Universal Mouldings Ltd
Terms and Conditions of Business
1. Definitions In these conditions of sale references to “Company” mean and references to the “Customer” mean the person, firm, company or corporation by whom the order is given. References to “the Goods” mean the subject matter of the order or any part or variation thereof.
2. General Any acceptance by the Company of the Customer’s order is conditional upon acceptance by the Customer of these conditions which, unless otherwise agreed in writing, shall be the only conditions applicable to any contract entered into by the Company for the sale of product to the Customer. All other conditions, warranties, descriptions and representations inconsistent therewith express, implied, statutory or otherwise are hereby excluded except insofar as any statutory provisions, conditions or warranties shall not be capable of being excluded.
3. Availability of Materials and Transport Quotations (if any), orders and contracts are subject to variation or cancellation at the election of the Company if owing to an act of God, war, strike, lock-outs, work to rule, fire flood, drought, or any other causes whatsoever outside the control of the Company, the Company is unable to procure the Goods, materials or transport for delivery thereof or if the Goods, materials or transport are only available at increased cost to the Company.
4. Delivery [a] Subject to receiving all necessary information relating to any order the Company will endeavour to comply with the Customer’s delivery requirements. However the Company is not to be liable for delay or failure to deliver the Goods or for any damage, loss, expense arising from or connected with such delays or failure. Time for delivery shall not be deemed to be of the essence of any contract unless a guarantee shall have been given in writing specifying an agreed sum as liquidated damages and the Customer has suffered loss by the Company’s delay.
[b] Delivery promises are based on the assumption that there is an unobstructed good hard road giving adequate access to the Customer’s unloading point; available storage space for the Goods and suitable and sufficient labour for unloading the Goods when delivered. The Company will not be responsible for any damage done to the Goods resulting from unloading or handling on site. If there is no such adequate unobstructed road or available storage space, the Company reserves the right to withhold the delivery and charge for wasted journeys.
[c] In the event of delivery of the wrong Goods the Company’s liability shall be limited to replacing such wrong Goods with the correct Goods, provided the wrong Goods are returned to the Company in good condition within 14 days.
[d] Where the Goods are held by the Company awaiting delivery instructions or where the Customer does not accept or make facilities available for the delivery and acceptance of Goods as herein provided, then the Company shall be entitled to invoice the Customer and be paid for the Goods as herein provided.
[e] The Company will accept no liability for shortage or loss of Goods unless the Goods are examined on delivery and complaints are made as provided in condition 11, hereof.
[f] Goods are delivered on the Company’s transport or, by appointed carrier. Charges to be advised.
5. Catalogues and other literature All descriptive and sales catalogues, and other advertising matter and price lists are intended merely to represent a general idea of the Goods described therein and none of these shall form part of any contract.
6. Samples Samples (if any) are only submitted as indicative of a class of Goods without any guarantee as to size, colour, or quality of the Goods. The Company will endeavour to comply with any sample but it is to be under no liability for failure to comply as aforesaid or for failure to provide the size, colour or quality selected and any sale of Goods shall not be by reference to any such samples.
7. Pricing Unless otherwise expressly agreed by the Company in writing, prices quoted in any contract, order, price list or otherwise are subject to increase without notice in the event of there being, prior to delivery of the Goods any rise in the market price of the Goods or any increase in cost to the Company of, or caused by, materials, fuel, labour, transport, government or other duties or taxes.
8. Terms of Payment [a] Goods can only be delivered and any applicable discount can be granted upon terms that payment for the Goods will be made within 30 days of the date of invoice or notification that the Goods are available for delivery, whichever shall be the earlier. In default of payment as aforesaid, interest will be charged at the option of the Company against the Customer at 2.5% per annum above Bank of England Minimum Lending Rate for the time being in force from the due date of payment until the date of receipt of payment.
[b] In the event of non-payment in accordance with agreed terms or non-payment of one instalment when due, where payment is to be made by instalments, the whole of the price for the Goods delivered shall immediately become due and payable and the Company shall be entitled at its option either to withhold delivery in respect of all orders with the Customer or to cancel same.
9. Retention of Title The property in the Goods shall not pass to the Customer until the Customer has paid for such Goods (including carriage and interest) and discharged any other indebtedness to the Company in full. If notwithstanding that the ownership of the Goods has not passed to the Customer and the customer has sold to a third party, then the Customer so sells as a fiduciary agent for the Company and shall hold all or part of the proceeds of such sale, or any Goods or property purchased therewith, on trust for the Company. The Customer agrees that prior to the payment for the Goods or the discharge of any other indebtedness in full, the Company may at any time enter on to the Customer’s premises or any other site where the Goods may be and remove the Goods there from and resell the same. Notwithstanding that the property in the Goods shall not pass to the Customer save as provided above the Goods shall be at the risk of the Customer from the time of collection by or delivery to him of the Goods and in the event of the Goods being damaged, destroyed or lost after collection or delivery the Company shall be entitled to payment in full for the same. If the Customer requires postponement of collection or delivery of the Goods, the Company may at its option exercisable by notice in writing to the Customer treat the risk in the Goods as having passed to the Customer.
10. Claims [a] The Customer must accept full responsibility for the suitability of the Goods ordered for the purpose to which they are put.
[b] The Company shall incur no liability in respect of any matter concerning the Goods, whether for shortage, defective quality, colour match, or for any discrepancy or fault whatever kind as to the number, condition, quality or description or otherwise, unless the Customer shall give written notification thereof to the Company within 3 days of the delivery of the Goods giving rise to claim or complaint. This obligation to give notice is a condition of this contract and is imposed so that the company itself gives notice to the manufacturer or other party involved. The liability of the Company for a claim made hereunder shall at the option of the Company be limited to replacing the Goods subject of the claim or complaint after the delivery thereof.
[c] Save as aforesaid the Company shall be under no liability in respect of short delivery, defective goods, failure to comply with description or lack of quality, delay in delivery or in respect of any other claim or complaint relating to the Goods. In any event the Company shall not be liable for any direct or indirect or consequential loss or damage or loss of profit of whatsoever nature, labour costs incurred in repairing or replacing Goods or any loss or damage or delay howsoever arising caused by circumstances outside the reasonable control of the Company.
[d] All terms, express or implied, relating to the quality of Goods are warranties only the breach of which gives no right to reject the Goods or terminate the contract in any circumstances whatsoever.
11. Cancellations and Returns Contracts and orders and parts thereof may be cancelled by the Customer only with the Company’s previous agreement in writing. Any cancellation will render the Customer liable for any costs, loss of profit or expenses incurred by the Company as a result.
12. Returns and Re-stocking Policy Goods will be accepted back into stock by agreement only if they have unopened packaging and are received at our warehouse in a re-saleable condition. It is the responsibility of the purchaser to return the goods within 30 days. A 15% re-stocking levy on returned goods plus a standard £20.00 carriage levy plus any carriage overweight will be advised and charged.
13. Waiver Any waiver of these Conditions (or any of them) shall not prejudice or affect the Company’s rights and remedies in respect of any subsequent breach, non-performance or non-observance by the Customer of the terms or conditions of the contract. The acceptance by the Company of any payment after the specified due date thereof shall not constitute a waiver of the Customer’s obligations to make future payment on the specified dates.
14. Law of Contract Every contract to which these conditions apply shall be constructed and operate as an English Contract and in accordance with English law and all disputes shall be submitted to the jurisdiction of the English Courts.