Trading Terms & Conditions
The Seller means Impact Signs and Print LTD or any of its subsidiaries; The Purchaser means the person firm or company to be supplied with the goods by the seller; Goods means the goods materials and/or other items to be supplied pursuant to the Contract. The Contract means the contract for sale and purchase of the Goods made between the Seller and the Purchaser to which these Conditions apply.
These conditions apply to all sales of Goods by the Seller and shall prevail over and apply to the exclusion of any inconsistent terms or conditions contained or referred to in the Purchasers order or in correspondence or elsewhere or implied by trade customer practice or course of dealing unless specifically agreed to in writing by the Seller. Purported provisions to the contrary are hereby excluded or extinguished.
A quotation or tender by the Seller does not constitute an offer and the
Seller reserves the right to withdraw or amend the same at any time prior to
the Sellers acceptance of the Purchasers order.
(a) The prices payable for the Goods shall be those charged by the Seller
at the time of despatch. The Seller shall have the right at any time to revise
the price to take account of increases in costs including (without limitation)
costs of any goods or materials carriage, labour or overheads the increase or
imposition of any tax duty or other levy and any variation in exchange rate.
Unless otherwise stated the price is exclusive of value added tax. (b) Any
special packaging requested by the Purchaser shall be the subject of an
5. TERMS OF PAYMENT
(a) All prices are quoted Nett. Unless specifically stated otherwise payment of
invoices shall be made without any deduction or set-off in cash so as to be
received by the Seller on or before the last day of the month following the
date thereof. Interest shall be payable on the amount outstanding at the rate
of two per cent per month to run from the due date of payment thereof until
receipt by the Seller of the full amount whether or not after judgement. (b)
The Seller reserves the right to levy additional charges to cover reasonable
Bank and administration charges in the event of dishonoured cheques whether
represented or not and on settlement of invoices by credit card.
(a) Time for delivery is given as accurately as possible but is not guaranteed. The Purchaser shall have no right to damages or to cancel the order for failure for any cause to meet any delivery time stated. (b) If the Purchaser refuses or fails to take delivery of Goods tendered in accordance with the Contract the Seller shall be entitled to immediate payment in full for the goods so tendered. The Seller shall be entitled to store at risk of the Purchaser any Goods which the Purchaser refuses or of which he fails to take delivery and the Purchaser shall in addition to the price pay all costs of such storage and any additional costs or carriage incurred as a result of such refusal or failure. Refusal by the Purchaser to take delivery will relieve the Seller from the obligation to make further deliveries without prejudice to the Sellers right to recover damages for such refusal. The Seller shall be entitled after the expiration of 28 days from the date on which the price became payable to dispose of the Goods in such manner as it may determine. (c) Subject to the provisions of paragraph (e) of this Condition (where applicable) the Goods shall unless delivered by the Sellers own transport or by a carrier on behalf of the Seller be deemed to have been delivered and the risks therein to have passed to the Purchaser upon their transfer to a carrier named by the Purchaser or 2 days after the Seller notifies the Purchaser that the Goods are available for collection whichever is the earlier. (d) Where the Goods are to be delivered by the Sellers own transport or by a carrier on behalf of the Seller the risk therein shall pass to the Purchaser upon delivery. (e) In any case where Goods are sold on the basis of any international trade term the meaning of such term contained in INCOTERMS (1990 edition) shall apply as if expressly incorporated herein except insofar as any part of the same may be inconsistent with any of the provision contained in these conditions.
