(a) These conditions apply to all quotations, offers and contracts for the sale of goods by AH Sewage Technologies -The Awalift Company-. Limited whose registered offices are situated at 4, Ulph Place Burnham Market, Kings Lynn Norfolk, England PE31 8HQ (the 'Seller').
(b) In these conditions the 'Buyer' means the person, firm or company who has ordered or agreed to purchase goods from the Seller. The Buyer is responsible for providing the Seller with any standard operating procedures that relate to the use of the goods once supplied by the Seller.
(a) Any order submitted for any goods is a binding offer to purchase those goods on these conditions which shall govern the contract subject to any special conditions stated in the Sellers acknowledgement of order. Verbal orders are accepted only at the Buyer's risk and the Seller's interpretation of any verbal instructions will be considered and agreed by the Buyer to be correct and valid.
(b) The Buyer is responsible for the accuracy of its order and any information relating to the order provided by the Buyer.
(c) All terms and conditions of the Buyer are hereby excluded.
(d) A quotation by the Seller does not constitute an offer.
(e) Any offer by the Seller to sell any goods is open for acceptance for 14 days from and including the date of that offer unless otherwise specified in such offer, may be terminated earlier by notice and constitute only solicitations for offers to purchase. Further, budgetary quotations and estimates are for preliminary information only and shall neither constitute offers nor impose any obligations or liability on the Seller.
(f) The Buyer shall not be entitled to cancel or modify any order submitted by it or to return any goods.
(g) If the Seller agrees to cancellation or return, the Buyer shall be liable to indemnify the Seller against all loss, costs and expenses incurred by the Seller as a result of cancellation, together with all costs of handling, carriage, insurance and packing in relation to delivery of the goods and arranging for return of the goods to the Seller. Any credit amount due to the buyer is not refundable but will be held by the Seller to be set against future invoicing.
(h) Unless stated otherwise in the Sellers Acknowledgement of Order the price is for delivery ex-works.
(a) Unless otherwise agreed, the price for any goods shall be the Seller's advertised list price at the time the goods are invoiced to the Buyer.
(b) The Seller may vary the price of the goods by a reasonable amount attributable to a change in or insufficiency of the Buyer's instructions or specifications and/or to be in line with the prices ruling at the date of invoice.
(c) All prices are exclusive of value added tax, UK export and import duties and any other taxes and duties which will be payable in addition at the rate current at the time of invoice.
(d) Unless specifically stated, the prices for the goods exclude carriage, packaging, and other delivery costs. In all cases delivery of the goods will be in a single consignment to a United Kingdom mainland address, during normal working hours as operated by the Supplier. Delivery of the goods elsewhere or in more than one consignment shall be an additional charge to the Buyer.
(e) The Seller shall be entitled to decide the method of carriage. If the Buyer requests a method of carriage, then it shall pay for any additional charges, costs and expenses incurred by the Seller, in arranging for carriage by a different method.
(f) The minimum order value shall be £50 or a £5 processing charge shall be levied.
(a) The Buyer acknowledges that the goods are subject to a continuing process of change and development and that the goods may not comply in all respects with the technical specifications set out in the Seller's catalogues or elsewhere, or be identical in all respects with goods of the same type previously supplied.
(b) The Seller reserves the right to make unilaterally and without prior reference to the buyer any reasonable change to any specification of the goods prior to despatch.
(c) The Buyer acknowledges that all specifications and details in all catalogues, quotations, acknowledgements and web sites, are approximate only and do not form part of the contract.
(d) The Seller’s drawings or technical documents supplied with the quotations or goods are strictly confidential and cannot be used for any purpose other than in connection with the Seller. All rights hereto are reserved and no document can be copied or distributed in part or in whole without specific permission in writing from the Seller. The Buyer specifically agreed not to reproduce the specified goods for sale or use.
(e) As part of the Seller’s policy of the development of its products improvements are made in design from time to time and the Seller reserves the right to supply substitute materials, components and units in place of the product ordered (and which shall become “the goods” for the purposes of the Order) at no greater price than that specified in the quotation at the date of placement of order. The Buyer will be notified of any substantial changes made to the goods before they are despatched.
(f) All specifications to pattern, colour and dimensions are subject to normal tolerance margins.
