Slate Flooring Direct Limited
Delivery and Payment Terms and Conditions of sale
TERMS & CONDITIONS
- BASIS OF SUPPLY
(a) These Conditions of supply of goods and services of Slate Flooring Direct Ltd., (“Slate Flooring”) all orders to and contracts with Slate Flooring for the supply of goods and services and override any other terms or Conditions stipulated. Incorporated or referred to by the Customer. Accordingly, these Conditions of supply of goods and services, except where they are varied by Slate Flooring in writing, are the only Conditions upon which Slate Flooring supplies goods or services.
(b) No alteration or modification of these Conditions shall have effect unless such alteration or modification is accepted in writing by a Director of Slate Flooring
(a) Slate Flooring reserves the right to vary its prices without notice and unless otherwise agreed in writing, prices shall be those ruling at the date of delivery. This Condition does not apply to Fixed Price quotations expressed as such.
(b) All prices (including Fixed Prices’) are exclusive of duty or tax and Slate Flooring reserves the right to increase prices as a result of the increase or imposition of any duty or tan or by adjustments or alterations in currency rates of exchange.
(c) All prices include delivery (pursuant to and defined in Clause 4 below) in the UK (where Slate Flooring agree to deliver to the Customers premises or site) and packaging and packing costs unless otherwise slated
(a) All delivery date or periods
(b) Should dispatch or delivery of the goods, or the supply of services, or part of them be delayed or prevented from any cause whatsoever beyond Slate Flooring’s control or for reason attributable to the Customer or its customers or agents then, at Slate Flooring’s opinion, either the contract or any unfulfilled part thereof shall be terminated or Slate Flooring may extend the time for delivery until a reasonable period after such cause shall have ceased in which event the Customer shall be responsible for all storage and other costs incurred by Slate Flooring in connection therewith (including. without limitation, delivery and redelivery costs). Any termination shall not prejudice the rights and obligations of either party in respect of any part of the contract already completed but Slate Flooring shall have the right to sell undelivered goods and charge the Customer for any shortfall below the price under the Contract.
(c) Unless otherwise agreed delivery shall take place at the works of the Customer or at a site nominated by the Customer or on a hard road as close as possible thereto. The Customer shall be responsible for providing labour and facilities at the delivery point for the unloading of goods ordered by him and shall indemnify Slate Flooring against all claims whatever arising from such unloading operations. Slate Flooring reserves the right for its drivers and carriers to refuse to take their vehicles on to a nominated site if in the opinion of the driver or carrier the site conditions are such as to constitute a danger to the vehicles, the goods or to any persons or property in which event the provisions of Condition 4(b) apply.
(d) Where the goods are to be delivered in instalments (but strictly without prejudice to clause 6) each delivery shall constitute a separate contract and failure by Slate Flooring to deliver any one or more of the instalments in accordance with these Conditions. or any claim by the Customer in respect of any one or more of the instalments, shall not entitle the Customer to treat the contract an a whole an repudiated.
- PROPERTY AND RISK
(a) The risk in the goods shall pass to the Customer when Slate Flooring delivers the goods in accordance with these Conditions whether to the Customer or in any other person to whom Slate Flooring has been authorized by the Customer to deliver the goods.
(b) Notwithstanding delivery and passing of risk the goods supplied hereunder shall remain the property of Slate Flooring until Slate Flooring has received payment in full in cash or cleared funds of all sums which are or may hereafter become due from the Customer to Slate Flooring in respect of the goods or in respect of any other contract between the parties.
(c) Until the property in the goods passes to the Customer the relationship between Slate Flooring and the Customer shall be that of bailor and bailee.
(d) The Customer agrees to store the goods until they have been paid for in such a way that they are readily identifiable as the property of Slate Flooring.
