CONDITIONS OF SALE (01/08/2009)
INTERPRETATION In these conditions: ‘BUYER’ means the person who accepts a quotation of the Seller for the sale of the Goods or whose order for the Goods is accepted by the Seller. ‘GOODS’ means the goods (including any instalment of the goods or any parts for them) which the Seller is to supply in accordance with these conditions ‘SELLER’ means Tuscan Foundry Products Ltd. Of Units C1-C3, Oakendene Industrial Estate, Bolney Road, Cowfold, West Sussex, RH13 8AZ ‘CONDITIONS’ means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and the Seller.
1. Unless otherwise agreed in writing by us, these conditions shall form part of any contract based on an acceptance of this offer and no conditions inconsistent therewith shall, unless expressly agreed in writing by us, be deemed to override or vary these conditions notwithstanding their being proffered by you at a date later than this offer. These conditions shall apply not only to the present transaction but to all future business in between us except in such cases as the contrary is expressly agreed in writing with us.
2. The Contracts (Rights of Third Parties) Act 1999 shall not apply to this agreement.
3. All technical data, physical dimensions, capacities and other properties and particulars including drawings are made in good faith as being approximately correct but deviation there from shall not vitiate the contract nor be made the basis of any claim against us. .
4. The contract between ourselves and the buyer which is subject to these conditions is to be construed and to take effect as a contract made in England and in accordance with English law and any disputes arising there from shall be determined in the courts of England or at our discretion, shall be referred to a single mutually acceptable arbitrator in accordance with the provisions of the Arbitration Act currently in force.
5. All prices and terms quoted in our price list or catalogue etc. May be changed by us without notice. All orders are accepted for delivery at the price and on the terms ruling at the date of despatch and orders for commissioning and repair at prices and on terms ruling at the date of service.
6. Unless Expressly agreed between us in writing otherwise, all sales are payable net cash with order.
7. For agreed credit accounts, invoices are to be paid 20th of month following date of invoice, and this time condition is the essence of the contract. We reserve the right to charge interest on all overdue accounts at a rate equal to 5% above Bank of England’s base rate for the time being in force for the period from the date of invoice until the date of actual payment.
8. We will accept no liability for failure of our product to attain any performance figure unless we have specifically guaranteed that figure or unless that figure is quoted in our official catalogue or brochure in force at the date of delivery.
9. All goods sold by us whether delivered or installed or not shall remain our sole property until all payments due for the sale or supply of such goods have been paid to us. Until property in goods sold or supplied passes to the buyer the buyer shall be responsible for any damage suffered by the goods and shall take all steps necessary to keep the goods in good condition and repair and shall keep the same in safe custody and shall not improperly use the same and shall not do anything which may lead to the goods being seized by way of distress or any legal process and shall keep the goods comprehensively insured against all risks in their full price and that our interest as unpaid seller is properly recorded in the policy. Further, at all times whilst goods are in the buyers possession but whilst the title remains vested in us, The buyer shall notify us immediately any defect arises in the condition of the goods and shall at all times allow us access to the goods for purposes of inspection and/or work to the goods and shall be entitled (but not obliged) to carry out such work and render to the buyer such charges for such work as may be appropriate.
10. Prices for goods quoted in our price list are for goods delivered within the United Kingdom, delivery and packing charges may though apply.
11. Any date or period named by us for delivery is given in good faith as an estimate only, whilst we will endeavor to despatch within the period stated, such date or period is not to be the essence of the contract, and the buyer shall be bound to accept the goods ordered when available. Unless we have specifically given an undertaking in writing with an agreed sum as liquidated damages for late delivery, we shall not be liable in any way in respect of late delivery however caused, and in any event any liability shall be strictly limited to the liquidated sum so specified.
12. If, having given to the buyer notice that the goods or any part of them are ready for despatch, we do not receive forwarding instructions to enable us to despatch within 14 days from the date thereof, the buyer shall take delivery or arrange for storage of the goods, failing which we shall be entitled to store the goods at the buyers risk and expense, and our invoice for the goods will become immediately due for payment.
13. Where the price includes delivery, we shall repair or replace free of charge goods damaged in transit provide the buyer sends to the carriers and ourselves written notification within 3 days in the case of damage or shortage and within 21 days of despatch in the case of non-delivery. Where the price does not include delivery or carriage is provided by the buyer, the buyer shall be responsible for any loss or damage in transit.
14. Carriage or postage on spare parts will be prepaid and charged in full to the buyer. Where express delivery is requested by the buyer all additional costs will be charged in full to the buyer.
15. The buyer shall inspect the goods immediately on delivery thereof and give immediate notice to us any matter or thing by reason whereof the buyer shall be deemed to be in all respects in accordance with the contract and the buyer shall accept and pay for the same accordingly. Any claims made by the buyer against us under the terms and conditions of our warranty (below) must be substantiated to our satisfaction and we may refuse to replace repair or credit in respect of any alleged faulty part until sufficient evidence of the validity of the claim has been presented.
16. Where delivery is fixed by installments, such installments deliverable under the contract shall be deemed to be sold under separate contracts. Defective deliveries of one or more installments shall not entitle the buyer to repudiate the contract with regard to any installments remaining to be delivered.
17. If any packages are charged for and returnable, allowance will only be made for same when they have been received back at our premises in good condition and carriage paid.
18. It is our responsibility to load vehicles with goods at our works, but is the buyer’s responsibility to offload all goods at their destination and to ensure the safe access to a level unloading area is available. Any damages sustained during offloading is the responsibility of the buyer.
19. Our liability in respect of any defect in or failure of the goods or for any loss or injury or damage attributed thereto is limited to the cost of replacement of the goods or the repairing of such defects which under proper use have appeared therein and arise solely from faulty design, materials or workmanship. The warranty period for all products shall be 1 year unless otherwise specified, notwithstanding and additional warranty where provided by the manufacturer. Faulty goods shall not form the subject of any claim for labour costs or other expenditure incurred by the buyer and we shall not be responsible for any loss or damage arising out of any such fault.
20. Only in exceptional circumstances and by previous written agreement will we accept back for credit items which have been supplied against orders or which have been manufactured in accordance with your specifications but have not yet been delivered, provided that the goods to be returned are new of standard design/colour and unused. Restocking charges will be applied by us. The Restocking charge will be a minimum of 25% rising (dependant on product), and will also be subject to an additional carriage/collection charge.
21. We specifically do not accept liability for financial or consequential losses, expenses or damage occasioned by defects in manufacturing or arising from any other cause.
22. The benefit of this warranty is given to the first retail purchaser of the goods and is not assignable.
23. Product/equipment is supplied only for the purpose for which it is specifically designed and which is clearly defined in the appropriate brochure or manual. We do not accept liability for damage or injury caused as a result of the product/equipment being used for any other purpose.
24. In view of the many factors outside our control in respect of performance of equipment, the buyer is entirely responsible for the type of product/equipment purchased and for the capacity of the product/equipment to deal with the proposed application. We do not accept any liability for incorrect calculations; incompatible designs or advice which may result in the product/equipment supplied not being suitable for the purpose for which it was purchased.