Terms and Conditions
1.1 Buyer1 means the organisation or individual who buys, or agrees to buy, goods and services from UK Racking Ltd. (The seller)
1.2 ‘Buyer’s Purchase Order1 means an order for good
& services by the buyer and acknowledge by the Seller in accordance with clause 2,2
1.3 ‘Contract’ means the contract between the Seller and the Buyer for the sale and purchase of goods, and where appropriate, services incorporating these terms and conditions.
1.4 ‘Delivery Date’ means the date specified by the seller when the goods are to be delivered
1.5 ‘Goods’ means the articles that the buyer agrees to buy from the seller
1.6 ‘Services’ means design and technical drawing.
1.7 list price’ means the list of prices of products as amended periodically by the Seller
1.8 ‘Price’ means the price for the Goods excluding VAT (if applicable) or any analogous sales tax, carriage, freight, installation postage or insurance costs unless specifically detailed in the purchase order.
1.9 Where the word UK Racking Ltd, or Seller is used this refers to UK Racking Ltd.
1.10 Terms and Conditions’ means the terms and conditions set out in this document and any special terms and conditions agreed in writing by the Seller.
1.11 It is expressly understood that neither the Buyer nor the Seller are consumers, as defined by the Unfair Contract Terms Act 1977 and amendments 1999 and 2010
2.1 These terms and conditions shall apply to all contracts for the sate of goods by the Seller to the Buyer and shall be deemed to be incorporated into any contract based upon this quotation to the exclusion of all other terms and conditions including any terms or conditions that the Buyer may purport to apply under any purchase order, confirmation order or similar document.
2.2 All orders for goods and services shall be deemed to be an offer by the Buyer to purchase goods pursuant to these terms and conditions.
2.3 All orders placed with UK Racking Ltd are subject to these terms and conditions. Placement of an order goods shall be deemed conclusive evidence of the buyer’s acceptance of these terms and conditions.
2.4 Any variation to these terms and conditions, including any special terms and conditions agreed between the parties, shall be inapplicable unless agreed in writing and signed by a Director of the Seller expressly referring to these conditions.
2.5 The plans, technical drawings, designs, specifications, samples and other information which the Seller supplies in connection with quotations or otherwise are confidential, and all rights of copyright, ownership and intellectual property rights in respect of them are vested in the Seller and shall not pass to the Buyer unless specifically so agreed in writing.
2.6 The Seller shall be entitled to write or affix its name or imprint on their work in the usual manner. Where patents, registered trade marks or copyright features are embodied in the design, an imprint to that effect may be affixed.
2.7 The Seller reserves the right to sub-contract any order or part thereof
3 Price and Payments
3.1 The price will be those applicable at the time of despatch, or such other price as the parties may agree in writing
3.2 Payment of the price and VAT and any other applicable costs shall be made according to the schedule of terms delineated within the quotation and shall form part of the contract
3.3 VAT will be charged at the rate ruling at the time of completion of the contract.
3.4 The Seller may suspend work if the Buyer fails to pay as contracted.
3.5 The Buyer shall pay interest at a rate equal to 4% above the Base rate of the LLoyds Bank Pic from time to time on all monies due to the Seller which remain due after the stated date for payment. Such interest shall accrue on a daily basis from the stated date for payment to the date of actual payment and shall be in addition to the contract sum, 3.6 In the event of a delay in payment causing a variation in costs, the Buyer is liable to pay any related variation in addition to the agreed contract sum.
3.7 Orders accepted by us cannot be cancelled by the Buyer, except upon such terms as will indemnify us against any actual or anticipated toss..
Set-off. All amounts due under this Contract shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of tax as required by law).
4 Goods & Services
4.1 The Goods shall only be required to conform to the specification in the Buyers Purchase Order. Photographs, drawings and computer images are for illustrative purposes only and may not exactly match the product itself. In case of any discrepancy between drawings and specifications, the specifications shall prevail
4.2 The Seller cannot accept responsibility for any variation of colour or design between materials supplied and samples previously approved by the Buyer.
4.3 The specification and quotation detail the work allowed for and variations caused by the requirements of the Local Authorities or Surveyors or by physical conditions on site which were not known to the Seller at the date of the quotation or by changes in the Buyers instructions will be charged or credited appropriately. If any materials specified
for use in performing the contract are not available on reasonable terms, the Seller may, after consulting the Buyer, provide and charge for suitable alternative material.
