CONDITIONS OF SALE
DEFINITIONS
1. In these conditions
(i) The Company means Robex Industrial Products Limited.
(ii) The Buyer means the Purchaser of goods from the Company who is named overleaf.
(iii) The Contract means the Contract referred to in clause 2 and any other agreement for the sale of goods by the Company to the Buyer.
(iv) Goods means the goods the subject of the contract.
(v) Conditions means the terms and Conditions of Sale in this document.
THE CONTRACT
2. The Buyer by signing the Order overleaf offers to buy and accept the Goods subject to the Conditions. No other terms or conditions shall apply. On acceptance of the offer by the Company a contract is made.
DELIVERY
3. (i) Any date referred to in the order overleaf or any other acknowledgement by the Company as to the time for delivery of the Goods shall not be of the essence of the contract.
(ii) If the Company is prevented from delivering the Goods by a date specified by the Company as a delivery date by reason of any cause outside its reasonable control (including but not so as to limit the generality of the foregoing fire explosion plant breakdown interference by labour strikes or lock-outs or non-availability of transport or materials) then the period of delivery shall be extended accordingly and the Buyer shall have no right to terminate the contract by reason of such delay.
TERMS OF PAYMENT
4. (i) All Goods shall be paid for within 30 days from the date of invoice except where some shorter period has been specified by the Company.
(ii) Non-compliance with the Company terms of payment shall constitute default without reminder. In the event that the Buyer shall fail to fulfil the terms of payment in respect of any invoice the Company may at its sole discretion demand all outstanding liabilities whether or not due and/or cancel all outstanding orders of the Buyer except upon receipt of cash or satisfactory security. The Buyer shall not be entitled to withhold or set off payment for Goods delivered for any reason whatever.
WARRANTIES GUARANTEE AND CLAIMS
5. (i) If the Buyer shall within 30 days from the date of invoice, and before the Goods have been used decide that he does not wish to use the Goods then provided that they are returned intact to the Company the full purchase price will be refunded to the Buyer provided always that the buyer shall be liable to pay a fee of 15% of the invoice total for administration costs incurred by the company.
(ii) If having used a reasonable part of the Goods the Buyer is not satisfied with the result then provided that he has followed the instructions for use he may within 30 days of the date of invoice return the Goods to the Company whereupon the purchase price will be refunded.
(iii) If the Goods prove not to be fit for the purpose advertised or claimed by the Company or if they prove to be unmerchantable by reason of faulty material or workmanship or differ materially from any samples supplied by the Company then the Company undertakes to replace such Goods or refund the purchase price if the Buyer prefers. This undertaking is subject to and conditional upon the following:
(a) The Buyer must give written notice to the Company of any claim within 30 days of the date of invoice.
(b) All unused Goods must be returned within the period of 30 days to the Company for inspection.
(c) The Buyer must satisfy the Company that the Buyer has complied with the instructions for use given by the Company.
6. No claim for short delivery or goods damaged in transit can be considered by the Company unless notification of the shortage or damage is given to the Company within five days of the date of delivery of the Goods to the Buyer.
7. (a) Subject to the provisions of paragraph (b) of this condition in the event of any claim on any ground being made by the Buyer against the Company in respect of the goods or any matters arising from or in relation to the contract the liability of the Company shall be limited to the invoice value of the goods and under no circumstances shall the Company be liable to the Buyer for loss or profit or any consequential loss howsoever arising.
(b) Nothing in these conditions shall operate to exclude or restrict any liability of the Company for death or personal injury resulting from the negligence of the Company.
PASSING OF RISK
8. The risk in the goods shall pass to the Buyer when the Company delivers the goods in accordance with the terms of the Contract to the Buyer or a person to whom the Company has been authorised by the Buyer to deliver the goods and the Company shall not be liable for any loss or damage to the Goods thereafter.
PASSING OF PROPERTY
9. Until payment by the Buyer in full of the price of the goods and any other monies payable by the Buyer to the Company:
(a) The property in the Goods and the property in all products into which the Goods come to be converted or incorporated shall remain in the Company.