(e) The Customer shall nevertheless have authority until such time as property in the goods passes to the Customer to sell the goods to its customers, but in the event of the Customer selling the goods or otherwise disposing of them it is hereby agreed that any suns sub-sale or disposal shall be deemed to be made on behalf of Slate Flooring (But without imposing any liability on Slate Flooring to the Customer’s customer), and the Customer shall hold the proceeds of sale or rights arising therefrom against the Customer’s customer on behalf of Slate Flooring until such time as the Customer shall have made full payment for such goods and immediately upon such sale or disposal the property rights of Slate Flooring shall pass to the Customer on Condition that the Customer ensures that the Customers customer pays the purchase price isle a separate bank account in the name of the Customer
(f) The Customer is hereby also authorized to use the goods in any manufacturing or another process in the normal course of its business before payment in full has been made and referred to in Condition 5(b) but upon so doing the Customer shall set aside the price of the goods so used in a separate account and referred to in Condition 5(e).
(g) Until such time as property in the goods passes to the Customer then Slate Flooring may recover and/or resell the goods or any of them and may enter upon the Customer’s premises by its servants or agents for that purpose and the Customer hereby grants to Slate Flooring an irrevocable license to this effect which shall survive the termination of this contract for any reason.
(h). Nothing in this Condition shall confer any right on the Customer to return goods supplied by Slate Flooring or to refuse or delay any payment for them.
- PAYMENT AND LIEN
(a) Unless otherwise stated on Slate Flooring’s delivery note, payment for the goods or services shall be made by the last working day of the month (Monday-Friday) following the month of delivery.
(b) Interest shall be payable by the Customer to Slate Flooring on any sum outstanding beyond the period of credit allowed by the contract at the tale of 3% per annum above bank base rate from time to time in force.
(c) Where payment is to be made by instalments the failure of the Customer to pay any installment in due time shall entitle Slate Flooring to treat such failure
(d) Slate Flooring shall have a general lien upon any goods of the Customer for the time being in the possession of Slate Flooring.
Once an order has been duly accepted by Slate Flooring cancellation by the Customer will only be accepted at the sole discretion of Slate Flooring subject to Slate Flooring being indemnified in full against all charges, losses (including loss of profit), costs and expenses incurred by Slate Flooring as a result of such cancellation.
- RETURN OF STANDARD GOODS
(a) Slate Flooring. Subject to the prior arrangement of a Director of Slate Flooring. may accept at if sole discretion the return of any standard goods from the then current range provided the Customer returns them at his own risk and expense to the distribution centre nominated by Slate Flooring, in their original packaging and in a resalable condition.
(b) A charge for accepting the returned goods will be levied on the basis of 33% of the original invoiced tale subject to a minimum charge of £50 plus VAT
- SUSPENSION OR TERMINATION CONTRACT
(a) If the customer shall, in the sole opinion of Slate Flooring. be unable or he likely to be unable to pay any sums he owes Slate Flooring, Slate Flooring shall (without prejudice to any other rights) he entitled to demand security prior to delivery or the carrying out of any services either by payment in cash or by bank guarantee, notwithstanding any forms of payment previously agreed, an in the event that the Customer is unable to provide the security the Customer shall be deemed to have repudiated the contract and Slate Flooring shall be entitled to delay delivery of the goods indefinitely or refuse to commence any services or accept the repudiation of the contract without liability whatsoever
(b) If the Customer commits any breach of these Conditions or of the
(i) suspend or terminate any contract or any unfulfilled part hereof: and
(ii) stop delivery of any goods or services, and
(iii) call for immediate payment of all monies owing to Slate Flooring under any contract.
(a) Slate Flooring shall not, notwithstanding any other provision of these Conditions, under any circumstances be liable in contract, tort (including negligence or breach of statutory duty), statute or otherwise for any indirect or consequential loss or damage of any kind or for any increased costs or expenses or loss of profit, business.
(b) The Customer shall inspect all goods immediately upon delivery and in the event that the Customer alleges that the quantity of goods delivered does not correspond with the quantity stated or that such goods are defective he shall within three days of delivery give to Slate Flooring notice in writing specifying the particulars of his complaint
In the event of failing to give such notice as aforesaid. Slate Flooring shall have no liability in respect of any alleged non-delivery of goods or defects therein which should have been apparent on a reasonable visual inspection at the time of delivery
- FORCE MAJEURE
Slate Flooring may cancel any contract without prejudice to any of the rights and remedies it may have and without any liability whatsoever if prevented from performing it owing to any cause whatsoever beyond Slate Flooring’s reasonable control.
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