(g) The Buyer acknowledges that the goods supplied by the Seller have been manufactured to a specification and for use in accordance with the Buyers standard operating process where disclosed.
(a) The Seller will use its reasonable endeavours to deliver goods by the agreed delivery date/s or if no date/s are stated, within a reasonable time.
(b) All delivery dates are estimates only and time of delivery is not of the essence.
(c) The Buyer shall not be entitled to refuse to accept late delivery or treat late delivery as a breach of contract.
(d) The Seller shall not be liable for late delivery or non-delivery owing to any circumstance beyond its reasonable control (including any delay, act or omission of a third party carrier used by the Seller) and delivery of any goods shall be suspended for so long as such circumstance lasts.
(e) The Seller shall be entitled to withhold delivery of any goods where any amounts payable by the Buyer to the Seller are overdue on any account whatsoever, without allowing termination of the outstanding balance of the order by the Buyer.
(f) If the Buyer refuses to accept delivery of the Goods, the Buyer shall in addition to the price, pay the Seller's costs incurred in returning and storing or otherwise disposing of the goods.
Risk of damage to or loss of goods shall pass to the Buyer on delivery to the Buyer or its agent, representative or carrier.
(a) The Seller shall not be liable for total loss in transit unless non-delivery is notified to the Seller within 7 days after the Seller has despatched its delivery advice note.
(b) The Buyer shall inspect the goods immediately on receipt, and the Seller shall not be liable for defects or shortages discoverable on reasonable inspection unless the Buyer notifies the Seller within 3 days from and including the date of delivery.
(c) Where the Buyer notifies the Seller of any non-delivery, defects or shortages, the Seller's only liability shall be at its sole option as soon as reasonably practicable to repair or replace defective goods, make good any shortages, or to refund to the Buyer the purchase price paid for the goods.
(a) Unless otherwise agreed, the Buyer shall pay the Seller's invoices within 30 days after the date of invoice.
(b) The Buyer shall make all payments in full without withholding, deduction or set-off for any reason.
(c) The Seller shall be entitled to charge daily interest on overdue amounts at the rate of 3% per month above the Base Rate of HSBCc from the due date to the date of payment. (d) If the Seller has reasonable doubts about the Buyer's ability or willingness to pay, the Seller shall be entitled to suspend performance and to request payment on or before delivery or security for payment before continuing with performance of the contract. Such suspension will not allow termination of the outstanding balance of the order by the Buyer.
(e) All payments are due in the currency as requested on the invoice.
(a) Title to any goods shall remain with the Seller until it has received payment in full in cash or cleared funds for all of the goods in the same order, whether or not the goods are to be delivered and paid for in instalments.
(b) Until title to any goods has passed, the Buyer holds those goods as fiduciary agent/bailee for the Seller and shall keep them separate from the goods of the Buyer and third parties and properly stored, protected and insured and identified as the property of the Seller.
(c) If the Buyer is overdue in paying the price the Seller may recover the goods or any of them and for that purpose enter the premises of the Buyer or any third party where the goods are stored and re-possess them or in the alternative in the event that any payment for goods for all or any goods is overdue and is likely to be unpaid the Buyer shall re-deliver those goods on demand and authorize the Seller to enter any premises to remove those goods.
(d) Until title to any goods has passed, the Buyer holds those goods as bailee for the Seller.
(e) In the event that any payment for all or any goods is overdue or is likely to be unpaid, the Buyer shall re-deliver those goods on demand and authorizes the Seller to enter any premises to remove those goods.
(a) If the Buyer finds a material defect in the goods within 12 months from and including the date of despatch then the Seller will at its sole option as soon as is reasonably practicable repair or replace defective goods or refund to the Buyer the purchase price paid for those goods Provided THAT:
(i) the Buyer informs the Seller within 14 days of delivery or (where the defect was not apparent on reasonable inspection) within a reasonable time after the defect was discovered and then proceeds as instructed by the Supplier, including the prompt return, at the Buyer's risk and expense of any goods claimed faulty;
(ii) the defect existed in the goods at the time of delivery of the goods or arose from faulty materials or workmanship, was not reasonably discoverable upon inspection at the time of receipt, and did not result from any modification or alteration of the goods by the Buyer, or from normal deterioration, or impact or fire or from improper or faulty connection, installation, handling, storage or use of the goods by the Buyer, or failure of the Buyer to comply with any instructions provided by the Seller or normal wear and tear;
(iii) Failure to use the goods in accordance with the Buyers standard operating procedures.
