Terms and Conditions of Sale of
H2O Direct Limited (the Seller) Rauter House ,1 Sybron Way, Millbrook Inds Est, Crowborough ,East Sussex, TN63DZ
To all Customers (the Buyer)
- Goods – are not tested or sold as fit for any particular purpose and any term warranty or conditions express implied or statutory to the contrary is excluded. In no circumstances whatsoever shall the Seller’s liability (in contract, tort or otherwise) to the Buyer arising under or in connection with this contract or the goods supplied hereunder exceed the invoice of the particular piece(s) concerned. The Seller shall be under no liability for loss or damage or cancellation or delay howsoever arising caused by circumstances outside his control. In particular the Seller accepts no liability for damage arising from an outflow of water where the installer has failed to fit a pressure reducing valve and a water block is not in situ. All offers or quotations are void after 30 days duration.
- The Property – in the goods shall not pass to the Buyer until the Buyer has paid to the Seller the full invoiced value, the Buyer shall sell the goods in such manner as to pass to a third party a valid title to the goods, the Buyer shall hold the proceeds of such sale on trust for the seller. The Buyer agrees to payment of the whole price of the goods. The Seller may at any time enter upon the Buyer’s premises and remove the goods there from and that prior to such payment the Buyer shall keep for the purpose of any sub-sale. Notwithstanding that property in the goods shall not pass to the Buyer save as the goods separate and identifiable, for this purpose, nothing herein shall constitute the Buyer as Agent of the Seller. The goods shall be at the risk of the Buyer, from the time of collection by or to delivery to him of the goods or after the expiration of the rent free period referred to below, whichever is the earlier. An “All Risks” Insurance full value covers to be arranged by the Buyer, until all goods are paid for, to the satisfaction of the Seller. Goods will be stored rent free for fourteen days from the date of this contract or the date for collection (if any is agreed upon) or the dates when goods are available for collection, whichever is the later, after which the Buyer shall pay rent at the charges by Public Dock Authorities in the area. Any delay caused by the unreasonable act or default of either party or rail or road transport or craft furnished by the other to be for the account of the party causing the delay. All goods received by the Buyer shall be clearly, marked, dated and stored as such until full payment is made for these (original supplied boxes “EVE” adhesive to be used with copies of delivery note). The goods must be clearly identified. This section is also referred to as being an all monies clause. All bulk goods supplied are packed and stored as such by the Buyer may be taken as the last lot supplied with the same specification on unpaid invoiced goods.
- If the Buyer – shall fail to make due payment of all monies due by the Buyer to the Seller on whatever account then until all such monies have been paid the Seller shall be entitled to withhold delivery of the goods or any part thereof and during such time the goods shall be deemed to be not available for collection. If the Buyer does or suffers to be done anything which might prejudice his ability to pay the full price he shall be deemed to have repudiated this contract and the Seller may without prejudice to his other rights accept such repudiation without notice as termination thereof. The Buyer shall take delivery or collect the goods within the limit provided for under this contract, in the event that he fails to do so within such limit, the Seller shall be entitled to treat such failure as repudiation of the contract and may without prejudice to his rights accept such repudiation without termination thereof. All monies are considered as due to the seller which were agreed initially with the buyer plus costs incurred with any repudiation procedures.
- Failing to Pay – Should the Buyer fail to make payment for an agreed contract, without written good reason for a justifiable cause, in accordance with English Law, then the seller reserves the option to make claim to any said indebtedness through whatever means available. Where court applications are involved, all disbursements are changeable to the Buyer, which includes Court Costs, Interest Charges from date of debt, Attendance Charges, Legal Advice Costs and a Minimum Charge of £50.00 for time and paperwork necessary by the Seller. All discount amounts are forfeited and claimable with submission invoices by the Seller to cover these lost discounts occasions by the Buyer’s failure to pay within the agreed period of time. Statements are supplied monthly and failure to inform of missing invoices within 40 days by the Seller necessitates a copy charge by the Vendor of £10.00, Default Letters and Credit Collection phone calls are £10.00 each. Duplicate Invoices are £10.00 at any time.
- Notice – of any claim arising out of or in connection with this contract must be given in writing to the Seller within 7 working days from the date of when the goods are collected or delivered, failing which all claims shall be deemed to be waived and absolutely barred. In any event the Seller shall be under no liability for shortage or damage unless within 3 days of delivery the Buyer gives written notice of claim otherwise on a consignment note or delivery document to the carrier and to the Seller. The Seller shall be under no liability whatsoever if bulk is broken pending settlement of any claim, or, where the goods collected or delivered include plywood or particle board, if the marked battens on the packages (if any) are not produced with the goods for inspection by the Seller. Returns of goods or cancellations are not permitted without the Seller’s written permit. All invoice value queries must be made without delay and in any case within 18 days of issue date.
- No Penalty Clauses are accepted whatsoever by H2O DIRECT LIMITED in any contract whatsoever whether directly or indirectly presented by the Vendor at time of enquiry or contract placing. Predetermined delay in full payment by clients for a contract are not accepted by H2O DIRECT LIMITED from the client. Any insistence on this will be liable to interest charges leviable on the Vendor. Any quotations supplied are nett of any such items as mentioned in this paragraph and where written Director’s Authority is given to override the aforementioned clauses then it must be assumed that the potential penalties must be added to the value of tenders.
- If it is agreed – that the goods must be processed the Seller may arrange for such processing to be performed by a third party and in such case the operation shall be carried out on the Standard Terms and Conditions of the Third Party.
