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
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.
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.
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.
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.
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.
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.
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.