(iv) any trademarks or labels on the goods have not been removed or mutilated.
(b) In all cases the Seller has sole responsibility for determining the cause and nature of failure and the Sellers determination with regard thereto shall be final.
(c) If it is found that the Sellers goods have been returned without cause and are still serviceable the Buyer will be notified and a charge for testing and examination may be made at the Seller’s sole discretion on any goods so returned.
(a) The Seller's express liability under these conditions is the limit of its liability for breach of warranty and shall be the Seller’s only liability and the Buyer's only remedy for breach of this contract for the sale of goods and all other liability of the Seller whether in contract, tort (including negligence), statute or otherwise, is hereby excluded.
(b) The goods are supplied strictly on the terms that the Buyer has satisfied itself of their suitability for its purposes. All warranties and representations express or implied, as to the quality or fitness for purpose of the goods are hereby excluded.
(c) In any event, the total liability of the Seller in respect of breach of any contract for the sale of goods or any representation given in connection with such a contract, whether in contract, tort (including negligence) statute or otherwise shall be limited to the purchase price for the goods.
(d) In any event, the Seller shall not be liable to the Buyer, the Buyer’s Agent or third party in respect of breach of any contract for the sale of goods or any representation given in connection with such a contract, whether in contract, tort (including negligence) statute or otherwise howsoever, for any consequential, indirect or special losses, any loss of use, profit, business, revenue, or contract, anticipated savings, goodwill, reputation or any liability of the Buyer to any third party.
(e) In any event, the Seller shall not be liable for delay or non-performance of this contract due to any event or circumstance beyond its reasonable control (including act of god, legislation, war (whether war be declared or not), civil commotion, fire, flood, failure of power supply, strike (official or unofficial) or other industrial action, or any inability to obtain parts or materials, import and export regulations and embargos. accident).
(f) Nothing in these conditions shall limit or exclude the Seller's liability for death or personal injury resulting from its negligence.
(g) The Buyer shall indemnify the Seller against all actions, claims, costs, damages, expenses and other loss or liability arising out of a defect in the goods to the extent occasioned or contributed to by any act or omission of the Buyer.
(h) The Sellers liability in respect of damaged property caused by defects in goods supplied is limited to £500,000 per incident or series of connected incidents.
(j) The Seller is not liable to the Buyer for any loss of any kind which is a consequence of any event if the Seller could not have prevented the event or consequence by taking reasonable steps.
(a) All patents, copyrights, design rights and trademarks, rights to confidence, and all other intellectual property rights, whether registered or unregistered, in any part of the world, in or developed by the Seller in relation to the goods are and shall remain the property of the Seller.
(b) The Seller does not warrant that the import, export, advertisement, or sale of the goods will not infringe the intellectual property rights of any third party, and shall have no liability to the Buyer in such case.
(c) The Buyer shall not remove or tamper with any trademarks or labels attached to the goods.
(a) All notices shall be in writing, and sent by hand, courier, first class post or facsimile to the address of the recipient stated in any quotation, order or acknowledgement of order.
(b) Notices shall be deemed to be received if sent by hand or courier, on delivery, if sent by first class post, on the second day following the day of posting, and if sent by facsimile, on completion of uninterrupted transmission.
Appointment of Receiver
If the Buyer has an encumbrance, take possession of, or a receiver appointed over, any of its property or assets, makes any voluntary arrangement with its creditors or becomes subject to an administration order, goes into liquidation or is affected by anything analogous to any of the foregoing under the law of any jurisdiction, or if the Buyer ceases or threatens to cease, to carry on business, the Seller may cancel or suspend the contract without liability to the Buyer
These conditions and any contract to which these conditions apply shall be governed by and construed in accordance with English law and the parties hereby submit to the exclusive jurisdiction of the English Courts. If any provision(s) of these conditions are held to be invalid of unenforceable in whole or in part, the validity of the other parts of these conditions and the remainder of the provisions in question shall not be affected.
AH SEWAGE TECHNOLOGIES -THE AWALIFT COMPANY- Ltd TERMS AND CONDITIONS OF SALE
Company Registration Number: 10735098