The Following expressions shall have the following meanings:
Buyer: the person or firm who purchases the Goods from the Supplier as set out in the Order or the Supplier’s acknowledgment of Order.
Contract: the contract between the Supplier and the Buyer for the sale and purchase of the Goods in accordance with these Conditions.
Conditions: means these terms and conditions.
Goods: the Goods (or any part of them) set out in the Order.
Order: the Buyer's Order for the Goods.
Supplier: means Towing Electrics Ltd.
The Supplier provides relays and kits to distributors and trade customers only. There is a minimum order value of £100 exclusive of VAT.
Any Order for Goods shall be subject to the prices current at the date of despatch. Prices are quoted exworks, are exclusive of VAT and are subject to change or withdrawal without notice. No discounts shall apply unless previously agreed by the Supplier in writing. The price of the Goods is exclusive of amounts in respect of value added tax (VAT) which shall be payable in addition at the then current rate.
Terms of payment are strictly cash with Order unless a credit account has been established with the Supplier. Where a credit account has been established, payment must be made for each instalment of Goods delivered in accordance with the payment terms stated on the respective invoice (whether Goods delivered are the whole or only part of the Goods ordered). The Supplier may in its complete discretion, refuse to establish a credit account for any Buyer, and / or to withdraw established credit account facilities. Without prejudice to the Supplier’s other rights and remedies where any payment is overdue the Supplier may suspend any further supplies and charge interest in accordance with The Late Payment of Commercial Debts (Interest) Act 1998. The Supplier shall be entitled in its absolute discretion to appropriate any payment received by the Supplier from the Buyer to or towards any indebtedness of the Buyer with the Supplier, whether under this or any other contract and the Supplier shall be entitled to set off any amounts it owes the Buyer against any amount due from the Buyer.
5. RE-SCHEDULING OF ORDERS
Where an Order includes a delivery date or dates, these may be re-scheduled only with the Supplier’s specific written agreement.
Any time or date quoted by the Supplier for delivery is given and intended as an estimate only. Whilst every endeavour will be made to meet an estimated time for delivery, we shall not be liable to make good any damage or loss whether arising directly or indirectly out of delay in delivery. We reserve the right to deliver by instalments against any Order. Non-delivery must be reported immediately in writing to the Supplier within 3 days of the date of despatch.
7. DELIVERY CHARGES
Delivery is free on UK orders over £200 before VAT. Orders below this amount will be subject to a charge at the lowest rate charged to the Supplier. Charges to the rest of the world will be charged in accordance to varying rates calculated at the time of dispatch.
The Supplier will replace, free of charge, Goods damaged or lost in transit provided the Buyer gives the Supplier written notification of such damage or loss within 3 days after delivery.
9. RISK and OWNERSHIP
Risk in the Goods passes to the Buyer on delivery. Legal and equitable ownership of the Goods shall remain with the Supplier, notwithstanding delivery thereof to the Buyer, until such time as the full price thereof (and any other monies payable hereunder) has been paid by the Buyer to the Supplier.
If the Buyer makes default in any payment on the due date or is otherwise in breach of any of these terms, or if (being an individual) he commits an act of bankruptcy or has a receiving Order made against him or (being a Company) enters into liquidation (whether compulsory or voluntary) or has a receiver or manager appointed of the whole or any part of its business or undertaking or if distress or execution is levied or threatened upon any of the Buyer's property, then in any such case (and without prejudice to any other rights we may have):-
(i) the Supplier shall be entitled to repossess and re-sell Goods delivered to the Buyer and not paid for in full and for that purpose the Buyer shall allow the Supplier to enter upon the property in which they are situated to collect the same, on demand.
(ii) the Supplier shall be entitled to suspend all further deliveries to the Buyer until the default is made good or to refuse to deliver any further Goods to the Buyer and to re-sell any further Goods ordered by the Buyer whether they are the balance of any Order or the whole part of a further Order.
(iii) the Buyer shall in any event be liable to make good to the Supplier its loss or profit on all such Goods and all costs and expenses of repossession, storage, insurance and sale and to pay to the Supplier interest as provided above until actual payment.
11. DEFECTIVE GOODS & WARRANTY
(a) If any Goods are or become faulty or defective by reason only of defective materials or faulty workmanship the Supplier will (at the Supplier’s option) either refund the price of the Goods or replace such Goods provided that (1) the Buyer has notified the Supplier in writing with full particulars of the defect (2) the Buyer has returned the faulty or defective Goods to the Supplier.
(b) The liability of the Supplier set out above is the Buyers' sole remedy for defective Goods and to the fullest extent permitted by law is in place of any other conditions or warranties whether express or implied as to the quality and fitness for purpose of the Goods and
(c) All products are subject to the Suppliers warranty period of 12 months. Any claims made outside of this period are at the discretion of the Supplier.
(a) Subject to Paragraph d of this Condition, we shall not be liable under contract tort (including negligence) statutory duty or otherwise to the Buyer for any indirect or consequential loss or damage of any kind whatsoever however arising nor shall we be liable for any loss of profits,
(b) subject to Paragraph d below the Supplier's total liability to the Buyer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the price of the Goods.
(c) Irrespective of any claim against the Supplier all sums due to the Supplier from the Buyer will remain due and owing and the Buyer shall have no right to setoff against sums due to the Supplier.
(d) Paragraphs a to c inclusive of this Condition shall not apply to loss or damage arising out of or in connection with death or personal injury, fraud or fraudulent misrepresentation or loss or damage for which liability cannot be limited or excluded by law.
13. FORCE MAJEURE
We shall be relieved of all liability for obligations incurred to the Buyer whenever, and to the extent of which the fulfilment of such obligation is prevented, frustrated or impeded in consequence of any statute, rules, regulations, Orders or requisitions issued by any government department, council other duly constituted authority or by reason of any strikes, combination of workmen, lockouts, breakdown of plant, accident, civil commotion, war, force majeure or any other cause beyond the Supplier’s control.
These conditions and the contract and all matters pertaining thereto shall be governed by English law, and the English courts shall have jurisdiction in relation thereto.