TERMS AND CONDITIONS
Subject to any variation under condition the
Contract shall be on these conditions to the exclusion of all other
terms and conditions (including any terms or conditions which the Buyer
purports to apply under any purchase order, confirmation of order,
specification or other document).
No terms or conditions endorsed on,
delivered with or contained in the Buyer’s purchase order, confirmation
of order, specification or other document shall form part of the
Contract simply as a result of such document being referred to in the
Contract. These conditions apply to all the Company’s sales and any
variation to these conditions and any representations about the Goods
shall have no effect unless expressly agreed in writing and signed by an
authorised representative of the Company.
The Buyer acknowledges that it has not
relied on any statement, promise or representation made or given by or
on behalf of the Company which is not set out in the contract. Nothing
in this condition shall exclude or limit the Company's liability for
fraudulent misrepresentation. Each order or acceptance of a quotation
for Goods by the Buyer from the Company shall be deemed to be an offer
by the Buyer to buy Goods subject to these conditions.
The Buyer shall ensure that the terms of its
order and any applicable specification are complete and accurate. The
company cannot be held responsible for instructions, sizes, tolerances
and quantities incorrectly supplied when instructions are given
verbally. The company is not liable for any loss of earnings, cost of
labour or cost of replacement caused by any breakdown of the product.
Any quotation is given on the basis that no Contract shall come into
existence until the Company des patches an acknowledgement of order to
the Buyer. Any quotation is valid for a period of 30 days only from its
date, provided that the Company has not previously withdrawn it.
Description
The quantity and description of the Goods
shall be as set out in the Company’s
quotation or acknowledgement of order. All
samples, drawings, descriptive matter,
specifications and advertising issued by the
Company and any descriptions or
illustrations contained in the Company’s
catalogues or brochures are issued or
published for the sole purpose of giving an
approximate idea of the Goods described in
them. They shall not form part of the
Contract and this is not a sale by sample.
All Goods will be supplied to normal
commercial tolerances associated with the
fabrication and construction industry. The
Buyer must state the required tolerances and
request clarification of the tolerances of
the Company’s products before placing an
order. Whilst the Company shall endeavour to
achieve the Buyers tolerance specification,
the Company must point out that a possible
‘plus or minus’ 2.0mm deviation can occur
and will be the Buyers responsibility to
make allowances for this prior to placing an
order. The Buyer must satisfy himself that
the Goods are suitable for the intended
purpose. The Company does not offer design
facilities and is only responsible for the
services it offers. Material certificates
will be supplied on request in Writing from
the Buyer provided that the written request
is received by the Company no later than the
date that the order is received by the
Company. The Company has no metallurgical
testing facilities and is reliant on its
mill suppliers, supplying materials to
specifications requested. All carbon steel
materials are tested at the mill to set
criteria (S0, S1, S2, and S3) which allow
for a specified quantity of inclusions per
test area. (S0) is the basic test on mill
produced carbon steel and is the Buyer’s
responsibility to instruct of any additional
test requirements above this standard.
Literature regarding the above tests can be
made available upon request. Any claims for
non-specification material represents no
negligence by the company, and such will be
passed onto the material supplier. The
Company accepts no responsibility for the
behaviour of any of the Buyer’s free-issue
material whilst undergoing profiling or
bending. Free-issue Materials are handled,
bent and profiled at the Buyer’s own risk.
Any Buyer supplying Free Issue Material must
ensure that it is safe to profile and bend
without any risk to Health and Safety. The
Buyer shall notify the Company in writing of
any special precautions that may need to be
taken. Failure to do so will result in legal
proceedings being issued against the Buyer.
Delivery
Unless otherwise agreed in writing by the
Company, Effective Delivery of the Goods shall take place when the Goods
are dispatched from the Company’s place of business. The Buyer shall
take delivery of the Goods within 3 days of the Company giving it notice
that the Goods are ready for delivery. Any dates specified by the
Company for Effective Delivery of the Goods are intended to be an
estimate and time for delivery shall not be made of the essence by
notice. If no dates are so specified, delivery shall be within a
reasonable time. Subject to the other provisions of these conditions the
Company shall not be liable for any direct, indirect or consequential
loss caused directly or indirectly by any delay in the delivery of the
Goods (even if cause by the Company’s negligence). The Buyer shall not
be entitled to terminate or rescind this contract due to any delay in
delivery of the Goods (even if through negligence of the Company) unless
such delay exceeds 180 days. If for any reason the Buyer fails to accept
delivery of any of the Goods when they are ready for delivery, or the
Company is unable to deliver the Goods on time because the Buyer has not
provided appropriate instructions, documents, licences or
authorisation's: The Company may deliver the Goods by separate
installments. Each separate installment shall be invoiced and paid for
in accordance with the provisions of the Contract. Each installment
shall be a separate Contract and no cancellation or termination of any
one Contract relating to an installment shall entitle the Buyer to
repudiate or cancel any other Contract or installment. The Company is
responsible for the loading of the Goods onto transport at the Company’s
place of business. The Buyer must ensure that appropriate equipment is
provided at the Buyer’s chosen delivery point for the unloading of the
Goods, at the cost of the Buyer.
Risk/Title
The Goods are at the risk of the Buyer from the
time of Effective Delivery. Ownership of the Goods shall not pass to the
Buyer until the Company has received in full (in cash or cleared funds)
all sums due to it in respect of: (a) the Goods; and (b) all other sums
which are or which become due to the Company from the Buyer on any
account. Until ownership of the Goods has passed to the Buyer, the Buyer
shall: (a) hold the Goods on a fiduciary basis as the Company’s bailee;
(b) store the Goods (at no cost to the Company) separately from all
other goods of the Buyer or any third party in such a way that they
remain readily identifiable as the Company’s property; (c) not destroy,
deface or obscure any identifying mark or packaging on or relating to
the Goods; and (d) maintain the Goods in satisfactory condition and keep
them insured on the Company’s behalf for their full price against all
risks to the reasonable satisfaction of the Company. On request the
Buyer shall produce the policy of insurance to the Company.
Price
Unless otherwise agreed by the Company in
writing, the price for the Goods shall be the price set out in the
quotation given to the Buyer at the time of order. If no quotation is
given to the Buyer, the price due to the Company pursuant to these
conditions will be the most recent price paid by any customer of the
Company for the same or similar Goods. The price for the Goods shall be
exclusive of any value added tax and all costs or charges in relation to
packaging, loading, unloading, carriage and insurance, all of which
amounts the Buyer shall pay in addition when it is due to pay for the
Goods.
Payment
Payment of the price for the Goods is due in pounds sterling 30 days
after the Goods are delivered or deemed to be delivered. No payment
shall be deemed to have been received until the Company has received
cleared funds. The Buyer shall make all payments due under the Contract
in full without any deduction whether by way of set-off, counterclaim,
discount, abatement or otherwise.