|
1.
|
Definitions and Interpretation
|
|
1.1
|
In these Conditions the following words have the following meanings:
"Company" means Savekers Limited (Registered No: 04661211) whose registered office is at 101 Aldridge Road, Perry Barr, Birmingham, B42 2TS;
"Contract" means any contract between the Company and the Customer for the sale of Goods incorporating these Conditions;
"Customer" means the person(s), firm or company who purchases the Goods from the Company;
"Goods" means any goods agreed in the Contract to be supplied to the Customer by the Company (including any part or parts of them);
"Order" means any order made by the Customer for the purchase of Goods from the Company.
|
|
2.
|
Basis of Contract
|
|
2.1
|
Subject to any variation under Condition 2.2 the Contract will be subject to these Conditions to the exclusion of all other terms and conditions (including any terms or conditions which the Customer purports to apply under any purchase order, confirmation of order, specification or other document whatsoever and whenever).
|
|
2.2
|
Any variation to these Conditions and any representations about the Goods shall have no effect unless expressly agreed in writing and executed by the Company.
|
|
2.3
|
Each Order for Goods shall be deemed to be an offer by the Customer to purchase Goods subject to these Conditions.
|
|
2.4
|
No Order placed by the Customer shall be deemed to be accepted by the Company until a written acknowledgement of order is issued by the Company or (if earlier) the Company commences manufacture of the Goods, their appropriation to the Customer's Order or despatch of the Goods to the Customer. Any Order shall be accepted entirely at the discretion of the Company.
|
|
2.5
|
Any quotation or estimate made by the Company is given on the basis that no contract will come into existence and is subject to these Conditions. Without prejudice to the Company's right not to accept an Order, quotations will be valid for 3 calendar months from date of issue.
|
|
3.
|
Description of the Goods and Services
|
|
3.1
|
The description of the Goods shall be set out in the Company's acknowledgement of order or, in its absence, the Company's quotation.
|
|
3.2
|
All drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions, details or illustrations contained in the Company's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them and they will not form part of the Contract unless otherwise agreed in writing. Further, such drawing, descriptive matter, specification and advertising may change from time to time.
|
|
4.
|
Customer Obligations and Responsibilities
|
|
4.1
|
The Customer warrants:
|
|
4.1.1
|
to ensure that any specifications provided in the Order to the Company for the Goods will be the complete and accurate; and
|
|
4.1.2
|
to comply with any instructions or guidance notes provided by the Company when installing any Goods.
|
|
4.2
|
Irrespective of any suggestions and guidance given in the Company's literature, it is the Customer's responsibility to ensure that installation complies with all regulations and requirements that apply to the Customer's site.
|
|
4.3
|
Where the Customer has specific design requirements for Goods, the Company must be provided with the relevant specifications from the Customer's architect or authorised representative and the specifications must be accurate and complete. The Customer undertakes:-
|
|
4.3.1
|
to notify the Company immediately of any inaccurate specifications or information provided to the Company;
|
|
4.3.2
|
not to cancel the Order if the Customer provides inaccurate specifications or information;
|
|
4.3.3
|
to provide the Company with new accurate specifications and information;
|
|
4.3.4
|
to give the Company reasonable time to re-make any Goods according to the new specifications and information; and
|
|
4.3.5
|
to pay for any Goods that are made to any inaccurate or incomplete specifications.
|
|
5.
|
Delivery and Acceptance of Goods
|
|
5.1
|
Unless otherwise agreed in writing by the Company delivery of the Goods shall take place at the Company's place of business in normal business hours and the Customer shall take delivery of the Goods within 7 days of the Company giving the Customer notice that the Goods are ready for delivery.
|
|
5.2
|
Any dates specified by the Company for delivery of the Goods are intended to be an estimate only and time for delivery shall not be of the essence. If no dates are so specified, delivery will be within a reasonable time.
|
|
5.3
|
If for any reason the Customer does not accept delivery of any of the Goods when they are ready for delivery, or the Company is unable to deliver the Goods on time because the Customer has not provided appropriate instructions, documents, licences or authorisations then the Goods will be deemed to have been delivered, risk passing to the Customer (including for loss or damage caused by the Company's negligence) and the Company may:
|
|
5.3.1
|
store the Goods until actual delivery whereupon the Customer will be liable for all related costs and expenses (including without limitation storage and insurance); or
|
|
5.3.2
|
sell the Goods at the best price readily obtainable and (after deduction of all reasonable storage and selling expenses) charge the Customer for any shortfall below the Contract price.
|
|
5.4
|
The Customer will provide at its expense at the place of delivery adequate and appropriate equipment and manual labour for unloading the Goods.
|
|
5.5
|
The Company shall be entitled at its discretion to make delivery of the Goods by instalments and to invoice the Customer for each instalment individually. Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Company to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the Contract as a whole as repudiated or to refuse to accept subsequent instalments.
|
|
5.6
|
The quantity of any consignment of Goods as recorded by the Company upon despatch from the Company's place of business shall be conclusive evidence of the quantity received by the Customer on delivery unless the Customer can provide conclusive evidence proving the contrary.
|
|
5.7
|
The Customer will be deemed to have accepted the Goods as being in accordance with the Contract unless:
|
|
5.7.1
|
Within 3 days of the date of delivery of the Goods, the Customer notifies the Company in writing of any defect or other failure of the Goods to conform with the Contract (which would be apparent upon reasonable inspection and testing of the Goods within 3 days); or
|
|
5.7.2
|
the Customer notifies the Company in writing of any defect or other failure of the Goods to conform with the Contract within a reasonable time where the defect or failure would not be so apparent within 3 days of the date of delivery,
failing which the Customer shall not be entitled to reject the Goods and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the price as if the Goods had been delivered in accordance with the Contract.
|
|
5.8
|
The Company will not be liable for any loss (including loss of profit), costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused by the Company's negligence), nor will any delay entitle the Customer to terminate or rescind the Contract unless such delay exceeds 45 days.
|
|
5.9
|
The Company shall only be liable for any non-delivery of Goods (even if caused by the Company's negligence) if the Customer gives written notice to the Company within 21 days of the date when the Goods would, in the ordinary course of events, have been delivered.
|
|
5.10
|
If the Customer gives notice to the Company in accordance with Condition 4. 9, the liability of the Company for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at the pro rata Contract rate against any invoice raised for such Goods.
|
