CS
STORAGE LTD TERMS AND CONDITIONS OF SALE
1. GENERAL
1.1 The following conditions issued by CS STORAGE
LTD (“ the company “) apply to any contract of which
these conditions form part to the exclusion of any conditions of
the Customer or any other standards, specifications conditions or
particulars of or adopted by the Customer, unless expressly accepted
in writing by the Company as part of the Contract.
1.2 The following expressions shall have the following
meaning
“Buyer” - the individual firm company or other party
from whom an Order to Supply Goods and/or provide Services is received
by the Company
.“Conditions” - the standard terms and conditions of
sale of the Company as set out in these terms and includes any additional
terms and conditions of sale agreed in Writing by the Company.
“Contract” - a contract for the Supply of Goods and/or
provision of Services by the Company to the Buyer whether made verbally
or in Writing.
“Goods” - the goods, articles or items which the Company
is to supply under the Contract.
“Order” - an order placed by the Buyer for the Supply
of Goods and/or provision of Services whether verbally or in Writing.
“Writing” – includes facsimile transmission, electronic
mail and other comparable means of communication.
2. QUOTATIONS
2.1 A quotation by the Company does not constitute
an offer by the Company to supply the goods stated therein and no
order placed in response to the Company’s quotation will be
binding unless accepted by the Company in writing. The Company reserves
the right to change the design or specification of the goods without
prior notice and without liability to the customer.
2.2 The Sellers quotation shall be valid for 30
days unless otherwise quoted.
3. PRICES
3.1 The Company shall be entitled to adjust the
Contract price of the Goods and/or Services whether before or after
the making of the Contract in the event of variation in the cost
to the Company of supplying the same or any part thereof caused
by:
3.1.1 any increase in the cost of materials or
services required by the Company for the completion of the Contract
or
3.1.2 any increase in wages or production and manufacturing
costs or other overheads or
3.1.3 any other reason whatsoever beyond the control
of the Company including (but without prejudice to the generality
of the foregoing) fluctuations in exchange rates between monetary
currencies the action of any government or any other authority or
any labour problems.
3.2 Orders placed with the Company will not be
subject to any additional discounts or retentions. Our products
are guaranteed for a period of twelve months which is the usual
retention period. We will repair under this guarantee any faults
which occur within this period - providing the fault is due to faulty
manufacture and not customer misuse or abuse. Payment must be received
by the Company before delivery. Subject to credit being approved
accounts are due for payment not later than 30 days from the day
of dispatch. When the deliveries are spread over a period each consignment
will be invoiced as dispatched and each month’s invoices will
be treated as a separate account and be payable accordingly. Failure
to pay for any goods or for any delivery or instalment shall entitle
the Company to suspend further deliveries and work both on the same
order and on any other order from the Customer without prejudice
to any other right the company may have. The company also reserves
the right to charge interest on overdue accounts. Such interest
shall be calculated on a daily basis on the amount outstanding at
the rate of 4% per calendar month. Where genuine doubts arise as
to a Customer’s financial position or in the case of failure
to pay for any goods or any delivery or instalment as aforesaid,
the Company reserves the right to suspend delivery of any order
or any part of instalment without liability, until payment or satisfactory
security for payment has been provided.
4. TITLE TO GOODS
(a) Risk in the goods shall pass to the Customer
when the goods are delivered to the Customer
(b) Notwithstanding sub-clause (a) legal and beneficial
ownership of the goods shall remain with the Company until payment
in full has been received by the Company:
( i ) for those goods
( ii ) for any other goods supplied by the Company
( iii ) of any other moneys due from the Customer
to the Company on any account
(c) Until property in the goods passes to the customer
under sub-clause (b) about the Customer shall:
( i ) Be bailee of the goods
( ii ) keep the goods separately and readily identifiable
as the property of the Company
(d) ( i ) Not withstanding sub clause (b) above
the Customer may ( as between it and its customer only ) as principal
in the ordinary course of its business sell the goods by bona fide
sale at full market value or in the ordinary course of its business
use the goods;
( ii ) Goods shall be deemed sold or used in the
order delivered to the Customer; ( iii ) Without prejudice to d(i)
above, any resale by the Customer of goods in which property has
not been passed to the Customer shall ( as between the Company and
the Customer ) be made by the Customer as agent for the Company.
(e) ( i ) If goods in which property has not been
passed to the Customer are mixed with or incorporated into other
goods the property in those other goods or the proceeds of sale
thereof shall be held on trust by the Customer by the Company
( ii ) The Customer shall keep any proceeds of
sale as referred to in sub-clause (e) (i) above in a separate account
and the Company shall have the right to trace such proceeds ( according
to the principals in re Halletts Estate ( 1880 ) 13 ch D696 )
( iii ) Upon accounting to the Company for the
entire proceeds of sale made under sub-clauses (d) (ii) and (e)
(i) above, the Company will pay to the Customer a commission equivalent
to the difference between the sums owed to the Company and the value
of such proceeds.
