Terms & Conditions Of Sale
Terms and Conditions of Sale
These are accepted on condition that the following Conditions of Sale be accepted by the Customer to the exclusion of the Customer conditions and any other conditions of sale or purchase and that in the event of re-sale the Customer undertakes the responsibility of ensuring that the ultimate purchaser is also fully acquainted with and accepts the said Conditions.
1. Quotations and Tenders
a. All quotations and tenders are ex-works unless otherwise stated and are subject to a firm order being placed within 28 days unless otherwise stated. The acceptance of the order by the Company will constitute a contract subject to these terms and conditions. Any variation of the contract must be in writing and signed by the Company and the Customer. Unless firm prices are quoted in the quotation or tender the contract price is based on the cost of materials, labour, transport, fuel and other relevant factors applying, statutory obligations at the time of the tender or quotation and if between that date and the date of actual delivery, variation either by rise or fall shall occur in these costs then the contract price shall be amended to provide for these variations. The order must be accompanied by sufficient information to enable the company to proceed with the order forthwith.
2. Customer Requirements
a. When supplying goods in respect of a particular purpose every endeavour is made to meet the requirements of customers from the information supplied by them. As full information will be supplied at the request of the Customer regarding the manufacture and capabilities of the goods no responsibility is accepted as to the suitability of the goods for a particular purpose once an order is accepted, except under the Company’s Limited Warranty. Without prejudice to the generality of the foregoing the Company will furnish upon request data relating to the application or use of the goods but the company will not be responsible and does not assume any liability for damage of any kind sustained either directly or indirectly by any person either in or through the adoption or use of such data in whole or in part.
3. Delivery and Completion Dates
a. In the event of either:-
I. The Company being delayed in or prevented from making a delivery or completing the contract owing to an act of God, force majeure, war, civil disturbance, requisitioning, government or parliamentary restriction, prohibition, or enactment of any kind, import or export regulations, strike, lock-out, trade dispute, difficulty in obtaining workmen, or materials, breakdown, of machinery, shortages of fuel, fire accident, or any other causes whatsoever beyond the Company’s control, or
II. Non-delivery by the Company’s suppliers, the company shall be at the liberty to cancel or suspend the contract without incurring any liability for loss or damage resulting therefrom.
b. Whilst delivery and completion dates are given in good faith based upon the information available to the Company at the time of quotation or tender such dates are not guaranteed and the Company accepts no liability for delay (as defined in 3(a)(i) above in delivery or completion and no delay (as defined) shall entitle the Customer to reject any delivery or any further instalment or part of the order or to repudiate the contract or the order or any part thereof or to claim any damages or compensation of the said delay.
4. Delivery: Loss or Damage in Transit
a. When the Company delivers to the Customer, delivery will take place when the goods are delivered to the Customer’s premises or unloaded from the transport whichever occurs last and the risk will thereupon pass to the Customer.
When the Customer collects from the Company delivery will take place when the goods are loaded on transport or leave the Company’s premises whichever occurs first and risk will thereupon pass to the Customer. The Company accepts no responsibility for any loss or damage to goods howsoever arising after delivery has taken place, except in cases where the when the Company itself has agreed to undertake transport when the Company accepts responsibility only for the repair or replacement of damaged or lost goods where the cause of the damage or loss was result of negligence of the Company’s employees or agent. Customers are strongly advised to make suitable insurance arrangements in respect of goods in transit out of the Company’s works. Claims in respect of loss or damage in transit should be made direct on the carrier or transport concerned.
a. If the Company does not receive forwarding instructions within one month after notification to the Customer that the goods are ready for delivery, the Customer shall arrange for storage at its own expense and risk, failing which the Company shall be at liberty to store or arrange for storage of the goods at the Customers expense and risk and the goods shall be paid for the customer by reference to the time when the goods are ready for delivery or are due to be delivered, whichever is later. Any charges for storage or demurrage after delivery will be paid for by the Customer.
a. The right is reserved by the company to sub-contract all or any part of the contract without prior notice to the Customer.
a. Where goods are sold packed the extent of packing or protection will be at the discretion of the Company unless the Customer specifically requests special packing. The Customer is hereby informed that certain goods on certain transport require special packing. In all instances the Customer will be charged extra for special packing.
