Dry Verge And Roofline Direct Ltd
Terms of Business
1. We only supply goods subject to these conditions, which shall govern the contract to the exclusion of any other terms and conditions.
2.1 Any time or day quoted by us for delivery of all or any of the goods is an estimate time only. Time of delivery or performance shall be of the essence. We shall not be liable for any failure to meet such estimate, nor
for any loss, whether financial or otherwise, resulting directly or indirectly therefrom.
2.2 Delivery of the goods shall be if place for delivery is agreed by us by delivering the goods to that place. This includes 'leave safe if no answer'. Note that leave safe if no answer is our default instruction to prevent delays to customer. We are not liable for any loss or damage from a left safe parcel. Please let us know if you do not want us to leave safe before goods are dispatched.
If goods have been signed for, we accept no liability for any damage and will not refund, reimburse or replace these items. By signing for your delivery, you are signing that items have been checked upon delivery and that you are happy with what you have received.
2.3 We reserve the right to deliver by instalments and/or in advance of any quoted dates.
2.4 When the goods are delivered in instalments each delivery shall constitute a separate contract and failure by us to deliver any one or more of the instalments or any claim by you in respect of any one or more instalments
shall not entitle you to treat the contract as a whole as repudiated.
2.5 If you fail to take delivery of the goods at the time notified by us then we may (without prejudice to its other rights and remedies)
2.5.1 Store the goods and charge you for any reasonable cost and/or
2.5.2. Sell the goods at any time and after deducting all costs and expenses
2.6 Notification of short delivery or damage in transit must be made in writing to us within 5 days of the receipt of the goods. In the absence of any notification we shall not be liable for any short delivery or damage, or any loss resulting therefrom.
2.6.1 We shall (subject to condition 2.6.2) make good at our option by either replacements or reimbursement of the whole or part of the price of replacement any such non delivery abort delivery or damage notified as aforesaid. Each issue will be treated on an individual basis
2.6.2. We shall be under no liability to you in connection with any loss or damage in transit where delivery takes place at our premises. We shall be under no liability to you in connection with any 'left safe' parcels.
2.6.3. We reserve the right to change order quantities by plus or minus 20% for special coloured materials.
3.1 You
3.1.1 Warrant and acknowledge that you have not relied on any representation made by us or our employees or upon any descriptive and technical specifications, drawings, catalogues, illustrations or particulars (including
without limitation as to weight and dimensions) and waive any claim for breach of any such representations.
3.1.2. Warrant to us that the goods are sufficient and suitable for the purpose or purposes intended (whether by
yourselves or any third party)
3.1.3. Covenant that the goods will be properly used or dealt with in particular but without prejudice to the generality of the foregoing only in a manner and for purposes for which they are sufficient and suitable and that
you will pass onto your customer a copy of any instructions relating to the goods.
4.1. Subject to any special terms agreed in writing between us we shall be entitled to invoice you for the price on or at that we have notified you that the we have tendered delivery of the goods.
4.2. 4.2.1. We reserve the right to revise prices quoted were appropriate to take account of market fluctuations or circumstances beyond our control.
4.2.2. Unless otherwise expressly stated in writing, all prices are exclusive of VAT which shall be payable by you.
4..2.3. Carriage will be paid on all orders with a net value of £360 or over.
4.2.4. Payment is made directly before order is complete.
5.1. 5.1.1. Customers profile (both before and after the laminate has been affixed) and any tools provided by or paid in full or part by the customer shall at all times be at your risk and it is your responsibility to have the
appropriate insurance cover. We shall not be liable for lost profit or other incidental or consequential damages arising from any damage or to loss or destruction of the profile our any such tools.
5.1.2. Risk in the goods shall pass to you immediately on delivery to you or into custody on your behalf whichever is the sooner.
5.2. Notwithstanding delivery, property in and title to the goods shall remain with us until we have received payment in cleared funds of the first prices of (a) all goods the subject of the contract and (b) all other goods and services by us to you under any other contract whatsoever.
5.3. Subject as heroin provided, you shall nevertheless be entitled to deal with the goods in the ordinary course of business provided that
a) you shall not purport to dispose of property in and title to the goods until delivery to your own customer.
b) you shall first deal with the goods that you have paid for and any payments received by us from you shall first be appropriated to goods dealt with by you.
c) if the goods are altered or any goods become attached to the goods or if any part of the goods is replaced such alteration, attachment or replacement shall not affect our property in and title to the goods.
5.4 Until property in and title to the goods passes to you
5.4.1. You shall hold the goods as bailee for us and shall keep the goods in such a way that they are readily identifiable as our property and shall keep the same property stored protected and insured and (unless and until dealt with by you under clause 5.3.) separate from all and any other goods whether belonging to yourselves or any third party.
