1. DEFINITIONS: In these conditions “The Company” means Trevor Iles Ltd and its subsidiaries; “The Customer” means the person or company to whom this document is addressed; and “Goods” means both goods and services.
2. CONDITIONS: These conditions shall form the basis of the contract between the Company and the Customer. Notwithstanding anything to the contrary in the customer’s standard conditions of purchase, these conditions shall apply except so far as expressly agreed in writing by the Company and documentation shall not imply any modification of them. No servant or agent of the Company has power to vary these conditions orally, or to make representation of promises about the condition of the goods, their fitness for any purpose or any other matter whatsoever. Acceptance of the Company’s goods by the Customer shall constitute acceptance of these conditions.
(a) Quotations are subject to withdrawal at any time before receipt of an unqualified order from the Customer and shall be deemed to be withdrawn unless accepted within 30 days from their date.
(b) All quotations and estimates issued by the Company are, unless otherwise stated, based on current costs and are subject to amendment on or after acceptance to meet any rise or fall in such costs. Taxes levies and import duties are not included in prices quoted.
(a) Invoices become due for payment 30 days from invoice date. No discounts or other deductions will be allowed unless previously agreed in writing.
(b)The Company requires pre-payment for goods sold to the Customer unless an approved credit account has been opened.
(c) Any credit allowed by the Company to the Customer in respect of goods sold to the Customer or any part thereof shall be without prejudice to the Company’s right to refuse to give up possession of the goods of part thereof except against payment.
(d) Any forbearance or indulgence shown by the Company to the Customer shall not be construed as a waiver of the Company’s rights against the Customer.
(e) The Company shall have the right to charge interest each month on all sums overdue at the rate of 5% above the base rate at the time of Lloyds Bank PLC until payment is received or until Judgement, whichever is sooner.
(f) If the Customer shall fail to make any payment when due or being an incorporated company shall have a receiver appointed or shall pass a resolution for a winding up or a Court shall make an order to that effect, or not being an incorporated company shall have a Receiving Order made against him or shall enter into any composition or arrangement with his creditors, the Company may without prejudice to its other rights and remedies cancel or refuse to make any further deliveries.
(a) Each delivery shall constitute a separate contract between the Company and the Customer and any delay in or failure to make any delivery shall not vitiate the contract as to the other deliveries.
(b) The Company shall deliver as near as possible to the site as a safe hard road permits. The Customer shall provide at his own expense the labour for unloading and stacking; such labour to be available during normal working hours. The Customer shall unload with reasonable despatch. Damage due to inadequate site or careless unloading shall be at the Customer’s risk.
(c) The Company undertakes to make its best endeavours to despatch the goods on a promised delivery date, but does not guarantee to do so. Time of delivery shall not be the essence of the contract unless expressly so stipulated in writing. If delivery is delayed by strikes, lockouts, fire, accidents, defective materials, delays in receipt of raw materials or brought-in goods or components, or any other such cause beyond the reasonable control of the Company a reasonable extension of time for delivery shall be granted and the Customer shall pay such reasonable extra charges as shall have been occasioned by the delay.
(d) If the Customer fails to take the delivery on the agreed delivery date, or if no specific date has been agreed, when the goods are ready for despatch the Company shall be entitled to store and insure the goods and to charge the Customer the reasonable cost of doing so and to tender its account for the price under condition 4.
(e) If the goods are supplied in returnable containers such container shall remain the property of the Company and shall be returned empty by the Customer to the Company’s address as stated on the delivery note in good condition within 90 days of delivery and thereupon the amount of the returnable deposit paid in respect of such containers will be refunded by the Company. If the containers are not returned as aforementioned, the Customer’s right to the return of the deposit paid thereon shall be forfeited.
6. PASSING OF PROPERTY AND RISK:
(a) The property of the goods shall not pass to the Customer until the price of the goods and ALL other money owing to the Company by the Customer in respect of other goods supplied has been paid in full.
(b) Until the property in the goods shall have passed the Customer shall hold the goods as bailee for and to the order of the Company and shall store the goods on its premises and in a manner which makes them readily identifiable as the Company’s goods.
(c) Notwithstanding that the property in the goods has not been passed on, the Customer may resell the goods as agent for the Company but subject to the following conditions;
(i) Although as between the Company and the Customer resale is effected by the Customer as agent for the Company as between the Customer and the purchaser on such resale the Customer shall sell as principal and the Customer shall not disclose to such purchaser the interest of the Company in the goods or do any other thing whereby the Company might become contractually liable to such purchaser in respect of the goods.