8. Title to Goods
a. Notwithstanding risk in the goods passing in accordance with Clause 4 hereof title in the goods shall not pass to the customer until whichever shall be the first of the following to occur:-
I. Payment being received by the Company for the goods
II.The Customer selling the goods at the best obtainable price and on commercially reasonable terms in the ordinary course of their business as principle as regards sub-buyers and not as agent for the Company in which case title for the goods shall be deemed to have passed to the Customer immediately prior to delivery of the goods to the Sub-buyer.;
b. Before title has passed to the customer under the terms of this clause and without prejudice to any of its other rights, the Customer hereby irrevocably authorises the Company and its servants and agents to enter upon the Customer’s premises where the goods are stored or are thought by the Company to be stored for the purpose of repossessing them and subsequently reselling them;
c. Until payment due under this contract has been made in full;
I. The customer shall hold the goods as bailee of the Company and shall store them in such manner that they are readily identifiable as the property of the Company
II. In the event of sale or hire of the goods by the Customer as Bailee of the Company it shall hold the proceeds of such sale or hire on trust for the Company in a separate bank account opened by the customer for this purpose or otherwise
ensure that all such proceeds of sale or hire the Customer shall pay to the Company any of the aforesaid sums outstanding to the Company and shall not use or deal with such proceeds of sale or hire in any way whatsoever until such sums shall have been paid;
III. The Company shall be entitled to trace all such proceeds of sale or hire charges received by the Customer through any bank or other account maintained by the Customer
IV. In the event of sale or hire of the goods by the Customer in the ordinary course of its business the Customer shall assign its rights to recover the selling price or hire charges from the third parties concerned to the Company if required so to
do in writing by the Company.
d. As the insurable risk in the goods shall pass to the customer as soon as the goods are delivered to it or to its order pending disposal the Customer shall keep the goods insured in the amount of the price at which the goods are sold to the
Customer against all insurable risks.
e. If the goods are destroyed by an insured risk prior to the same being paid for by the Customer; the customer shall receive the proceeds of any such insurance as trustee for the Company.
a. Prices quoted are nett. Guaranteed payment must be received by the company before delivery unless otherwise agreed. When deliveries are spread over a period each consignment will be invoiced as despatched and each months invoices will be treated as a separate account and be payable accordingly. The Company reserves the right to charge interest on all overdue accounts at 5% above current bank rates. Failure to pay for any goods or for any delivery or instalment shall entitle the Company to suspend all 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 reserves the right where a customer fails to adhere strictly to the agreed credit terms or where genuine doubts arise as to the Customers financial position to suspend delivery for any or any part or instalment without liability until payments or satisfactory security for payment has been provided. Where goods are to be delivered outside the UK payment must be made against the delivery of the goods or shipping documents f.o.b. UK Port unless credit arrangements approved by the Company have been made.
a. The Customer will be responsible in all instances for obtaining any necessary import licences and complying with all regulations governing admission of the goods into the country of destination and or payment of all customs duties, port
duties and charges.
a. The goods sold and the services carried out by this Company are supplied with the following express guarantee:
b. The Company takes all precautions to ensure the quality of materials and workmanship and guarantees all goods and services against faulty material and/or workmanship as set out in the X-Bike and Xdream Limited Warranty.
c. The terms of this guarantee apply only to the first owner/user of the goods.
d. The Company will in no circumstances accept responsibility for any defects whatsoever arising from misuse of any goods or arising out of situations outside the Control of the Company. This Guarantee shall not apply to defects in any goods which have been altered by Customers or third parties and any claim hereunder must be made within 30 days of discovery of the defect.
12. Restrictions on Company’s Liability
a. All terms whether imposed by statute, common law, custom, or otherwise regarding carriage or loss are hereby expressly excluded insofar that such matters are within the bounds of reasonableness and in the light of these terms and conditions; in particular, without impairing the generality of the foregoing, no statement or description contained in any catalogue or advertisement issued by the Company or any communication from the Company or made verbally or in writing by any of the Company’s agents, representatives, officers or employees shall give or imply or be construed as giving or implying any such warranty condition, representation, undertaking or liability as aforesaid nor shall such statement or description enlarge, vary or override or be construed to enlarge, vary or override in any way any of the conditions herein contained.
b. The Company accepts no responsibility for damage, direct, consequential, contingent or resulting loss, loss of profits, costs, charges, expenses or other liability, whether of the Customer or of any other party, howsoever arising but within the bounds of reasonableness, the Company’s responsibility being strictly limited to rectification or replacement as set out above and those matters referred to in these terms and conditions. Such rectification or replacement will be made as quickly as possible but the Company requires a reasonable time to effect this. A claim in respect of any defect or failure to comply with the specification or order or in respect of any delivery or instalment of an order or any part thereof shall not entitle the Customer to cancel or refuse delivery of any payment for any other order delivery or instalment or any part of the same order delivery or instalment.
13. Legal Construction
a. The contract shall in all respects be construed and operate as an English contract and shall be governed by English Law.