4.4 The Buyer shall provide free of charge to the Seller adequate lighting, electric power for portable tools and suitable facilities for storage of plant and materials on site. Any delays, extra work, costs or losses caused by failure to provide such facilities or for any other reason at the control of the Buyer shall be charged in addition to the contract sum. When the fitting of goods is to be carried out by the Seller, the site must be finished dean and free of all other trades.
4.5 Credit for Goods ordered in excess of the buyer’s requirement is at the Seller’s discretion.
5 Delivery of Goods
5.1 Unless otherwise agreed delivery of the Goods shall take place at the address specified in the Buyers Purchase Order and the Buyer shall be deemed to have accepted the goods upon their delivery. The Buyer shall make all necessary arrangements to take delivery of the goods when they are tendered for delivery.
5.2 Claims for damaged Goods must be reported within 24hours of delivery and confirmed in writing within five working days of delivery.
5.3 Delivery commitments are entered into in good faith but are not guaranteed. The Seller shall not be liable for any loss or damage occasioned by failure to deliver on a specified date howsoever caused. Nor shall the failure be deemed to be a breach of contract.
5.4 Unless pre-arranged, off-loading of goods from the Sellers delivery vehicle and transfer to the Buyers premises is the responsibility of the Buyer.
5.5 When product only is supplied, unless previously arranged, removal of all boxes and packaging from site is the responsibility of the Buyer.
5.6 If the Seller is unable to deliver the Goods for reasons beyond its control then the Seller shall be entitled to place the Goods in storage until such times as delivery may be affected and the buyer shall be liable for any expense associated with such storage.
5.7 The risk in all materials and products which are both delivered to site and/or intended to be incorporated in or form of the work shall pass to the Buyer upon delivery and he should insure accordingly.
5.8 The property in and goods or materials which are delivered to the site by the Seller shall not pass to the Buyer unless and until such materials and products are incorporated into the works in such a way that they become part of the fabric of the site, or until all monies outstanding from the Buyer to the Seller have been paid, whichever shall first occur. The Seller shall have the right to enter the Buyer’s premises at any reasonable time to repossess its materials and products.
6.1 The Seller warrants that it has good title to the Goods.
6.2 Title shall not pass to the Buyer until the Seller has been paid in full.
7.1 All products have a 6 month manufacturer’s warranty. Any additional warranties given to the Seller by third party manufacturers will pass to the Buyer. Notice of defects must be served in writing to the Seller within 3 calendar months of purchase. Reported defects must be due to faulty materials or workmanship of the Seller and not due to normal wear and tear. These warranties exclude light bulbs and fuses.
7.2 Any Goods to be repaired or replaced shall be returned to the Seller at the Buyers expense.
7.3 Where Goods have been installed by the buyer or sub contractor of the Buyer and have become defective then the Seller will not be at liberty to replace the Goods
7.4 If any defects arise which are due to faulty materials or workmanship carried out by the Seller or its sub contractors they shall be rectified without charge providing that notice of such defects shall be given in writing by the Buyer to the Seller within 14 days of discovery of the defects and in any event within 3 calendar months of practical completion of the work. The Seller shall not be liable further in respect of any such defects and shall not in any event be liable for indirect or consequential toss.
8 Limited Liability
8.1 Any breach of these Terms and Conditions by the Seller limit the Buyers remedies to damages which in no way exceed the Price of the Goods.
8.2 Nothing contained in these Terms and Conditions shall be construed so as to limit or exclude the liability of the Seller for breach of warranties contained in clause 6 or for breach of warranty as to title and quit possession implied in the Sale of Goods Act 1979 where such act applies to the contract
9 Force Majeure
Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, tock outs, accidents, war or threat of war, terrorist activity, closure of ports or airports, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the party shall be entitled to a reasonable extension of 90 days of its obligations. Outside this 90day period the contract will then become terminated and ay work done, Goods
installed, Goods ordered / bought will have to be paid for in full by the Buyer.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any Court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
11 Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the Law of England and Wales and the parties herby submit to the exc lusive jurisdiction of the Courts of England and Wales