STANDARD CONDITIONS OF SALE
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GENERAL
In these Conditions of Sale "the Company" means Wade International Ltd and "the
Buyer" means the person, firm or company with whom the Company contracts. These
Conditions of Sale apply to and govern any contract between the Company and the
Buyer to the exclusion of any other conditions contained in any letter, order form,
receipt or similar document emanating from the Buyer. No variation of these Conditions
of Sale shall be effective unless expressly agreed by the Company in writing.
PRICES
Prices exclude Value Added Tax which will be charged at the rate ruling at the tax
point. Prices are subject to alteration without notice and will be invoiced at those
ruling at the date of dispatch of goods.
FREIGHT
Prices are delivered site by ordinary road carrier, to England and Wales; costs
of delivery to other destinations or by other means of transport will be paid by
the Buyer. Consignments less than £100.00 incur a freight charge of £10.00. Orders
less than £25.00 also incur a surcharge of £5.00.
AVAILABILITY AND DELIVERY
Goods quoted ex stock are subject to availability. The Company will use reasonable
efforts to fulfil accepted orders within a reasonable time. Any date for dispatch
or collection named by the Company is an estimate only and the Company accepts no
liability for any financial or other loss or damage (whether direct or indirect)
if availability is delayed, nor shall any such delay entitle the Buyer not to accept
and pay for the goods. The Buyer shall confirm the quantity of goods received at
the time of delivery or collection and will sign for the same giving both signature
and name. Claims for non-delivery will not be considered unless notified in writing
to the Company within 14 days from the date of dispatch. Claims for shortage or
damage will not be considered unless notified to the Company immediately upon receipt
of goods. When delivering to site the obligation of the Company is to deliver as
near as a hard, safe road permits. The Buyer shall provide free of charge the labour
necessary for unloading. Where there are no employees of the Buyer on site to off-load
the goods, and such goods are accepted by employees of other contractors working
on site, the goods will be deemed to have been accepted by the Buyer and all other
terms and conditions will apply. Where there is no labour on site to accept delivery
the goods will be returned to the Company and a charge will be made for carriage.
2.
PAYMENT
Unless the Company has, at its discretion, agreed to grant credit terms, goods must
be paid for at the time of order. When the granting of credit is agreed, payment,
unless otherwise agreed in writing, must be made to the Company not later than end
of the month following the date of dispatch. In the event of late payment the Company
is entitled to statutory interest plus compensation. Credit terms may be withdrawn
by the Company at any time, without notice. If, for reasons of late payment or otherwise,
the Company considers that the Buyer's creditworthiness is impaired, the Company
may at its absolute discretion and without prejudice to its rights against the Buyer,
suspend performance of its own obligations under the contract or treat the contract
as repudiated by the Buyer. Goods will be invoiced soon after dispatch. When goods
are to be delivered in instalments each instalment will rank as a separate contract
and payment is to be made accordingly. A defect in any delivery instalment shall
not entitle the Buyer to suspend, reduce or refuse to make payment in respect of
any other instalment.
GUARANTEE: EXTENT OF LIABILITY
The Company guarantees goods against defective workmanship and materials for a period
of 12 months from the date of delivery. The Company will, at its option, repair
or replace free of charge, or refund the net invoiced price in respect of any such
goods which are shown to have been so defective (provided always that the goods
have not been subject to undue wear and tear, accident, alteration or misuse or
have been used or applied other than in accordance with approved trade standards).
The above represents the full extent of the liability of the Company in respect
of the supply of defective goods or other breach of its obligations under the contract
and is in place of any liability (including liability for negligence other than
negligence resulting in death or personal injury) that would otherwise apply by
operation of Common Law, Statute or trade usage. The Buyer is solely responsible
for ensuring that goods bought from the Company are fit for any particular purpose
and no warranty or condition of fitness for any particular purpose is given or is
to be implied in these Conditions.
RISK
The risk in the goods will pass to the Buyer when they are loaded on the carrier
(or when delivered if the Company is the carrier), but the property in the goods
remains vested in the Company until the goods have been paid for.
3.
OWNERSHIP OF GOODS
The goods shall remain the Company's sole and absolute property as legal and equitable
owner until such time as the Buyer shall have paid to the Company the agreed price
together with the full price of any other goods the subject of any contract with
the Company. Until such time as the Buyer becomes the owner of the goods he will
store them on his premises separately from his own goods or those of any other person
and in a manner which makes them readily identifiable as the Company's goods. The
Buyer acknowledges that until such time as the property in the goods passes to the
Buyer he is in possession of the goods as a bailee for the Company. Until payment
due under all contracts between the Company and the Buyer has been made in full,
in the event of sale of the goods by the Buyer.
- the Company shall be entitled to trace all proceeds of sale received by the Buyer
through any bank or other account maintained by the Buyer, and
- the Buyer shall, if requested by the Company in writing to do so, assign its rights
to recover the selling price of the goods from the third parties concerned. The
Company may for the purpose of recovery of its goods enter upon any premises where
they are stored or where they are reasonably thought to be stored and may repossess
the same.
STORAGE
If the Company is asked to and agrees to store goods or if the Company has to store
goods because of the fault of the Buyer after the goods are ready for dispatch,
the Buyer will if requested to do so by the Company pay all storage costs and all
additional transport and other costs resulting from the deferment of dispatch. The
storage will be at the Buyer's risk and will not entitle the Buyer to postpone payment
for the goods.
CANCELLATION & RETURN
Contracts and orders may only be cancelled with the Company's written consent and
subject to charges for recovery of costs. The carriage paid return of undamaged
current standard products is normally accepted subject to a restocking charge of
25% plus the cost of refurbishing. No credit will be given for returned goods which
are obsolete, non-standard, or unsuitable for refurbishing; the Company reserves
the right to dispose of such goods within four weeks from the date of receipt at
its premises.
INDUSTRIAL PROPERTY RIGHTS & CONFIDENTIALITY
All drawings, designs, specifications and the like which the Company supplies in
connection with a quotation or order are confidential, remaining the property of
the Company and must not be disclosed to any third party without the written permission
of the Company.
4.
DESCRIPTIONS
Descriptions and illustrations of goods in the Company's publicity material, price
lists and the like, are approximate and for general guidance only, neither they
nor any representations made by any of employees or agents of the Company form any
part of any contract between the Company and the Buyer.
HEALTH & SAFETY
The Buyer will ensure that all information supplied by the Company on the installation
and use of goods (including information on the conditions necessary to secure that
use is safe and without risk to health) will be available to and will be applied
to the Buyer's employees, contractors and clients where appropriate.
FORCE MAJEURE
The Company shall be under no liability for any delay in carrying out, or for the
non-performance of any of its obligations caused by any circumstances (including,
but not limited to war, riot, accident, fire, storm, flood, inclement weather, risk
to health and safety, traffic, industrial dispute and supplies or labour shortages)
beyond the direct and reasonable control of the Company.
WAIVER
Forbearance or indulgence by the Company shown or granted to the Buyer whether in
respect of these Conditions of Sale or otherwise, shall not affect or prejudice
the rights of the Company against the Buyer or be taken as a waiver of any of these
Conditions of Sale.
LAW
The contract shall take effect and be construed in all respects as a contract made
in England and governed by English Law. Wade International Ltd Third Avenue, Halstead,
Essex, CO9 2SX October 2002
Wade International Ltd
Third Avenue, Halstead, Essex, CO9 2SX
October 2002