4.Payment
(a)Unless otherwise agreed payment for Goods for delivery within the United Kingdom shall be due at the time of or before dispatch from our works except where Goods are dispatched C.O.D. Subject to satisfactory trade reference a credit account may be opened by you in which case payment shall be due not later than 30 days from date of delivery. In the case of credit account customers punctual payment is a condition precedent to further deliveries and in no case is any deduction allowed.
(b)In the case of orders for delivery outside the United Kingdom unless otherwise agreed with you to the contrary payment shall be due as soon as we notify you that the Goods are ready for shipment and no Goods will be shipped until payment has been received by us in full.
5.Delivery
(a)Unless otherwise agreed Goods for delivery within the United Kingdom will be dispatched and the cost of the Goods plus carriage will be invoiced to the Buyer on the day of dispatch.
(b)In all cases dates quoted by us for delivery are subject to confirmation by us at the time your order is placed.
(c)We will use our best endeavors to deliver promptly and in accordance with the times stated by us but all such times must be treated as estimates only and we shall be under no liability whatsoever for any failure or delay in dispatch or delivery nor for any loss or damage whatsoever arising there out.
(d) Next Day Delivery Options - Orders must be placed and received before 2pm. Mon-Fri deliveries only - no Saturday deliveries. Dispatches and Deliveries will not be made on Bank Holidays.
6.Title and Risk
(a) Full and complete property in and title to the Goods will remain with the Seller until full payment is received by the Seller of the price therefore and of all other amounts due from the Buyer to the Seller. Until such payment the Buyer shall have possession of the Goods as a fiduciary agent for the Seller and shall store the Goods in such a way as to enable them to be identified as the property of the Seller. The Buyer shall not remove, alter or render illegible identification marks on the Goods or packing materials.
(b)Where the Buyer is purchasing the Goods for re-sale or hire the Buyer shall be entitle to resell or hire the Goods to a third party in the ordinary course of its business subject to the Buyer satisfying the following conditions for so long as any amount remains due to the Seller:
[i]The Buyer shall on behalf of the Seller make a written record identifying Goods sold or hire pursuant to each transaction the name and address of the customer to whom such Goods are sold or hired and the site at which such Goods are located. Such record shall be the property of the Seller and shall be open for inspection on request.
[ii]Where the Goods are hired to a third party the terms of hire shall be in such form as the Seller shall designate or approve or if no such form is designated or approved shall provide for the hire to determine forthwith upon the Buyer taking or suffering any of the steps specified in paragraph (c)[i] of this Condition.
[iii] The Buyer shall upon written request from the Seller assign to the Seller all the rights and claims which the Buyer may have against its customers arising from any such resale or hire.
(c) If the Buyer
[i] Enters into a Deed of Agreement or becomes bankrupt or compounds with his creditors or has a receiving order made against him or if (being a Company) an order is made or a resolution is passed for the winding up of the Buyer or if a receiver or administrator is appointed of any of the Buyer's assets or undertaking or if circumstances arise which entitled the Court of a creditor to appoint a receiver or manager or which entitled the Court to make an Administration Order or a Winding Up Order or if the Buyer takes or suffers any similar action in consequence of debt;
[ii]commits any breach of this or any contract between the Seller and the Buyer;
the right of the Buyer to resell or hire the Goods under paragraph (b) of this Condition shall determine forthwith and the Seller may without prejudice to any of his other rights stop any Goods in transit and/or suspend further deliveries and/or determine the rights of the Buyer under this Condition and/or by notice in writing to the Buyer to determine the contract and/or require the Buyer to repossess and deliver up the Seller any Goods title to which remains with the Seller.
Where Goods title to which remains with the Seller form part of an installation using or intended to use a consumable product the Seller reserves the right to make arrangements to continue the supply of the consumable product without repossessing the Goods.
(d)The Seller reserves the right to repossess any Goods of which payment is overdue and thereafter to resell the same and for this purpose and for the purpose of taking possession of the records maintained by the Buyer for the Seller pursuant to this Condition hereby grants an irrevocable right and license to the Seller and its agents to enter upon all or any of its premises with or without vehicles during normal business hours. This right shall continue to subsist notwithstanding the termination of the contract for any reason and is without prejudice to any accrued rights of the Seller thereunder or otherwise.
(e)Risk in the Goods shall pass to the Buyer on the earlier of delivery or dispatch of the Goods by the Seller to the Buyer.
(f)Where the Goods are sold for delivery outside the United Kingdom the foregoing provisions of this Condition shall not apply. Such Goods shall be sold on an FOB basis or on the basis of such other international trade term shall be agreed in writing. The meaning of the term FOB or any other international trade term shall be that contained in Incoterms as revised from time to time.
7.Notification of Damage or Loss In case of alleged shortage or damage you must endorse the driver's receipt accordingly and submit a written claim to us and to the carriers within three days after delivery. Written notice of non-delivery must be given to us within ten days after the date of dispatch of the Goods to you as notified in our advice note and/or in our invoice. Claims made outside these time limits cannot be entertained.
8. Recommendations, Illustrations, Specifications etc.
(a) Recommendations regarding the use of the Goods supplied to us are based on tests and experience and are considered to be reliable. However, since the conditions under which such tests are applied and to which they may subsequently be subjected when in service are beyond our control, we do not guarantee except as specified in Condition 9 hereof the results obtained nor can we guarantee the accuracy of any specification, illustrations, drawings or other particulars of our Goods combined in any of our catalogues, price lists, advertisements or any other publication issued by us.
(b) Where possible all goods will be supplied from manufacturers with formal quality assurance accreditation. However, some overseas manufacturers do not yet have any quality assurance standards and we reserve the right to supply Goods from these Manufacturers unless otherwise specified by our customers.
9.Warranty
(a) In the event that any of the Goods are found defective as a result of any fault or defect which occurred during Manufacture of the Goods, we will provide such reasonable assistance to the Buyer as may be required in pursuing any claim against the Manufacturer of the Goods.
(b) In addition to our obligations in Condition 9 (a).
we will provide a 12 months warranty on all products sold and will at our option either repair or replace the defective Goods. Any Goods repaired or replaced by us will be subject to the conditions with any necessary alterations PROVIDED ALWAYS THAT the Buyer:
[i] First satisfies that the Goods were properly handled, stored or properly used for their intended purpose after they were delivered to
the Buyer.
[ii] Has notified us in writing of any defect within seven days of discovery of such defect.
[iii] Shall not recover any amount under this Warranty in excess of the value of the defective item.
10 Installments In the case of Orders for delivery of Goods by installments each installment shall be deemed to be sold under a separate Contract and payment for each installment is to be made on the due date as a Condition Precedent to future deliveries.
11 English Law English Law shall apply and any dispute shall be settled in the English Courts.