CONDITIONS OF SALE
Subject as below all contracts for the supply of goods by Duraflor (the Company) will be subject to the following terms and conditions and in dealing with the Company the Buyer accepts that these terms and conditions shall apply to any Contracts between the parties in preference to the Buyer’s own terms and conditions (if any).
The Company reserves the right to vary quoted prices
(a) To conform to its price for similar goods ruling at the date of despatch.
(b) To take account of changes in manufacturer’s costs or other costs between quotation and delivery.
(a) All goods are offered subject to being unsold on receipt of order.
(b) The Company will not be liable for any loss, damage or expense of whatsoever nature and howsoever caused arising out of the failure of the Company by non-delivery, late delivery or otherwise to fulfil any contract with the Buyer unless such loss or damage or expense arises as a result of any neglect or omission by the Company itself, its employees or agents.
(c) Without prejudice to the provisions of sub-paragraph (b) of this paragraph, the Company will not entertain any claim for non-delivery unless written notification is received by the Company within 7 days of the receipt of invoice.
(d) In the event of the Company accepting back goods incorrectly ordered, the Company shall be free to make, and the Buyer will pay a reasonable charge for all expenses incurred as a result of the Company so doing. (e) Time for delivery of goods shall not, unless otherwise expressly agreed, be of the essence, and the Buyer shall not be entitled to cancel the order for non-delivery unless he has given the Company 21 days notice in writing of his intention
to do so in the event of the goods not being delivered within that time. (f) Under no circumstances whatsoever shall the Company’s liability under any contract between the Company and the Buyer exceed the invoice price of the particular goods the subject of the claim except in so far as the Buyer has given notice in writing prior to the conclusion of such contract to the Company of any factors indicating that such liability would exceed
the invoice price. (g) Time for delivery is given as accurately as possible but is not guaranteed. The Customer shall have no right to damages or to cancel the order for failure for any cause to meet any delivery date or time stated. (h) The Customer is responsible in all cases for unloading the delivery and shall be responsible for all loss or of damage to the goods during the course of such unloading.
Risk in Property
(a) Risk of damage to or loss of the goods shall pass to the Buyer:–
(i) In the case of goods to be delivered at the Company’s premises at the time when the Company notifies the Buyer that the goods are available for collection or
(ii) In the case of goods to be delivered otherwise than at the Company’s premises at the time of delivery or, if the Buyer wrongfully fails to take delivery of the goods, the time when the Company has tendered delivery of the goods.
(b) Notwithstanding delivery and the passing of risk in the goods, the property in the goods shall not pass to the Buyer until the Company has received in cash or cleared funds payment in full of the price of the goods.
(c) Until such time as the property in the goods passes to the Buyer, the Buyer shall hold the goods as the Company’s fiduciary agent and bailee and shall keep the goods separate from those of the Buyer and third parties and properly identified. Until that time, the Buyer shall be entitled to re-sell or use the goods in the ordinary course of its business, but shall account to the Company for the proceeds of sale or otherwise of the goods.
(d) Until such time as the property in goods passes to the Buyer (and provided the goods are still in existence and have not been resold) the Company shall be entitled at any time to require the Buyer to deliver up the goods to the Company and, if the Buyer fails to do so forthwith to enter upon any premises of the Buyer or any third party where the goods are
stored and repossess the goods.
Warranties and Claims
(a) The Company warrants that the goods will correspond with their specification at the time of delivery and will be free
from defects in materials and workmanship.
(b) Save as aforesaid except where the goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977) all warranties, conditions or other terms implied statute or common law are excluded to the fullest extent permitted by law. (c) Any claim by the Buyer based on any defect in the quality or condition of the goods or their failure to correspond with the specification shall be notified to the Company within 7 days from the date of delivery or (where the defect or failure was
apparent on reasonable inspection) within a reasonable time after the discovery of the defect or failure.
(d) Where any valid claim in respect of any goods which is based on any defect in the quality or condition of the goods or their failure to meet the specification is notified to the Company in accordance with these conditions the Company shall be entitled to replace the goods free of charge or, at the Company’s sole discretion, refund the Buyer the price of the goods
(or if a portion a part thereof) but the Company shall have no further liability to the Buyer.
The terms of payment are as follows:–
(a) For Buyers with credit facilities – Nett by 20th of the month following the month of invoice.
(b) Buyers purchasing on a Pro-Forma basis – Nett.
(c) In consideration of Duraflor Group accepting instructions from any private limited company, limited liability partnership,
or PLC, the directors or members signing acceptance on behalf of the company, limited liability partnership, or PLC, hereby guarantee (and if more than one jointly and severally) all sums due to Duraflor Group payable by the company, limited liability partnership, or PLC, to the intent that the directors or members shall be jointly and severally liable to the company, limited liability partnership, or PLC to Duraflor Group.
(d) Payments can be made by certain credit or debit cards, but where these are payments against a customer’s credit account a 2.5% surcharge will be added to offset the cost of providing credit facilities and card processing.
In all cases, VAT should be taken as Nett.
All overdue accounts will bear an administration fee of £20. All returned cheques will bear an administration fee of £20. All accounts overdue on the 20th of the month following invoice date will bear interest at the rate of 2.5% per month or part thereof from the 21st of the month after invoice until payment.
These conditions and any act or contract to which they apply shall be governed by English Law.