These consitions shall apply to and form part of all quotations and contracts for the sale of goods by Cottam and Preedy Limited ("the Company"). In these conditions "the Buyer" means the person, firm or company who has ordered or agreed to purchase goods from the Company.
Any order submitted to the Company for any goods is an offer to purchase those goods on these Conditions. All terms and Conditions of they Buyer are hereby excluded.
Unless expressly stated, no quotations by the company for the sale of any goods is a legally binding offer.
Unless expressly stated, an offer by the Company to sell any goods is open for acceptance until the data which is 30 days from and including the date that offer, and the Company is entitled to withdraw an offer at any time.
The price of any goods shall be the price quoted by the Company.
The Company may vary the price of the goods by a reasonable amount attributable to any increase in the costs of materials, labour, transport, duties, taxes, exchange rats or any other costs occuring before the date of delivery.
All prices are exclusive of value added tax and any other taxes and duties.
Unless otherwise stated, all prices include carriage, packaging, and other delivery costs where delivery is to be made to a United Kingdom mainland address.
The Company will use its reasonable endeavours to deliver goods by the agreed delivery dates or if no dates are stated, within a reasonable time. All delivery dates are estimates only and time of delivery is not of the essence. The Buyer shall not be entitled to refuse to accept late delivery.
The Company shall not be liable for late delivery or non-delivery of any goods owing to any event or circumstances beyond it's reasonable control and delivery of any goods shall be suspended for as long as such event or circumstance lasts.
Risk of loss or damage to goods shall pass to the Buyer when the goods have been delivered to the buyer or any agent, representative or carrier of the Buyer.
The Buyer shall inspect all goods immediately on reciept, and the Company shall not be liable for defects or shortages discoverable on resonable inspection unless the Buyer notifies the company of any defects or shortages, the Company's only liability shall be (at the option of the Company) to repair or replace defective goods, make good any shortages, or credit the Buyer with the invoice value of the goods in question.
The buyer shall pay an invoice from the Company within 30 days after the end of the month in which that invoice is issued unless other terms have been agreed in writing by the Company. If the Buyer fails to pay any amount when due, the COmpany may charge daily interest on that amount at the rate of 6% above the base lending rate of the Royal Bank of Scotland Plc from and including the date when payment should have been made to and including the date when payment is recieved.
The Buyer shall not be entitled to deduct of set off against any invoice any amounts in respect of payments due to it by the Company or any liability of the Company to the Buyer.
Title to any goods shall remain with the Company until the Company has received payment in full in cash or cleared funds for those goods.
Until title to any goods has passed to the Buyer, the Buyer may use or sell goods in the ordinary course of its business, but the Buyer's power of sale shall cease immediately when payment for those goods becomes overdue, or upon notice from the Company terminating the power of sale.
Where the Buyer's power of sale ceases the Buyer shall deliver to the Company on any demand any goods in which the Company retains title and the Buyer authorises to enter any premises to remove those goods.
If the Buyer finds a material defect in the goods within 3 months adter the end of the month in which those goods were delivered the Company will at the Company's sole option, rectify any defect, or supply replacements from those goods, or credit or refund to the Buyer the invoice value of those goods provided that: -
The Company's express liability under these Conditions shall be the Company's only liability for breach of any contract for the sale of goods.
Unless otherwise agreed by the Company, the Company does not warrant or agree that the goods will be fit for any special or unusual purposes or materials (whether or not the Buyer notified the Company of the same or the Company was expressly, impliedly or constructively aware of the same).
Notwithstanding any other provision of these Conditions, the total liability of the company in respect of breach of any contract for the sale of goods or any representations given in connection with such a contract, whether in contract, tort(including negligence) statute or otherwise shall be limited to the purchase price of the goods.
Notwithstanding any other provision of these Conditions, the Company shall not be liable to the Buyer in respect of breach of any contract for the sale of goods or any representation given in connection with such a contract, whether in contract, tort (including negligence) statute or otherwise howsoever, for any of the following losses or liabilities suffered, incurred, or payable by the Buyer; and consequential, indirect or special losses, any loss of use, loss of profit, loss of revenue, or loss of contract, and any liability of the Buyer to any third party.
All patents, copyrights, design rights and trade marks, rights to apply for any of the foregoing, and all other intellectual property rights, whether the registered or unregistered, in any part of the world, in or developed by the Company in relation to the goods are and shall remain the property of the Company.
All notices shall be properly given only if in writing and sent by hand, courier, first class post or facsimilie to any address of the recipient stated in any quotation, order or acknowledgement of order or to such address as the Buyer and Company may from time to time notify each other of its address for serviced of notices. Notices shall be deemed to be received if sent by hand or courier, on delivery, if sent by post, on the second day following the day of posting, and if sent by facsimile, on completeion of uninterrupted transmission.
These Conditions and any contract to which these Conditions apply shall be governed by and constructed in accordance with English law and the parties submit to the exclusive jurisdiction of the English Courts.
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