Terms and conditions
1.1 All orders are accepted subject to the following terms and conditions. These shall form part of and govern
the contract of sale.
1.2 Within these terms and conditions the seller means Cavity Trays Ltd. The buyer means the party to whom these terms and conditions are made available or addressed.
1.3 No modification to these terms or conditions shall be affected by any of the buyer’s terms, conditions or documentation. The terms and conditions of Cavity Trays Ltd apply in all instances unless a director of Cavity Trays Ltd issues prior to the acceptance of any order a signed letter in which the specific variance is clearly stated and agreed and a variance reference number given that must be clearly printed upon the order for goods prior to placing same.
2 Estimates and quotations
2.1 The seller’s quotation shall not be binding on the seller unless and until acceptance of any order is issued in writing by the seller. The right is reserved by the seller to recover from the buyer full compensation for any loss or expense arising from the cancellation or variation of any order placed and any order shall not be varied without the consent of the seller.
2.2 It is the buyer’s responsibility to supply all technical information and dimensions in writing and ensure all necessary approvals have been granted prior to manufacture of the order commencing. The placing of the order is required before any drawings or calculations will be issued by the seller.
3 Rates and Prices
3.1 Prices quoted are exclusive of Value Added Tax. Any variations or additions resulting from taxes, levies surcharges or similar will be for (charged to) the buyer’s account.
3.2 Any surcharge applied to reflect the volatility of any raw material necessary in the production of any goods will be charged in addition. (This is to permit the rate of material such as lead flashing to be applied at the going daily rate).
3.3 Prices quoted are based on current conditions and are subject to adjustment after receipt or acceptance of order to take into account prices ruling at the date of despatch.
4 Despatch and Delivery
4.1 Despatch dates and carriage methods apply to the anticipated date of despatch and the anticipated mode of carriage only and speed shall not form any part of any contract.
4.2 Where goods are ordered by a buyer for delivery at periods to suit his request and the buyer does not take delivery within any period of fixed price undertaking the prices ruling at date of despatch will apply.
4.3 The buyer will provide at his expense labour for unloading. The goods will be delivered as near as possible to the delivery address as safe highways permit.
4.4 The seller shall not be liable for any consequential loss whether this arises from a breach of duty in contract or any other way.
4.5 Any packaging marked ‘returnable’ is not included within any price of goods delivered and is chargeable if not returned to the originating premises of the seller in good condition within one month.
4.6 Delivery address shall mean an address within the United Kingdom mainland. If not within the United Kingdom the delivery address shall be F.O.B in a United Kingdom port.
5 Acceptance of Goods Ordered
5.1 Unless the buyer rejects the goods in writing within three working days the buyer will be deemed to have accepted the goods.
5.2 The seller shall have no liability for any goods delivered in a defective or damaged condition unless: details are endorsed on the carrier’s delivery note paperwork.
Shortages or goods lost in transit must be notified in writing within three working days.
5.3 In the event of any goods requiring replacement or crediting because of quality or non-delivery or condition the seller shall have no other liability whatsoever including consequential loss (including loss of profit, loss of business, economic loss or depletion of goodwill). It shall be the duty of the buyer to insure against such consequential loss and to hold the seller harmless therefore.
5.4 All guarantees, warranties and other terms implied by statute or common law (save for conditions implied by section 12 of the Sales of Goods Act 1979) are to the fullest extent permitted by law, excluded from this contract.
5.6 The total amount of any liability under this contract shall be limited to the value of the contract.
6 Risk Transfer
6.1 As soon as the goods are delivered to the delivery address they shall be at the risk of the buyer or where the eventual delivery address is not within the UK mainland immediately the goods are placed on board the ship plane or other mode of transport operating from the place of ongoing transit.
7 Specifications of Goods and Services
7.1 All specifications, weights and dimensions stated within the contract are approximate only and it must be understood that goods manufactured and supplied are subject to the sellers normal trade tolerances.