(ii) No such resale shall be effected otherwise than in the ordinary course of the Customer’s business at a price not less than the price payable to the Company for the goods.
(iii) The Customer shall hold all the proceeds of any such resale upon the trust for the Company and shall account to the Company therefore on demand provided that the Customer shall be entitled for its own benefit to the amount (if any) by which all money held by the Customer upon trust as aforesaid exceeds the aggregate of the purchase price of the goods and all other money owing to the Company by the Customer at the date of such demand.
Notwithstanding that a sample of the goods may have been exhibited to and inspected by the Customer, it is agreed that such sample was so exhibited and inspected solely to enable the Customer to judge for himself the quality of the bulk and so as not to constitute a sale by sample. The Customer shall take the goods at his own risk as to their corresponding with the same sample or as to their quality condition or sufficiency for any purpose.
Any warranties or conditions statutory or otherwise, as to the quality or fitness for any purpose, except where specifically stated, are excluded and except as required by any enactment or rule of law applicable thereto no responsibility will be accepted by the Company for any injury, loss or damage whatsoever arising from the application or use of the goods. The Customer must give the Company immediate written notice of any claim that the goods are not of stated quality to enable the Company to investigate the complaint before the remainder of the consignment is used or returned to the Company.
(a) The Customer shall carry out a thorough inspection of the goods on delivery and shall give written notification to the Company within two days of any matter or thing by reason of which the Customer may allege that the goods are not in accordance with the contract. If the Customer shall fail to give such notice the goods shall be deemed to be in all respects in accordance with the contract and the Customer shall be deemed to have accepted the goods accordingly. A delivery receipt signed as unexamined or unchecked or in other words to that effect will not remove the responsibility for inspection by the Customer but shall imply that the Customer has satisfied himself by other means that the goods are in accordance with the contract. This condition shall be read subject to condition 9(b) below.
(b) Material proved to be and accepted by the Company as defective will be replaced by the Company but the liability of the Company shall be limited to the invoice value of the goods and the Company shall not be liable for any consequential loss or damage howsoever caused whether directly or indirectly.
(c) Goods will be despatched in good condition. Any damage on arrival must be brought to the notice of the driver and noted on his receipt of delivery. Notification in writing must be received by the Company within two days of the delivery of the goods. If the goods are delivered by the Customer’s vehicle, no damage claim will be recognised as the Company’s liability ceases immediately the goods are loaded on to the Customer’s or his agent’s vehicle at the Company’s works or depot.
The Company may consider reasonable requests for the return of goods from the Customer providing all the following conditions can be satisfied;
(i) The Customer is able to provide the original invoice as proof of purchase.
(ii) The goods are in their original packaging un-opened and fit for resale.
(iii) The Customer agrees to accept the Company’s right to apply a handling charge of at least £20.00 or up to 25% of the original invoice value of the goods.
(iv) The Company reserves the right to refuse a credit/return for any goods manufactured, or sourced specifically for the customer.
(v) The Customer will bear the cost of returning the goods whatever means of transport used. Should Company resources by used to uplift goods the Company reserves the right to offset such costs against any credit that might be due.
(vi) Faulty goods returned for inspection that are subsequently found not to be faulty will be returned to the Customer at the Customers expense.
The Company will not accept the cancellation of a Customer’s order unless the Customer can provide written evidence of the Company’s prior agreement. Orders for goods which are manufactured or obtained to the Customer’s special requirement may not be cancelled.
12. PROPER LAW:
(a) The contract shall be governed by and interpreted by English Law and the Customer submits to the jurisdiction of the High Court in England but the Company may enforce the contract in any court of competent jurisdiction.
(b) The Customer and the Company agree that if any part of these terms and conditions is found to be unreasonable, invalid or unlawful under any enactment or rule of law, the Court or other competent tribunal shall have power to strike out or override that part whether it be an entire condition or some part or parts thereof and enforce these terms and conditions as if the unreasonable, invalid or unlawful parts aforesaid had not been included.
©2019, Trevor Iles Ltd.
TREVOR ILES LTD
Valley Mills, Valley Road, Bradford BD1 4RU
Tel: 01274 728837 Fax: 01274 734351