5.4.2. We shall be entitled at any time to revoke your power to deal with the goods
5.4.3. Your power to deal with the goods shall automatically cease if you shall commit or be subject to any act of insolvency
5.4.4. You shall not make any modifications to the goods our their packaging or alter, remove or tamper with any marks, numbers or other means of identification used on or in relation the goods.
5.4.5 You shall account to us for the proceeds for sale or otherwise of the goods whether contract of sale or other contract on behalf of us and any such contract shall accordingly be concluded in your name.
Upon determination of your power to deal with the goods under conditions 5.4.2. or 5.4.3. you shall place the goods at our disposal and we are hereby irrevocably authorised without the need of consent of any third party using only such force as may be necessary, to enter your premises for their purpose of
removing the goods.
6.1. We shall make good either by replacement or reimbursement of the whole or part of the price or replacement, in the event
1)any failure by the goods to correspond with their specification at the time of delivery.
2)any defect developing under normal use in the goods and due solely to faulty design (except where supplies by or on behalf of the customer) materials and/or workmanship provided that
6.1.1. Any failure to meet specifications is notified in writing to us within 7 days from the date of delivery
6.1.2. Any such defect in design material workmanship shall have appeared within 12 months of delivery and shall have born thereupon promptly notified to us in writing
6.1.3. We shall be under no liability in respect of arty defect in the goods arising from any drawings, design or specification supplied by you.
6.1.4. We shall be under no liability in respect of any defect from fair wear and tear wilful damage, negligence, lack of proper maintenance or servicing, abnormal working conditions, failure to follow our instructions (whether oral or in writing) misuse (it being understood that our instructions are for guidance only an d that you or your customers arc responsible for ensuring that the goods arc used ins proper and reasonable manner) or alteration or repair of the goods without our approval.
6.1.5. Any goods alleged to be defective are promptly made available to us for inspection and, if so required by us are promptly returned to us at your risk and expense for inspection, and we shall if in our reasonable opinion consider them to be defective solely by means of faulty design, materials and/or workmanship.
6.1.6. The colour fastness of white products is expected to remain reasonably stable for a period of ten years from the date of manufacture in accordance with the compound manufactures technical specifications which are available upon request, provided they are used in Middle or Northern Europe. No warranty is given as to the fastness of any other colour, but technical information supplied by the manufacturer is available to you upon request
6.2.1. The process of affixing laminate to profile is carried out fully according to the procedure recommended by the suppliers of the laminate and adhesive. The performance of the laminate is warranted in accordance with the
warranty supplied to us by those manufacturers and details of this are available to you on request
Provided that
a) notice of claim is given in writing to us within 28 days of when you were or ought reasonably to have been aware of any alleged breach of warranty and in any event within 7 years of the date of supply of the goods.
b) We shall be under no liability in respect of any failure of the laminate to adhere or change of colour arising from
1) Subsequent manufacturing operations, transport installations, impact, abrasion, mechanical damage, neglect, wilful damage, pollution, lack of proper maintenance, failure to follow our instructions,
2) End use of the profile other than Middle or Northern Europe (north of latitude 46 degrees north) and elevations below 1800 m.m. above sea level
c) Any items alleged to be defective are promptly made available to us for inspection and, if reasonably so required by us are promptly returned at your risk and expense to us for inspection.
d) This Warranty is for your sole benefit arid may not be assigned our transferred.
e) If you require delivery of profile to which laminate has been affixed within 48 hours of such affixing, no warranty of any kind is given.
Our liability is limited to reimbursement of the price paid or replacement of the goods..
6.3. All other warranties, conditions or other terms as to merchantable quality, fitness for purpose or which otherwise relate to the quality of the goods provided are (save for the statutory rights of consumers) hereby excluded. We shall (save as provided herein) have no liability whatsoever however arising or arises including without limitation in negligence for any such matters. You hereby acknowledge that such exclusion is reasonable in the light of the fact that it is not practicable foe us to obtain insurance for consequential loss
arising from the failure of the product at the cost that it could pass on to you.
6.4. We shall be under no liability under the warranties in conditions 6.1 and 6.2.until any money’s due from you under the contract have been paid.
6.5. Notwithstanding and without limitation any other provision hereof in no event will we be liable under any terms of or otherwise in connection with the contract (including without limitation in negligence) for the loss of profits or any other incidental or consequential damages
7.1. In these conditions;
‘adhesive’ means the adhesive affixing laminate to profile
‘we’ means European Plastics Ltd. ‘contracting’ means the contract made or to be made between us and yourselves subject to these conditions.
7.2. We shall have no liability whatsoever for any failure to perform, or for any delay in the performance of any of it’s obligations under the contract arising wholly or in part by reason of any factor beyond our control.
7.3.No failure or delay on our part to exercise any of its rights under the contract shall operate waiver thereof, nor shall any single or partial exercise of any such right preclude any other or form the exercise thereof. Any waiver by us of any breach by you of any further or additional breach or breaches.
7.4. This contract shall be governed by English law.