Terms and Conditions of Sale
(a) All business undertaken by Furmanac Limited (hereinafter called the Company) transacted subject to these Conditions and each of these Conditions shall be a condition of any agreement between the Company and its customer.
(b) Each provision of these Conditions shall be severable and if any such provision shall be invalid or unenforceable such circumstance shall not affect the validity or enforceability of any other provision of the said Conditions.
(c) No agent or employee of the Company shall have any authority to alter or vary in any way these Conditions unless he is expressly authorised by the Company in writing so to do.
1.2 These Conditions are the only terms on which the Company sells its goods (the Goods). A Contract (the Contract”) shall be made when a Buyer (the Buyer) place an order with the Company. By placing an order the Buyer agrees that the Company’s Terms and Conditions of sale shall apply to the Contract to the exclusion of all other Terms and Conditions.
2.1 The price paid for the Goods shall be that agreed at the time that the Contract is made save that;
(a) The price shall be increased to account for any change in currency exchange rates which might Increase the cost of goods or any part thereof to the company.
(b) Any increase in taxes, customs duties, consular fees, freight charges, insurance premiums or similar expenses shall be added to the Contract price provided that such costs were Included in the price.
3.1 The buyer shall not be entitled to cancel any custom made size or colour product. The company reserve the right to charge 100% restocking fee for custom made order cancellations.
3.2. The buyer may cancel any order excluding custom made products 5 days before delivery. The company shall reserve the right to charge a 40% restocking for cancellations made within 5 days of delivery.
3.1 Payment shall be made net 30 days from the date of the Invoice. Time of payment shall be of the essence.
3.2 The Buyer shall not be entitled to delay payment In the event of any dispute relating to quality performance or delivery of the Goods.
3.3 Should the Buyer go into receivership, liquidation or become bankrupt whilst owing unpaid Contract debts to the Company or should the Buyer fail to pay any Invoice by the due date, the
Company shall have the right to re-posses the Goods (Whether paid for or not) supplied by It to extent of the amount outstanding. For this purpose the Buyer for itself, its receivers, managers,
Liquidators or trustees in bankruptcy grant to the Company an Irrevocable licence to enter the Buyer’s premises for the purpose of search or re-possession of the Goods. Further, Invoices then delivered but no due shall immediately become payable.
3.4 The Buyer hereby assigns to the Company the benefit of any Insurance claim which the Buyer may make In respect of any Goods supplied by the Company which have not been paid for in full. At the time of making any such claim the Buyer shall also give notice of assignment to the Insurer against which the claim is being made.
3.5 The company may charge interest and fees in accordance with the Late Payment of Commercial Debts (Interest) Act 1998 on any late payment of invoices or late settlement of invoices.
4.1 Legal Ownership of the Goods shall pass to the Buyer only upon payment in full of:-
(a) The price of the Goods and;
(b) Any other sum due under the Contract and;
(c) Any other sum due to the Company from the Buyer.
After the due date for payment of the above sums has expired or until payment is made in full the Company may re-posse and re-sell the Goods.
4.2 The Buyer shall hold the Goods as The Company’s Bailee until payment in full under Clause 4.1 has been made.
4.3 Without derogating from any other provision in this Contract and notwithstanding delivery, the Goods shall remain the Company’s absolute property until it has received the full price for the goods. Furthermore, until the Company has received the full price for the Goods, the Buyer shall keep the Goods separate and apart from all other property and retain on the Goods the Company’s identifying mark.
4.4 Without derogating from any other provision herein where the Buyer takes the Goods on trial or approval such Goods remain the Company’s property absolutely and the Buyer shall deliver up such Goods on demand.
5.1 Any date or time quoted for delivery is given as an estimate only. The Company shall not be Liable for any loss or damage whatsoever arising by reason of any failure on its part to deliver on such date.
5.2 If the Buyer causes the delivery of the Goods to be delayed or if the Buyer refuses or fails to take delivery of the Goods, the Company shall store or despatch the Goods at the sole risk and expense of the Buyer.
5.3 Should the Goods not be delivered by the Company’s own transport (or a carrier on its behalf), they shall be deemed to be delivered and the risk therein to have passed to the Buyer:-
(a) In the case of delivery ex-works when the Goods have been loaded onto the Buyer’s transport (provided that this is done by a Company employee), OR when the Goods have been passed to the buyer’s representative for loading
(b) In the case of despatch by post, at the time of posting.
5.4 Where the Goods are to be delivered by a carrier on the Company’s behalf, the risk therein shall pass to the Buyer upon actual delivery at their destination. On request the Company shall advise the Buyer of the date of despatch.
5.5 In any case where Goods are sold c.i.f. or f.o.b. or on the basis of any other International trade terms the meaning of such terms contained In INCOTERMS (1980) shall apply as If expressly
Incorporated herein except insofar as any part of the same may be Inconsistent with any of the provisions in these conditions.
5.6 In the case of any sale of Goods f.o.b. the Company shall be under no obligation to give the Buyer the notice specified in section 32(3) of the Sale of Goods Act 1879.
6.1 Any claim by the Buyer against the Company arising under the Contract of whatsoever kind, (except for non delivery) shall be made in writing and notified to the Company within seven days of
The date of delivery of the Goods (within fourteen days of despatch of the Goods for non-delivery claims) and any claim not made and notified In accordance with this condition shall be reasonably possible for it to do so.
6.2 Notwithstanding the provision of sub-paragraph
6.1 above the Company shall in any event be discharged from all liability whatsoever howsoever arising in respect of the Contract unless suite b brought and written notice thereof given to the
Company within nine months from the date upon which the Buyer places its order with the Company.
6.3 Should the Company be found Liable for any shortage, detect or failure of the Goods It shall make good the shortage and replace free of charge any Goods found to be defective by reason of faulty material or workmanship provided that It may require that the Goods concerned be returned to the in the same condition as at delivery, within one month of discovery of the defect.
6.4 No warranty, condition, description or representation on the part of the Company is given or Implied by the Contract nor Is any warranty, condition, description or representation to be taken to have been given or Implied from anything said or written In the negotiations between the Company and the Buyer or their representatives, prior to this Contract and any statutory or other warranty, condition or description expressed or Implied as to the state, quality or fitness of the Goods is hereby expressly excluded.
6.5 Without derogating in any way from the provisions of sub-paragraph 6.4 all information in the Company’s quotations, catalogue, designs, photographs or technical literature has been prepared carefully but its accuracy is not guaranteed. The Company shall not be liable for any inaccuracies or omissions therein nor do they form part of the Contract unless any Items there from have been expressly incorporated by prior agreement in writing In the Contract.
8.6 In the event that the Buyer is entitled to compensation under the Contract the Liability of the Company shall not exceed twice the Contract price except In the case of death or personal Injury.
Payment of compensation shall represent full and final settlement of all liability.
6.7 In any event the Company shall not be Liable for any consequential loss, indirect loss of third party claims.
The Company shall be under no liability for any delay loss or damage caused wholly or in part by acts of God, Government or Military Authorities, labour disputes or by any other act, matter or thing beyond Its reasonable control. The Buyer shall in such event be entitled to a statement on request confirming whether or not the Goods are to be delivered within a reasonable period.
8.1 Words herein importing the singular shall where the context admits Import the plural and vice versa.
8.2 Any notice hereunder shall be in permanent readable form and shall be deemed property addressed to the party concerned at its principal place of business or last known address.
8.3 The failure of either party to the Contract to exercise or enforce any rights conferred by the Contract shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof at any time or times thereafter.