by the Company
shall form a binding offer capable of acceptance by the Buyer.
A binding contract for sale shall only be created upon the acceptance
in writing by the Company of the Buyer's order.
b. Any typographical, clerical or other error or omission in
any sales literature, quotation, price list, acceptance of offer,
invoice or other document or information issued by the Company
shall be subject to correction without any liability on the part
of the Company.
c. Unless otherwise agreed in writing quotations will remain
valid for 30 days.
5. Payment & Credit Terms
a. Orders accepted on Pro-Forma terms will not be despatched
until cleared payment has been received.
b. Where an order is accepted on credit terms payment will be
due by the end of the month following the month of despatch.
c. The Company shall be entitled to charge and the Buyer shall
pay interest on any amount not paid by the due date at the statutory
rate.
6. Title
a. Until payment by the Buyer of all monies payable by the
Buyer to the Company under any contract the property in the goods
or any part of them shall not pass to the Buyer but shall remain
with the Company.
b. Until the property has so passed the Buyer shall hold the
Goods as bailee and will at its own expense keep the Goods safe
and insured against customary commercial risks and shall keep
them separately stored in a readily identifiable state as the
Company's property.
c. Until the property has so passed the Buyer shall return the
Goods to the Company carriage paid on demand and the Company
shall without prejudice to any other rights be entitled to go
upon the property of the Buyer and repossess and remove such
Goods.
d. The Buyer shall be at liberty to sell the Goods in the ordinary
course of business. The proceeds of any such sale and the benefit
of any contract of sale shall be the property of and held in
trust for the Company absolutely, separate from its own monies
in a separate bank account.
e. In the case of materials free issued to the Company the goods
shall be deemed to be the property of the Company in lieu of
work done by the Company on those materials until such time as
payment has been received as under clause 6a.
f. The customer's right to possession of such goods in which
property has not passed shall terminate immediately upon the
case of a body Corporate the appointment of a receiver or Liquidator
or the making or passing of any Order or Resolution for winding-up
or in the case of an individual the making of a Bankruptcy Order
against him or his entering into an Individual Voluntary Arrangement.
7. Despatch
Dates or periods quoted for delivery are approximate, given
for information only, and time shall not be of the essence in
relation to them. Failure by the Company to comply with any such
dates or periods shall not constitute a breach of contract and
shall not entitle the Buyer to treat the contract as terminated
or to any other remedy against the Company.
8. Risk
The risk in the goods but not the ownership shall pass to
the Buyer on delivery.
9. Free Issue Materials
a. Free issue materials or other property supplied to the
Company by or on behalf of the Buyer are held and processed by
the Company entirely at the Buyer's own risk.
b. The Company shall not be responsible for any intrinsic value
of the materials or for any damage or destruction of the materials
howsoever caused.
c. If the materials shall be damaged or rendered useless due
to the fault of the Company, it will process substitute materials
supplied by the Buyer, at no additional charge, but shall have
no further liability to the Buyer whatsoever.
10. Made to Order Products
Where the Company is unable to produce the Goods ordered due
to unexpected technical or other problems it reserves the right
to cancel the order without liability to the Buyer.
11. Cancellation or Variation of Order
Cancellation of or variation to an Order by the Buyer will
not be accepted except at the Company's absolute discretion on
terms which indemnify the Company against any loss and expense
incurred.
12. Patents & Copyrights
In the case that goods are manufactured to designs or schemes
supplied by the Buyer and not advised by the Buyer as being subject
to copyright or patent by a third party, the Company will accept
no liability for loss, damage, liability or costs incurred as
a result of any breach of that patent or copyright.
13. Damages and Shortages.
Goods damaged in transit and shortages must be notified to
the Company in writing within three days of receipt of delivery.
14. Standards
a. Goods supplied will be of ordinary commercial quality or
the standard of quality which is customary for the type of goods
ordered.
b. No condition or warranty is given or implied as to the fitness
or suitability for the intended purpose of the goods whether
known to the Company or not.
c. Guidance on standards and normal practice adopted by the Company
are available on request.
15. Defective Goods
Provided that such goods are first returned to the Company
carriage paid for examination by the Company before they have
been used, sold, processed or modified in any way, the Company
undertakes in respect of any Goods supplied which are within
three months from the date of original despatch shown to the
Company's reasonable satisfaction to be defective by reason of
faulty materials or workmanship and not as a result of improper
use, maintenance or storage by the Buyer, that the Company will
at its absolute discretion either:
a. replace the Goods
b. repair the Goods
c. pay compensation which in the Company's view is reasonable.
Any goods returned by the Buyer shall be at the Buyer's risk
and shall be suitably packaged by the Buyer prior to return.
In no circumstances will the Company be responsible for loss
or damage beyond that expressly referred to in this clause (other
than non-excludable liability for death or personal injury resulting
from negligence on the part of the Company) and in particular
liability for any form of consequential loss is excluded.
16. Assignment
The contract shall not be assigned by the Buyer to any third
party without the prior written consent of the Company.
17. Law & Jurisdiction
The Contract shall be governed by English law. The Buyer on
entering into the Contract submits to the jurisdiction of the
English courts. The condition headings are inserted for convenience
only and shall not affect the construction of these Conditions.
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