- All sales “to arrive” – shall be subject to shipment and safe arrival. Any variation in the total of the war risk insurance rate or any charge, tax, levy, duty or impost on the goods shall be for the Buyer’s account. Instruction for the delivery to be given in time to enable them to be carried out upon arrival. In the absence of such instruction of if ordered by the Buyer to rail or road transport or to craft and the Buyer fails to provide same when goods are available the Seller may take such steps as he may in his absolute discretion consider to be necessary to clear the goods and may recover from the Buyer all expenses thereby incurred. Special/Verbal Instructions for goods’ shipment, by the Buyer are always totally at the Buyer’s risk.
- If any contract(s) – made by the Seller to procure the goods provided for variation of price(s) or for the cancellation of such contract(s) in the event of alteration in rate(s) of exchange and if by virtue of such provision either the price of any of the goods to be paid by the Seller, or the Sterling equivalent thereof, is varied or the contract(s) is cancelled then the price(s) if such goods under this contract shall be varied by the same amount or the Seller at his option shall have the right to cancel this contract by notifying the Buyer in respect of any goods not delivered to the Buyer at that date. All contracts are deemed to be made at the Seller’s registered office unless otherwise agreed in writing by the Seller.
- Any variation – in the cost to the Seller of affection delivery of the goods to the Buyer or in charges directly or indirectly the goods which occurs after the date of the contract and prior to delivery of the goods to the Buyer shall be for the Buyer’s account save that if any contract made by the seller to procure the goods provides for cancellation of such contract in the event of a refusal by the Seller to agree to any written variation of the rate of freight, and if by virtue of any such provision such contract is cancelled, then the Seller have the option of cancelling this contract by notifying the Buyer in respect of any goods not delivered to the Buyer at that date. Latest terms of sale apply always to transaction(s) by Seller.
- All Terms – express or implied, relating to quality of goods and warranties only the breach of which gives no right to reject the goods or terminate the contract in any circumstances whatever. All agreements whatsoever have to be in writing.
- All Prices – quoted are exclusive of Value added Tax where applicable. Payment for the goods shall be made on or before the date fixed in accordance with the terms agreed between the Buyer and the Seller for the operation of the account between them. In the event that payment shall not have been made by such date the Seller shall be entitled to recover from the Buyer interest or any outstanding balance at the rate of 1. 1/2% per month of overdueness, for the time being in force for the period from such date until the date of payment. Any special terms on DISCOUNTS from our catalogue or lists will automatically be forfeited for overdue payments and the full amount of the goods will be put to the Buyer’s charge by way of warning and subsequent invoice covering the different amount for adding to the Buyer’s account. £10 is charged for uncleared cheques from the client’s bank. Recovery costs or legal or court charges necessary for recovering outstanding monies by the Buyer to the Seller are fully the Buyer’s responsibility. All such costs shall be added to monies reclaimed by the Seller. The Buyer pays for goods’ shipments.
- Accuracy and Description of goods – Subject to where goods are stated to be sold as complying with a recognised trade or industry standard, all descriptions, specifications, drawings and particulars of weights, dimensions submitted by the Seller or otherwise contained in the Seller’s catalogues or brochures, price lists, quotations and other published matter are approximate only. All specifications, quotations and advice given by the Seller or Agent to the Purchaser, are given without responsibility relating to the goods, unless given in writing by an authorised officer of the Seller in reply to a specific request from the Purchaser before or at the time the contract is made. Verbal orders are accepted only at the Purchaser before or at the time the contract is made. Verbal offers are accepted only at the Purchaser’s sole and complete risk and errors are at his cost. Catalogue terms and descriptions are of the essence and other descriptions which vary and cause exchange of goods and expense, are totally at the Buyer’s cost as are special Manuals, Drawings or Certificates.
- Warranty – The Warranty covers for defects in material and workmanship only for a period of 12 months from purchasing date.
- Return of Goods – We do not accept these without an official written approval by Directors of the Seller. If goods are specially produced or acquired for any contract then no credit for client’s return will be given. In other cases an acceptance of returns may only be considered in the light costs involved and the Buyer’s willingness to pay a restocking charge, if agreed by the Seller. 30 days is the maximum time from an invoice that any consideration may be made with full identification, delivery notes and reasons being submitted in writing. Exchange of goods have to reflect the costs involved and the differential of actual product prices, if agreed. Returned goods need to be in pristine condition also for resale, in a sorted and labelled condition.
- All Preparation or Internal Procedures or Commercial or Technical “know how” – 8 used in compilations of orders or contracts is regarded as confidential and not for divulgence to a Buyer under any circumstances by the Seller under any conditions or reason.
- Where these Terms and Conditions – in any way conflict with any terms on which the Buyer has purported to purchase the goods, then the provision of any such terms of the Buyer shall be deemed to be ineffective to the extent that they are registered promptly with accordance with the Companies Act 1985 Part XII as amended. Without prejudice to the other rights of the Seller, if the Buyer fails to do so, all sums whatsoever owing by the Buyer to the Seller shall forthwith become due and payable in a reasonable time of say seven days of receipt of goods or acknowledgement, whichever is the earlier.
- Copyright – Where goods are designed or made to a design by a Seller and sold to the Buyer, the contract is deemed as being one of provision of “know how” and goods to the Buyer for an agreed price. Replication of design or copying the product is regarded as in infringement of the Seller’s design and royalties or commission are liable by the Buyer to the Seller, during or after the event. Provision of specific products by the Buyer excludes the Buyers right to emulate, copy or replicate the items.
- Negligence of official officers representing the company to maintain contract details renders personal charges for negligence. This clause also applies to officers acting officially on behalf of the company in a Receivers or Liquidators capacity.