Terms and Conditions
GENERAL
Any variation of these conditions in any document of the buyer unless inapplicable unless accepted in writing by the seller.
'Seller' is Wilson Washroom Services. 'Buyer' is the person, firm or company placing the order.
DELIVERY
Where a period is named for delivery and such period is not extended by mutual consent in writing or under the provisions of sub-clause hereof the buyer shall take delivery within that period.
Any time or date for delivery named by the seller is an estimate only and the seller shall no be liable for the consequences of any delay.
Deliveries may be wholly or partially suspended and the time of such suspension added to the original contract in the event of a stoppage, delay or interruption of work in the establishment of the seller during the delivery period as a result of strikes, lock-outs, trade disputes, breakdown, accident or any cause whatsoever beyond the control of the seller.
TITLE RISK
The ownership of the goods shall at all times remain vested in the seller and no title shall pass to the buyer until the goods have been paid for in full at the invoice price together with any interest due thereon.
The seller shall be entitled at all times to enter the buyer's premises without being liable to trespass to examine or recover the goods if the same shall not be paid for within the time specified for payment and the buyer shall afford access to the premises for such purpose upon demand.
Risk in the goods shall pass immediately to the buyer upon delivery to the place named in the purchase order or upon collection from the seller by the buyer or its agents or employees.
Where goods are sold f.o.b. the responsibility of the seller shall cease immediately the goods are placed on board ship and the seller shall be under no obligation to give the buyer the notice specified in section 32 (3) of the Sale of Goods Act 1979.
PAYMENT/INTEREST ON OVERDUE ACCOUNTS
Payment must be made within 30 days of delivery to the buyer's place of business or collection by the buyer on receipt of invoice (whichever is the earlier).
Value Added Tax where applicable shall be shown separately on all invoices as a strictly nett charge and added to the price.
Interest at the rate of 4% per annum over LloydsTSB Bank PLC minimum lending rate will be payable on all overdue accounts from the date of the invoice until payment in full is made.
If the buyer fails to make payment on any monies due to the seller the seller may withhold delivery of any further goods until all outstanding monies have been paid.
SPECIFICATION
Where specifications are to be supplied the buyer shall supply such applications in reasonable time to enable the seller to complete delivery within the period named.
NO IMPLIED WARRANTY
No condition is made or to be implied nor is any warranty given or to be implied as to the life or wear of the goods supplied or that they will be suitable for any particular purpose or for use under any specific conditions, notwithstanding that such purpose or conditions may be known or made known to the seller.
DEFECTIVE GOODS
Goods represented by the buyer to be defective shall not form the subject of any claim for work done by the buyer or for any loss damage or expense whatsoever arising directly from such defects, but such goods, if returned to the seller and accepted by him as defective, will at the request of the buyer and if practicable be replaced as originally ordered. Defects in quality or dimensions in any delivery shall not be a ground for cancellation of the remainder of the order or contract.
CLAIMS
No claim for damage in transit, shortage of delivery or loss of goods will be entertained unless:
In the case of damage in transit or shortage of delivery, a separate notice in writing is given to the carrier concerned and to the seller within 3 working days of the receipt of goods, followed by a complete claim in writing within 28 days of receipt of goods and
In the case of loss of goods notice in writing is given to the carrier concerned and to the seller and a complete claim in writing make within 3 working days of the date of consignment. Where goods are accepted from the carrier concerned without being checked, the delivery book of the carrier concerned must be signed "not examined".
FORCE MAJEURE
In the event of an outbreak of hostilities (whether war is declared or not) in which the United Kingdom is involved, or in the event of national emergency or Terrorist intervention or action in Northern Ireland or if the seller's works should become either directly or indirectly engaged on government orders or orders under priority directions as to prevent or delay work on other orders, the seller shall be entitled at any time, on notice to the buyer, to make partial deliveries only or to determine the contract, without prejudice in any case to rights accrued in respect of deliveries already made.
BUYERS DEFAULT ETC.
If the buyer shall make default in or commit a breach of the contract or of any other of his obligations to the seller, or if any distress or if the buyer shall make or offer to make any arrangement or composition with creditors, or commit any act of bankruptcy, or if any petition or receiving order in bankruptcy shall be presented or made against him, or if the buyer is a limited company and any resolution to wind up such company's business (other than for the purpose of amalgamation or reconstruction) shall be passed or presented, or if such company's undertaking, property or assets or any part thereof shall be appointed, the seller shall have the right forthwith to determine any contract then subsisting and upon written notice of such determination being posted to the buyer's last known address any subsisting contracts shall be deemed to have been determined without prejudice to any claim or right the seller may otherwise make of exercise.
The buyer shall indemnify the seller against all damages, penalties, cost and expenses to which the seller may become liable as a result of work done in accordance with the buyer's specification which involved the infringement of any letters Patent or registered design.
PRICE VARIATION
In the case of an order relating to, involving or dependent upon the supply of a particular raw material or raw materials to the seller, then any price quoted by the seller or comprised in the order or contract is provisional only and is subject to the following conditions:
Where the seller can obtain raw material at a firm figure on the date which the price comprised in the order or contract is named he will not vary the price in consequence of variations in the cost of such raw material in respect of orders or contract accepted for delivery within 1 month of the date of the order or contract.
In the case of other raw material the price will be varied according to the figure at which the seller is able to purchase such raw material.
In the case of orders or contracts any part thereof accepted for delivery within one month of the date of acceptance of the order or contracts ir any part thereof accepted for delivery beyond one month of the date of acceptance of the order or contract the price will be subject to such reduction or increase as may be applicable at the date of despatch of the goods and of each consignment thereof in consequence of variations in costs than the cost of raw material.
LAW
These conditions and the contract shall be subject to and construed in accordance with Scottish Law.