1. Parties
In these conditions PPH Moulders Limited is called "the Company" and any individual, firm, company or other party with whom the Company contracts is called "the Customer".
2. Quotations
Any quotation given by the Company is only an invitation to the Customer to make an offer and no order of the Customer placed with the Company in pursuance of a quotation or otherwise shall be binding on the Company unless and until it is accepted by the Company in writing. Any contract made between the Company and the Customer (hereafter called "the Contract") shall incorporate and be subject to these conditions according to their provisions. All the terms of the Contract shall be those contained expressly or by reference in the Companys Acceptance of Order.
3. Prices
Unless it is a term of the Contract that the price quoted by the Company shall remain fixed, the price shall be the Companys price ruling at the date of despatch of the goods.
4. Returns and custom goods
No returns will be accepted without the Sellers prior authorisation. There is a re-stocking charge of 15% of the value of the goods returned plus all carriage charges that have been incurred. Notification of damage or shortage must be received within 2 days of receipt of goods. Custom made or modified products are non returnable. No returns of any nature will be accepted after 60 days from despatch date. Please note that it is the customers responsibility to check that goods are received in good condition prior to signing carriers delivery note.
5. Despatch
Whilst the Company will make every endeavour to comply with any date or dates for despatch or delivery of the goods stated in the Contract, such date or dates shall constitute only statements of expectation and shall not be binding on the Company. If the Company fails to despatch or deliver the goods by such date or dates, failure shall not constitute a breach of the Contract and the Customer shall not be entitled to treat the Contract as thereby repudiated or to rescind it or any related contract in whole or in part or claim damages for such failure.
6. Delivery
(a) Unless otherwise provided in the Contract, delivery shall be to the Customers premises. (b) Unless otherwise provided in the Contract, the price of the goods does not include the cost of off-loading the goods, which shall be arranged by the Customer and performed at his sole expense and risk.
7. Risk
(a) Where the Company itself delivers the goods, the risk shall pass to the Customer on delivery. In all other cases, the risk shall pass to the Customer when the goods leave the Companys works. (b) Where the Company itself delivers the goods, the Company undertakes to replace or (at its discretion) to repair free of charge any goods damaged in transit in which event the time for delivery of the goods shall be extended for such period as the Company reasonably requires for such replacement and repair. It is a condition precedent of this undertaking that (i) the Customer shall give written notice of such damage in transit with reasonable particulars thereof to the Company within 2 days of receipt of the goods and (ii) the Customer if requested by the Company to do so shall return the damaged goods to the Company within 2 weeks of his receipt thereof.
8. Liability
(a) If the Company is in breach of any obligation it may have in respect of the goods under Section 14 (2) or 15 (2) (a) or (c) of the Sale of Goods Act 1983 (as amended) the Company will replace such goods free of charge provided that:
(1) Such breach occurs and the Customer gives notice in writing thereof to the Company within six months of the original date of despatch of the goods by the Company to the Customer.
(2) The Customer permits the company a reasonable opportunity to inspect, examine and test the goods at the Customers premises and does not return them to the Companys works unless and until requested to do so by the Company.
Such breach shall not entitle the Customer to rescind the Contract or to recover damages from the Company in contract or in tort in respect of any loss (including consequential loss) the Customer may thereby sustain. (b) It is the exclusive responsibility of the Customer to satisfy himself that the goods are suitable for the particular purpose for which he requires them notwithstanding that he may make known such purpose to the Company and the Customer shall not in this respect rely upon the Companys skill or judgement or any advice it may give. Accordingly Section 14 (3) of the Sale of Goods Act 1982 shall not apply to the Contract and the Company shall not be liable to the Customer for damages in negligence in respect of any such advice or for failure to exercise proper skill and judgement.
9. Indemnity
The Customer will indemnify the Company against any claim made against the Company in respect of injury to any person or damage to any property arising from any defect in the goods or anything done or omitted to be done in the delivery thereof to the Customer where such delivery is effected by the Company, including any such injury or damage caused by the negligence of the Company, its employees or agents.
10. Title
(a) Notwithstanding that the risk in the goods has passed to the Customer, ownership thereof shall not pass to the Customer unless and until all money owing to the Company by the Customer has been paid. If the Customer incorporates the goods in another object or objects the ownership of such object or objects shall vest in the Company immediately such incorporation takes place as security for payment of all such money as aforesaid.
(b) Notwithstanding the provisions of paragraph (a) of this Condition the Customer may sell such goods or the object or objects in which they have been incorporated in the ordinary course of trading provided always that whilst any money remains owing by the Customer to the Company the Customer will, if requested by the Company, assign to the Company free from all charges and incumbrances all claims the Company may have against the persons to whom such goods or objects have been sold for the purchase price payable to the Customer in respect thereof.
(c) The Customer hereby grants to the Company an irrevocable license to enter at any time any premises owned or occupied by the Customer for the purpose of repossessing and removing any such goods or objects as aforesaid the ownership of which has remained or has become vested in the Company under paragraph (b) of this Condition and the Company shall not be responsible for (and the Customer will indemnify the Company against all liability in respect of) damage caused to such premises in such repossession and removal being damaged it was not reasonably practicable to avoid.
11. Accounts
(a) All accounts shall be paid by the 30th day of the month following the Companys invoice. (b) If the Customer does not pay any invoice by the due date of payment the Company shall have the right to withhold delivery of any further goods whether under the Contract or any other Contract between the Company and the Customer. (c) The Company reserves the right to charge interest on any invoice not paid on due date for the period which they are overdue at the rate of 5% per annum over Bank Base Rate.
12. Specification and quantities
(a) Unless the Contract expressly provides otherwise, all weights, dimensions, statements as to performance and any other data relating to the goods supplied by the Company are approximate only. (b) Whilst the Company will make every endeavour to deliver the quantity of goods ordered, nevertheless a delivered quantity of 10% more or less than the quantity ordered shall be deemed to be due execution and performance of the Contract, the price being increased or reduced pro rata accordingly.
13. Packing cases
Unless otherwise provided in the Contract, the price does not include the cost of cases or other packing material which shall remain the property of the Company and be returned to the Companys premises at the Customers expense.
14. Customers property
Customers property and all property supplied to the Company by or on behalf of the Customer will be held and carried at the Customers risk.
15. Tools
Tools manufactured or provided by the Company for the production of any goods shall remain the property of the Company notwithstanding that the Customer may have been charged for all or part of the cost of such manufacture or provision. The Company reserves the right to destroy or otherwise dispose of any tools which have not been used for a period of two years.
16. Force majeure
The Company will make every effort to carry out the Contract in accordance with its terms but it shall not be liable for any failure on its part to perform any term of the Contract arising from any cause outside the Companys control including (but without prejudice to the generality of the foregoing) act of God, war, strike, lock-out or other industrial dispute, fire, flood, shortages of materials or breakdown of machinery or plant.
17. Disputes
The Contract shall be governed by and construed in accordance with English Law. All questions disputes or controversies whatsoever arising out of or in relation to or in connection with the Contract or the goods supplied or to be supplied pursuant there to shall, if not settled by agreement, be referred to the arbitration of a person appointed by the Company and the Customer or in default of such appointment shall be referred to the arbitration of a person appointed by the President for the time being of the British Plastics Federation and the arbitration shall be subject to the Arbitration Act 1950 as modified or re-enacted from time to time.
The Company is not responsible to the Customer for intellectual property infringement occurring as a result of the Company manufacturing and selling any of its products Copyright in any product manufactured by the Company remains the property of the Company unless subject to special arrangements. |