|
|
| |
TERMS AND CONDITIONS OF SALE |
|
| |
| |
- DEFINITIONS
In these conditions, unless the context requires otherwise:
1.1 "Buyer" means the person who buys or agrees to buy the Goods from the Seller;
1.2 "Contract" means the Contract between the Buyer and the Seller consisting of the order acknowledgement, any documents referred to therein and these terms and conditions.
1.3 "Delivery Date" means the date specified by the Seller when the Goods are to be delivered.
1.4 "Goods" means the articles which the Buyer agrees to buy from the Seller.
1.5 "Price" means the price for the Goods.
1.6 "Seller" means Safetoes Limited.
- APPLICABILITY OF CONDITIONS
All contracts for the sale of Goods between the Buyer and the Seller shall take effect subject to these terms and conditions, which shall not be varied, save with the written consent of both parties (whether before or after the conclusion of the Contract).
- PRICE AND PAYMENT
3.1 The Price shall be the Seller's current quoted price. The Price is exclusive of VAT, which shall be due at the rate ruling on the date of the Seller's invoice.
3.2 We reserve the right to alter prices without prior notice.
3.3 Payment of the Price and VAT shall be due within 30 days of the date of the invoice. Time for payment shall be of the essence.
3.4 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until payment at a rate of 2% above the base rate of Barclays Bank plc from time to time in force.
3.5 The Buyer may not withhold payment of any invoice or other amount due to the Seller by reason of any right of set-off or counterclaim which the Buyer may have or allege to have or for any reason whatsoever.
- PROPER LAW
These terms and conditions and any contract made under them are governed by the law of England and Wales. Any dispute arising from these terms and conditions or any contract made under them will be subject to the exclusive jurisdiction of the English courts.
- DELIVERY
5.1 Delivery shall be made on the Delivery Date. The time for delivery shall not be of the essence. The method of delivery to be used will be that specified by the Seller.
5.2 Risk in the Goods shall pass to the Buyer upon delivery.
5.3 The Seller may in its sole discretion deliver the Goods by separate instalments, in which case each separate instalment shall be invoiced and paid for in accordance with these terms and conditions.
- INSURANCE AND TRANSPORT
Unless otherwise stated in the order acknowledgement the Seller shall insure the Goods up to the point of delivery. Where the Price of the Goods does not exceed the current "small purchases limit" fixed by the Seller from time to time, the cost of insurance and transport shall be added to the Price of the Goods and payable by the Buyer as part of the Price.
- LIMITATION OF LIABILITY
7.1 The Buyer shall inspect the Goods on delivery and shall within 3 days of delivery notify the Seller of any alleged defect, shortage in quantity, damage or failure to comply with description or sample. The Buyer shall afford the Seller the opportunity to inspect the Goods within a reasonable time following delivery and before any use is made of them. If the Buyer shall fail to comply with these provisions the Goods shall be conclusively presumed to be in accordance with the Contract and free from any defect or damage, and the Buyer shall be deemed to have accepted the Goods.
7.2 In the event that the Goods are not in accordance with the Contract the Seller may, at its sole discretion, repair or replace the Goods or make good any shortage in quantity.
7.3 The Seller's liability in respect of any non-delivery, defect, or damage shall under no circumstances exceed the Price of the Goods. The Seller's liability shall not extend to any consequential loss whether foreseeable or not.
- FORCE MAJEURE
Where prevented from or hindered in performance of its obligations under the Contract by reason of any circumstance outside its reasonable control including (without limitation) Government intervention, act of foreign power, war, civil commotion, lockout or strike, the Seller shall be relieved of all liability in respect of the consequences of such prevention or hindrance.
- RESERVATION OF TITLE
9.1 Notwithstanding clause 5.2 above, property in the Goods shall not pass from the Seller until:
9.1.1 the Buyer shall have paid the Price in full, and;
9.1.2 no other sums whatsoever shall be due from the Buyer to the Seller.
9.2 Until property in the Goods passes to the Buyer, the Buyer shall hold the Goods and each of them on a fiduciary basis as bailee for the Seller. The Buyer shall store the Goods (at no cost to the Seller) separately from all of the Goods in its possession and marked in such a way that they are clearly identified as the Seller's property.
9.3 Notwithstanding that the Goods (or any of them) remain the property of the Seller the Buyer may sell or use the Goods in the ordinary course of the Buyer's business at full market value for the account of the Seller. Until property in the Goods passes from the Seller the entire proceeds of sale or otherwise of the Goods shall be held in trust for the Seller and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Seller's money.
9.4 The Seller shall be entitled to recover the Price plus VAT notwithstanding that property in any of the Goods has not passed from the Seller.
9.5 Until such time as property in the Goods passes from the Seller the Buyer shall on request deliver up the Goods. If the Buyer fails to do so the Seller may enter upon any premises owned, occupied or controlled by the Buyer where the Goods are situated and repossess the Goods. On the making of such a request the rights of the Buyer under clause 9.3 shall cease.
- GENERAL
10.1 All headings are for ease of reference only and shall not affect the construction of these terms and conditions.
10.2 Any provision of these terms and conditions which is or may be void or unenforceable shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision.
10.3 No forbearance by the Seller (whether express or implied) in enforcing any of its rights under the Contract shall prejudice its right to do so in the future.
10.4 The Seller may licence or sub-contract all or any part of its rights and obligations under the Contract without the Buyer's consent.
- RETURNS
11.1 All Safetoes safety footwear is guaranteed against manufacturing fault should one occur within reasonable wear and tear. Each case will be inspected individually.
11.2 All Good footwear is non-returnable (Only for Size Exchanges providing the goods are in a saleable condition and unworn); only with the discretion of management will we accept stock exchanges, only equal to the value ordered. The cost of returning the goods to Safetoes Limited will be at the customer's expense.
Safetoes terms 27/02/04 |
|
|