(f) The Customer assigns to the Company all rights
and claims the Customer may have against its own customers and others
in respect of goods specified in sub- clauses (d) (iii) and (e)
(i) above.
(g) At any time prior to property in goods passing
to the Customer ( whether or not any payment to the Company is then
overdue or the Customer is otherwise in breach of any obligation
to the Company ) the Company may without prejudice to any other
of its rights:
(i) Retake possession of all or any part of the
goods and enter any premises for that purpose ( or authorise others
to do so ) which the Customer hereby authorises;
(ii) Require delivery up to it of all or any part
of the goods;
(iii) Terminate the Customer’s authority
to resell or use the goods forthwith by written notice to the Customer
which authority shall automatically terminate ( without notice )
upon any insolvency of the Customer or it going into liquidation
( as defined in the insolvency act 1986 ) or it having a receiver
or other similar officer appointed or calling a meeting of its creditors
or any execution or distress being levied on goods in its possession.
(h) The Company may at any time appropriate sums
received from the Customer as it thinks fit notwithstanding any
purported appropriation by the Customer.
(i) Each clause and sub-clause of this condition
is separate, severable and distinct.
5. WARRANTY: LIMIT OF RESPONSIBILITY
The Company warrants that it will (at the Company’s choice)
either replace or refund the full purchase price of any goods which
are found within a period of three days from dispatch of such goods
from the Company’s works (“ the warranty period “)
to the defective or not in accordance with the contract or any expressed
description representation given or made on behalf of the Company
in respect of the goods. The Customer’s remedies in respect
of any such claim under the foregoing expressed warranty or any
condition or warranty implied by law or any other claim in respect
of the goods or any workmanship in relation thereto (whether or
not involving negligence on the part of the Company) shall in all
cases be limited to replacement or refund of the purchase price
as aforesaid and any condition or warranty implied by law shall
cease to apply after the expiry of the warranty period; and the
Company shall not in any circumstances be liable for any damages,
compensation, costs, expenses, losses or other liabilities, whether
direct or consequential and any other remedy which would otherwise
be available in law is hereby excluded except to the extent that
such exclusion is prohibited by any rule of law. A claim in respect
of any defect or failure to comply with the specification or order
in respect of any delivery or instalment of any order or any part
thereof shall not entitle the Customer to cancel or refuse delivery
or payment for any other order, delivery or instalment or any part
of the same order, delivery or instalment.
6. DELIVERY TERMS
6.1 - Unless otherwise stated our general delivery
terms are worked on a week commencing basis, where goods will be
delivered any time during the week in question. Should the customer
require a set / timed delivery date extra costs may incur. Our (CS
Storage Ltd) sales office must be informed of any delivery procedure
/ restrictions at the agreed delivery site prior to goods being
dispatched. Standard delivery may not include Pedestrian Zones that
operate time limits on deliveries. Should our delivery vehicles
be turned away due to the above procedures not being adhered to,
additional re-stocking / re-delivery charges may be incurred by
the customer.
6.2 - Whilst the Company will make every reasonable
effort to complete the Contract by the date or dates specified for
delivery of Goods and/or provision of Services such date or dates
shall only constitute the times by which the Company expects to
effect such delivery and if no time is agreed delivery and/or provision
will be in a reasonable time but the time for performance of the
Contract by the Company shall not be essence of the Contract, the
Company failure to deliver and/or provide by the due date or dates
shall not constitute a breach of Contract and the Company shall
not in any circumstances be responsible for any direct or consequential
loss or damage of any kind whatsoever resulting from such breach.
6.3 – Neither of the parties shall be responsible
to the other for any delay in performance or non-performance due
to any causes beyond the reasonable control of the parties, but
the affected party shall promptly upon the occurrence of any such
cause so inform the other party in Writing, stating that such cause
has delayed or prevented its performance under the Contract and
thereafter such party shall take all action within its power to
comply with the terms of the Contract as fully and promptly as possible.
6.4 - On orders less than £100 excluding
VAT there will be a £10 handling fee.
7. INSTALLATION OF GOODS ON SITE
The quoted price is calculated upon and assumes:
• site will be clear and ready to accept goods
• site will have adequate lighting and power supply
• our installation operatives can work from 8.00am until 6.00pm
each day and that the installation is carried out during normal
working hours
• there is clear access for large goods vehicles of 32’
minimum length
• whilst unloading and installing the installation operatives
shall have priority use of lifts, corridors and the installation
area
• the client will provide means by which the installation
operatives may dispose of packaging and surplus materials.
8. CANCELLED ORDERS
The Company reserves the right to charge the full asking price for
cancelled orders. Cancellations may be accepted at the discretion
of the company – charges may apply. All cancellations must
be submitted in writing by the customer and will only be accepted
once acknowledged by CS Storage Ltd in writing.
9. APPLICABLE LAW
The contract shall in all respects be governed by and construed
in accordance with English Law and the Customer hereby submits to
the non-exclusive jurisdiction of the English courts. |
