TERMS & CONDITIONS OF SALE:
Any Digital Media including DXF’s, DWG’s, AutoCAD, Solidworks Files Etc.
Must be Supplied as closed contour drawings and Scaled 1:1.
NO files will be altered or scaled in any way without written instruction.
Quotations are valid for 14 days from the date on the quotation or until the last working weekday of the month, whichever is sooner. All Supplied goods remain property of Abbey until payment is made in full.
(1) DEFINITIONS
The “Seller” means ABBEY of Unit 4, Kirkby Bank Road, Knowsley Industrial Park, Liverpool L33 7SY.
The “Buyer/Purchaser” means the customer of the company.
The “Contract” means the contract for sale and purchase of the Goods and services made between the seller and the Purchaser to which these Conditions apply.
The “Goods” means any goods forming the subject of this contract including parts and components of or materials incorporated in them.
The “Services” means the works undertaken in accordance with the quotation, offer, tender or contract and ( where the context so requires ) shall include all workmanship performed.
(2) SCOPE
These conditions apply to all sales of goods and services by the Seller and shall prevail over and apply to the exclusion of any inconsistent terms or conditions contained or referred to in the Purchasers order or in correspondence or elsewhere or implied by trade custom practice or course of dealing unless specifically agreed to in by the Seller.
Purported provisions to the contrary are hereby excluded or extinguished.
For the avoidance of doubt in the event that any sales or technical literature prepared by the Seller shall contain any terms or conditions which purport to govern the sale of Goods inconsistent with these Conditions such terms and conditions shall be of no effect and shall be superseded by these conditions. Under no circumstances shall the Seller be responsible for or be held liable in respect of any term condition statement or representation relied upon by the Purchaser which is not attached to or endorsed upon the Purchasers order and subsequently confirmed in writing by the Seller.
(3) QUOTATIONS
A Quotation or Tender by the Seller does not constitute an offer and the Seller reserves the right to withdraw or amend the same at any time prior to the Sellers acceptance of the Purchasers order
(4) FORMATION OF CONTRACT
(a) No contract shall come into effect until the Seller delivers acknowledgement of the order to the purchaser.
(b) The acknowledgement of order shall only be effective for the purpose of sub-clause 4 (a) if made on the Sellers official acknowledgment form or a faxed copy thereof.
(5) PRICES
(a) The prices payable for the Goods and Services shall be those charged by the Seller at the time of despatch. The Seller shall have the right at any time to revise the price to take account of increases in costs including (without limitation) costs of any goods or materials, labour or overheads, carriage, the increase or imposition of any tax duty surcharge or other levy or any variation in exchange rates. Unless otherwise stated the price is exclusive of value added tax.
(b) Any special packaging requested by the Purchaser shall be the subject of an additional charge.
(c) Unless otherwise agreed all prices quoted do not include delivery and where the Seller agrees to deliver the Goods to an address specified by the Purchaser the Purchaser shall pay all carriage charges incurred by the Seller.
(d)The Seller shall be entitled to add to the Contract price, where applicable, a charge for test certificates, packing, carriage, insurance, metallurgical costs and other cost associated with the supply of the Goods.
(6) TERMS OF PAYMENT
(a) Unless otherwise specified in writing by the Seller payment for the goods or any instalment thereof or for any services shall be made by the Purchaser net cash by not later than 30 days from date of invoice. Time for payment shall be of the essence of the contract.
(b) No dispute arising under the contract nor delays beyond the reasonable control of the Seller shall interfere with prompt payment in full by the Purchaser.
(c ) In the event of default in payment by the Purchaser, the Seller shall be entitled, without prejudice to any other right or remedy:
(i)To suspend all further deliveries under this contract and any other contact or contracts between the Seller and the Purchaser then current without notice; and/or
(ii) To serve notice on the Purchaser requiring immediate payment for all goods supplied by the seller under this and all other contracts with the purchaser whether or not payment is otherwise due or invoiced.
(d) If it reasonably appears to the Seller that the Purchaser may be unable to pay his debts, the Seller will be entitled to demand proper security for payment of the contract price prior to delivery, either by payment in cash or bank guarantee. If the Purchaser fails to give such security the Seller shall be entitled, without prejudice to its other rights or remedies, to cancel the contract or to suspend deliveries at the Sellers option. The Seller shall not be liable in these circumstances for any damages, claims or expenses whatsoever.
(e) As Directors of the company you would guarantee to pay personally any fees (including disbursements) for services provided to the company that the company is unable to pay.
This clause shall become effective in the event of a receiver or liquidator being appointed to the company or the company otherwise being wound-up.
(7) DELIVERY
(a) Time for delivery is given as accurately as possible but is not guaranteed. The Purchaser shall have no right to damages or to cancel the order for failure for any cause to meet any delivery time stated.
(b) Where the Goods are to be delivered by the Sellers own transport or by a carrier on behalf of the Seller the risk therein shall pass to the Purchaser upon delivery to the designated point of delivery.
(8) INSPECTION
If any testing and/or inspection is required by the Purchaser it shall be carried out at the Purchasers expense at the Sellers works or such other place or places as the Seller may appoint.
(9) DISCLOSURE OF INFORMATION
The Purchaser shall be solely responsible for ensuring that all drawings, information, advice and recommendations given to the Seller either directly or indirectly by the Purchaser or by the Purchasers agents, employees, consultants or advisers is accurate, correct and suitable. Examination or consideration by the Seller of such drawings, information, advice or recommendations shall in no way limit the Purchasers responsibility hereunder unless the Seller specifically agrees in writing to accept responsibility.
(10) LIABILITY
(a) The Seller shall not be liable to the Purchaser for
(i)Damage to or loss of the Goods or any part thereof in transit or non delivery of the Goods unless the Goods are carried by the Sellers own transport or by a carrier on behalf of the Seller and the Purchaser notifies the Seller of any such claim within 96 hours of receipt of the Goods (in case of loss or damage) or within 96 hours of the scheduled date for delivery (in the case of non delivery);
(ii) Without prejudice to the generality of the foregoing the seller shall have no liability for loss of profits or contracts or other economic, indirect or consequential loss, whether arising from negligence, breach of contract, breach of statutory duty or otherwise however.
(11) INSOLVENCY
If the Purchaser shall become bankrupt or under the provisions of section 123 of the Insolvency Act 1986 is deemed to be unable to pay its debts or compounds with creditors or in the event of a resolution being passed or proceedings being commenced for the administration or liquidation of the Purchaser ( other than for a voluntary winding up for the purposes of reconstruction or amalgamation) or if a Receiver or Manager is appointed of all or any part of the Purchasers assets or undertaking the Seller shall be entitled to cancel the contract in whole or part by notice in writing without prejudice to any right or remedy accrued or accruing to the Seller.
(12) WAIVER
The failure by either party to the contract to exercise or enforce any rights conferred by the contract shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof at any time or times thereafter.
(13) NOTICES
Any notice hereunder shall be in permanent readable form and shall be deemed properly addressed if addressed to the party concerned at its principal place of business or last known address. Any such notice shall be taken to be received by the addressee two working days following the date of despatch of the notice by post or when the notice is sent by hand or given by facsimile or other electronic medium simultaneously with the delivery or transmission.
(14) HEADINGS
The headings in these conditions are inserted for convenience only and shall not affect their construction.
