J Harries Refrigeration Ltd
TERMS AND CONDITIONS OF BUSINESS
1. Definitions
1.1 ‘Buyer” means the person who buys or agrees to buy the goods from the Seller.
1.2 ‘Conditions’ means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller.
1.3 ‘Delivery Date’ means the date specified by the Seller when the goods are to be delivered.
1.4 ‘Goods’ means the articles which the Buyer agrees to buy from the Seller.
1.5 ‘Services’ means the services (including the installation of the Goods) which the Buyer agrees to buy from the Seller.
1.6 ‘Price’ means the price for the Goods excluding carriage, packing, insurance and VAT.
1.7 ‘Seller’ means J Harries Refrigeration Maenclochog Pembrokeshire SA66 7LQ
2.Conditions Applicable
2.1 These Conditions shall apply to all contracts for the sale of Goods and/or Services by the Seller to the Buyer to the exclusion of all other terms and conditions including any terms or conditions which the Buyer may purport to apply under any purchase order confirmation of order or similar document.
2.2 All orders for Goods and/or Services shall be deemed to be an offer by the Buyer to purchase Goods and/or Services pursuant to these Conditions.
2.3 Acceptance of delivery of the Goods and/or Services shall be deemed conclusive evidence of the Buyer’s acceptance of these Conditions.
2.4 Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
3. The Price and Payment
3.1 The Price of the Goods and/or Services shall be the Seller’s quoted price which shall be binding on the Seller provided that the Buyer shall accept the Seller’s quotation within 30 days. The Seller may by giving notice to the Buyer at any time up to 7 days before delivery increase the Price of the Goods and/or Services to reflect any increase in the cost to the Seller which is due to factors occurring after the making of the contract of sale which are beyond the reasonable control of the Seller (including, without limitation, foreign exchange fluctuations, taxes and duties and the cost of labour, materials and other manufacturing costs). Provided that the Buyer may cancel this contract within 3 days of any such notice from the Seller. The Price is exclusive of VAT which shall be due at the rate ruling on the date of VAT invoice.
3.2 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 2% above HSBC plc’s base rate from time to time in force and shall accrue at such a rate after as well as before any judgment.
3.3 The Buyer may not withhold payment of any invoice or other amount due to the Seller by reason of any right of set-off or counterclaim which the Buyer may have or allege to have or for any reason whatever.
3.4 If the Buyer fails to make any payment on the due date then without prejudice to any of the Seller’s other rights the Seller may:
3.4:1 suspend or cancel deliveries of any articles due to the Buyer; and/or
3.4:2 appropriate any payment made by the Buyer to such of the Goods and/or Services (or Goods supplied under any other contract with the Buyer) as the Seller may in its sole discretion think fit.
4. The Goods
4.1 The quantity and description of the Goods and/or Services shall be as set out in the Seller’s quotation.
4.2 The Goods shall be supplied in accordance with the description contained in the Manufacturer’s specification
4.3 The Seller may from time to time make changes in the specification of the Goods which are required to comply with any applicable safety or statutory requirements or which do not materially affect the quality or fitness for purpose of the Goods.
5. Warranties and Liability
5.1 The Seller warrants that the Goods will at the time of delivery correspond to the description given by the Seller.
5.2 If any Goods supplied or installed by the Seller are found to be defective within six months of delivery they will be replaced by the Seller free of charge save for labour and delivery costs. All remedial works carried out by the Seller for the Buyer in respect of defects arising after six months from delivery will be charged at the Seller's usual rates of charge
5.3 Save as otherwise stated in these Terms and Conditions, all terms, conditions and warranties (whether implied or made expressly) whether by the Seller or its servants or agents or otherwise (other than those express warranties set out in the current edition of the Seller’s specification) relating to the quality and/or fitness for purpose of the Goods or any of the Goods are excluded.
5.4 The Seller shall be under no liability whatever to the Buyer for any indirect loss and/or expense (including loss of profit) suffered by the Buyer arising out of a breach by the Seller of this contract.
6. Delivery of the Goods and/or Services
6.1 Delivery of the Goods and/or Services shall be made to the Buyer’s address on the Delivery Date. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
6.2 The Seller shall not be bound to deliver the Goods and/or Services until the Buyer has paid for them. Payment shall be due before the Delivery Date and time for payment shall be of the essence. The Price is exclusive of VAT which shall be due at the rate ruling on the date of VAT invoice.
6.3 The Seller shall not be liable for any loss or damage whatever due to failure by the Seller to deliver the Goods and/or Services (or any of them) promptly or at all.
6.4 Notwithstanding that the Seller may have delayed or failed to deliver the Goods and/or Services (or any of them) promptly the Buyer shall be bound to accept delivery and to pay for the Goods and/or Services in full provided that delivery shall be tendered at any time within 3 months of the Delivery Date.
7. Acceptance of the Goods and/or Services
7.1 The Buyer shall be deemed to have accepted Goods and/or Services 24 hours after delivery to the Buyer.
7.2 After acceptance the Buyer shall not be entitled to reject Goods and/or Services which are not in accordance with the contract.
8. Title and Risk
8.1 Title shall pass on delivery of the Goods.
8.2 Risk shall pass on delivery of the Goods.
9. Remedies of Buyer
9.1 Where the Buyer rejects any Goods and/or Services then the Buyer shall have no further rights whatever in respect of the supply to the Buyer of such Goods and/or Services or the failure by the Seller to supply Goods and/or Services which conform to the contract of sale.
9.2 Where the Buyer accepts or has been deemed to have accepted any Goods and/or Services then the Seller shall have no liability whatever to the Buyer in respect of those Goods.
9.3 The Seller shall not be liable to the Buyer for late delivery or short delivery of the Goods and/or Services.
10. Proper Law of Contract
This contract is subject to the law of England and Wales.