(b) The Buyer shall store the Goods so that they are at all times identifiable as Goods of the Company but the Buyer may in the ordinary course of business sell or otherwise dispose of the Goods bona fide for full value in the normal course of the Buyers trading.
(c) If the Buyer receives any payment in respect of the Goods or in respect of the products into which the Goods have become converted or incorporated the proceeds of sale shall belong to the Company and shall be received by the Buyer as trust monies for the Company’s account and shall be promptly remitted to the Company.
10. At any time after the occurrence of any of the events specified in the next condition hereof the Company or its agents may enter the premises of the Buyer and take possession of any Goods in which the property remains in the Company and remove and dispose of them as the Company thinks fit. The Company shall apply the proceeds of disposal (after deduction of all expenses) in discharge of the amount unpaid by the Buyer.
BREACH
11. If the Buyer:
(a) Makes default or commits any breach of its obligations to the Company hereunder or
(b) Is involved in any legal proceedings in which its solvency is in question or
(c) Is a Company and any meeting is convened or resolution is passed or petition is presented (otherwise than for reconstruction or amalgamation) to wind it up or a Receiver is appointed or
(d) Is an individual and commits an act of bankruptcy or
(e) Ceases or threatens to cease to trade or if in the opinion of the Company serious doubts arise as to the Buyers solvency
Then in any such case the Company shall immediately become entitled to treat the Contract as wrongfully repudiated by the Buyer and forthwith terminate the Contract and any monies due to the Company shall become payable forthwith notwithstanding the provisions of clause 4.
GOVERNING LAW
12. All Contracts shall be governed by English Law.
CONSTRUCTION
13. (a) The sub-headings of these Conditions are not to be regarded as part thereof.
(b) If any of the Conditions is found to be unenforceable or illegal under any enactment or rule of law that Condition or any part of such Condition shall to that extent be deemed not to form part of the conditions, and the enforceability of the remainder of the Conditions shall not be affected.
DEFINITIONS
1. In these conditions
(i) The Company means Robex Industrial Products Limited.
(ii) The Buyer means the Purchaser of goods from the Company who is named overleaf.
(iii) The Contract means the Contract referred to in clause 2 and any other agreement for the sale of goods by the Company to the Buyer.
(iv) Goods means the goods the subject of the contract.
(v) Conditions means the terms and Conditions of Sale in this document.
THE CONTRACT
2. The Buyer by signing the Order overleaf offers to buy and accept the Goods subject to the Conditions. No other terms or conditions shall apply. On acceptance of the offer by the Company a contract is made.
DELIVERY
3. (i) Any date referred to in the order overleaf or any other acknowledgement by the Company as to the time for delivery of the Goods shall not be of the essence of the contract.
(ii) If the Company is prevented from delivering the Goods by a date specified by the Company as a delivery date by reason of any cause outside its reasonable control (including but not so as to limit the generality of the foregoing fire explosion plant breakdown interference by labour strikes or lock-outs or non-availability of transport or materials) then the period of delivery shall be extended accordingly and the Buyer shall have no right to terminate the contract by reason of such delay.
TERMS OF PAYMENT
4. (i) All Goods shall be paid for within 30 days from the date of invoice except where some shorter period has been specified by the Company.
(ii) Non-compliance with the Company terms of payment shall constitute default without reminder. In the event that the Buyer shall fail to fulfil the terms of payment in respect of any invoice the Company may at its sole discretion demand all outstanding liabilities whether or not due and/or cancel all outstanding orders of the Buyer except upon receipt of cash or satisfactory security. The Buyer shall not be entitled to withhold or set off payment for Goods delivered for any reason whatever.
WARRANTIES GUARANTEE AND CLAIMS
5. (i) If the Buyer shall within 30 days from the date of invoice, and before the Goods have been used decide that he does not wish to use the Goods then provided that they are returned intact to the Company the full purchase price will be refunded to the Buyer provided always that the buyer shall be liable to pay a fee of 15% of the invoice total for administration costs incurred by the company.