7.2 Where quoted in imperial the seller reserves the right to supply the metric equivalent or vice-versa.
7.3 The right is reserved by the seller to change the specification of any goods quoted or described in trade literature or publicised in other ways, at any time without notice.
8 Property Rights Intellectual
8.1 At all times the property and any copyright or other intellectual property rights in any documents or data provided by the seller shall be and remain exclusively in the ownership of the seller.
8.2 The seller shall be indemnified by the buyer against all damages costs expenses penalties to which the seller may be exposed or liable as a result of work done in accordance with the buyer’s specification which involves the infringement of any third parties registered design or patent.
9.1 Before any manufacture commences it is the responsibility of the buyer to ensure all necessary approvals have been granted and received. Design drawings will be issued only following the placement of the contract or order to the seller. It is the buyers responsibility to satisfy himself that all drawings, calculations, dimensions and technical requirements are correct and the goods are suitable and correct for the purpose intended. The seller shall accept no responsibility for omissions or errors. The placing of an order shall be deemed acceptance and approval by the buyer of the details submitted. ‘Equal or approved’ goods offered for sale may have different features than those shown and the purchase by the buyer shall be deemed acceptance and be at his total responsibility.
9.2 All advice of the seller is inevitably generalised and it is the responsibility of the buyer to ensure it is relevant to the specific circumstances in which he seeks to apply it.
10 Title of Goods
10.1 Until payment is received in full of all and any monies due under this and any contract between seller and buyer the goods shall remain the seller’s property subject to the following:
10.2 The seller shall be entitled to repossess all the goods held by the buyer that are the sellers property should the buyer default in any payment due. To this purpose the seller shall be permitted and entitled to enter upon land or buildings on or in which the goods may be located. All costs repossessing such goods shall be borne by the buyer.
11 Payment and Settlement
11.1 Payment must be made to the address on the sellers invoice to the settlement terms that unless otherwise agreed in writing shall be the last day of the month following the month of delivery.
11.2 The buyer shall pay for each instalment where delivery is split partial or staged and the seller invoices each instalment separately.
11.3 Time for payment is of the essence and if a payment is not made on the due date the seller shall be entitled to charge interest on the amount outstanding at 4% above NatWest plc bank rate accruing daily. The seller may also refuse to make delivery of further goods ordered or under contract or not and without incurring any liability whatsoever for non-delivery by a due date. The seller require payment in advance of delivery or terminate or terminate the contract and unless otherwise stipulated in writing by the seller the buyer shall not be entitled to exercise any right to set-off or counterclaim against monies owed to the seller for goods invoiced and delivered to him.
12.1 Notices to the seller must be in writing and sent first class post to the address on the front of this document.
13 Determination of Contract
The seller shall have the right by written notice to the buyer to suspend or cease future deliveries to the buyer without penalty or ongoing contractual liability whatsoever in the event the buyer has a bankruptcy order made against him or makes an arrangement with his creditors or otherwise takes the benefit of any Act for the time being in force for the relief of insolvent debtors or convenes a meeting of creditors (formal or informal) or enters into liquidation or administration or has a receiver or manager appointer or any part thereof or a resolution is proposed or petition presented to any court for the winding up of the buyer or if the buyer suffers or allows any execution to be levied against it/him or fails to perform his obligations under any contract with the seller or pay the seller within the meaning of section 123 of the Insolvency Act 186. Such right shall be without prejudice to any other right or claim the seller may exercise.
14 Liability and Law
14.1 The seller shall not be liable for any failure of or delay in performance that is due wholly or partially to restriction by Government or other authority, strikes, acts of God, lock-outs, failure by suppliers to supply raw materials or components or any other cause whatsoever outside the reasonable control of the buyer.
14.2 Any waiver of the seller of its rights in respect of any breach by the buyer shall not in any way affect the rights of the seller in the event of a subsequent breach by the buyer.
14.3 These conditions and terms and any contract shall be subject to and construed in accordance with English Law. The buyer is deemed to submit to the non-exclusive jurisdiction of the English Court.
Cavity Trays Ltd T & C. P 1/.2005 R 12/2008.