(ii) If having used a reasonable part of the Goods the Buyer is not satisfied with the result then provided that he has followed the instructions for use he may within 30 days of the date of invoice return the Goods to the Company whereupon the purchase price will be refunded.
(iii) If the Goods prove not to be fit for the purpose advertised or claimed by the Company or if they prove to be unmerchantable by reason of faulty material or workmanship or differ materially from any samples supplied by the Company then the Company undertakes to replace such Goods or refund the purchase price if the Buyer prefers. This undertaking is subject to and conditional upon the following:
(a) The Buyer must give written notice to the Company of any claim within 30 days of the date of invoice.
(b) All unused Goods must be returned within the period of 30 days to the Company for inspection.
(c) The Buyer must satisfy the Company that the Buyer has complied with the instructions for use given by the Company.
6. No claim for short delivery or goods damaged in transit can be considered by the Company unless notification of the shortage or damage is given to the Company within five days of the date of delivery of the Goods to the Buyer.
7. (a) Subject to the provisions of paragraph (b) of this condition in the event of any claim on any ground being made by the Buyer against the Company in respect of the goods or any matters arising from or in relation to the contract the liability of the Company shall be limited to the invoice value of the goods and under no circumstances shall the Company be liable to the Buyer for loss or profit or any consequential loss howsoever arising.
(b) Nothing in these conditions shall operate to exclude or restrict any liability of the Company for death or personal injury resulting from the negligence of the Company.
PASSING OF RISK
8. The risk in the goods shall pass to the Buyer when the Company delivers the goods in accordance with the terms of the Contract to the Buyer or a person to whom the Company has been authorised by the Buyer to deliver the goods and the Company shall not be liable for any loss or damage to the Goods thereafter.
PASSING OF PROPERTY
9. Until payment by the Buyer in full of the price of the goods and any other monies payable by the Buyer to the Company:
(a) The property in the Goods and the property in all products into which the Goods come to be converted or incorporated shall remain in the Company.
(b) The Buyer shall store the Goods so that they are at all times identifiable as Goods of the Company but the Buyer may in the ordinary course of business sell or otherwise dispose of the Goods bona fide for full value in the normal course of the Buyers trading.
(c) If the Buyer receives any payment in respect of the Goods or in respect of the products into which the Goods have become converted or incorporated the proceeds of sale shall belong to the Company and shall be received by the Buyer as trust monies for the Company’s account and shall be promptly remitted to the Company.
10. At any time after the occurrence of any of the events specified in the next condition hereof the Company or its agents may enter the premises of the Buyer and take possession of any Goods in which the property remains in the Company and remove and dispose of them as the Company thinks fit. The Company shall apply the proceeds of disposal (after deduction of all expenses) in discharge of the amount unpaid by the Buyer.
BREACH
11. If the Buyer:
(a) Makes default or commits any breach of its obligations to the Company hereunder or
(b) Is involved in any legal proceedings in which its solvency is in question or
(c) Is a Company and any meeting is convened or resolution is passed or petition is presented (otherwise than for reconstruction or amalgamation) to wind it up or a Receiver is appointed or
(d) Is an individual and commits an act of bankruptcy or
(e) Ceases or threatens to cease to trade or if in the opinion of the Company serious doubts arise as to the Buyers solvency
Then in any such case the Company shall immediately become entitled to treat the Contract as wrongfully repudiated by the Buyer and forthwith terminate the Contract and any monies due to the Company shall become payable forthwith notwithstanding the provisions of clause 4.
GOVERNING LAW
12. All Contracts shall be governed by English Law.
CONSTRUCTION
13. (a) The sub-headings of these Conditions are not to be regarded as part thereof.
(b) If any of the Conditions is found to be unenforceable or illegal under any enactment or rule of law that Condition or any part of such Condition shall to that extent be deemed not to form part of the conditions, and the enforceability of the remainder of the Conditions shall not be affected.