(a) Title to the Goods or any part thereof shall pass to the Purchaser only
upon the happening of any one of the following events: (i) the Purchaser has
paid to the Seller all sums due from it to the Seller under this Contract and
under all other contracts between the Seller and the Purchaser including any
sums due under contracts made after this Contract whether the same are
immediately payable; (ii) when the Seller serves on the Purchaser notice in
writing specifying that title in the Goods or such part thereof has passed. (b)
The Seller may recover Goods in respect of which title has not passed to the
Purchaser at any time and the Purchaser hereby licences the Seller, its
officers, employees and agents to enter upon any premises of the Purchaser for
the purpose either of satisfying itself that condition 7(c) below is being complied
with by the Purchaser or of recovering any Goods in respect of which title has
not passed to the Purchaser. This right shall continue to subsist
notwithstanding the termination of the Contract through the happening of any of
the events specified in condition 17 or otherwise and without prejudice to any
accrued rights of the Seller there under. (c) The Purchaser shall ensure that
Goods in respect of which title has not passed are stored separately from other
goods and that they are clearly identifiable as belonging to the Purchaser. If
the Goods are combined by the Purchaser with other items or materials or
utilised or consumed in the production of other items or materials the Seller
shall retain title to the Goods if they remain capable of removal or separation
from the resulting items. Until title to the Goods has passed to the Purchaser
pursuant to this condition it shall possess the Goods as a bailee of the Seller
on the terms of this Contract. If the Company so requires the Purchaser will
return the Goods in good condition and will meet any cost of the Seller
incurred in recovering or repairing the Goods in the event of the Purchasers
failure to comply with this sub-condition. d) Without prejudice to the
foregoing sub-conditions and in the event that the Purchaser shall in the
course of its business dispose of the Goods to a customer being a bona fide
Purchaser without notice of the Sellers rights then the Purchaser shall have a
fiduciary duty to the Seller to account to the Seller for the proceeds (which
shall be kept separate and identifiable from the Purchasers own moneys) but may
retain there from any excess of such proceeds over the amount outstanding under
this or any other contract between them.
8. DISCLOSURE OF INFORMATION
(a) All technical advice data or information given by the Seller its employees
or agents in respect of the Goods is made in good faith on the basis of test
data and field experience and are provided for general guidance only. No such
information advice or data shall form any part of this Contract (b) The
Purchaser shall be solely responsible for ensuring that all drawings,
information, advice and recommendations give to the Seller either directly or
indirectly by the Purchaser or by the Purchasers agents, employees, consultants
or advisers are accurate, correct and suitable. Examination or consideration by
the Seller of such drawings, information, advice or recommendations shall in no
way limit the Purchasers responsibility hereunder unless the Seller
specifically agrees in writing to accept responsibility.
9. THIRD PARTY RIGHTS
(a) The Purchaser shall indemnify the Seller against any and all claims costs
demands and expenses incurred by or made against the Seller as a direct or
indirect result of the carrying out of any work required to be done on or to
the Goods in accordance with the requirements or specifications of the
Purchaser involving any infringement of any intellectual or industrial property
right vested in any third party. (b) In any case where the Goods are or are
capable of becoming the subject of any industrial or intellectual property
rights of any third party the Seller shall be obliged to transfer to the
Purchaser only such title as it may have to the Goods.
In any case where to Purchaser wishes the Seller to insure any specific
consignment of Goods the Purchaser must so advise the Seller in writing within
a reasonable time prior to delivery quoting the full value to be insured. The
premium chargeable for such insurance shall be paid by the Purchaser.
(a) The Seller shall not be liable to the Purchaser for (i) any discrepancy in quantity or weight delivered unless the Purchaser notifies the seller of any claim, in writing, for short delivery within 48 hours of receipt of the Goods; (ii) damage to or loss of the Goods or any part thereof in transit (where the Goods are carried by the Sellers own transport or by a carrier on behalf of the Seller) or non-delivery unless the Purchaser shall notify the Seller, in writing, of any such claim within 48 hours of receipt of Goods or the scheduled date for delivery whichever shall be the earlier; (iii) defects in the Goods caused by any act neglect or default of the Purchaser or of any third party; (iv) other defects in the Goods unless notified to the Seller, in writing, within 48 hours of receipt of the Goods by the Purchaser or where the defect would not be apparent on reasonable inspection within 1 month of delivery. (b) In the event of any shortage or non-delivery and/or defect in respect of which the Seller accepts liability the sole obligation of the Seller shall be at its option to make good any such shortage non-delivery and/or as appropriate replace or repair any Goods found to be damaged or defective. In no circumstances shall the Sellers aggregate liability to the Purchaser whether for negligence breach of contract misrepresentation or otherwise exceed the cost of the defective damaged or undelivered goods determined by net price invoiced to the Purchaser in respect of any occurrence or series of occurrences. (c) Subject to the foregoing all conditions warranties and representations expressed or implied by statute common law or otherwise in relation to the Goods are hereby excluded and the Seller shall be under no liability to the Purchaser for any loss damage or injury direct or indirect resulting from defective material faulty workmanship or otherwise howsoever arising and whether or not caused by the negligence of the Seller its employees or agents SAVE THAT the seller shall accept liability for death or personal injury caused by the negligence of the Seller. (d) Without prejudice to the generality of the foregoing the Seller shall have no liability for loss of profits or contracts or other economic, indirect or consequential loss, whether arising from negligence, breach of contract, breach of statutory duty or otherwise however. (e) The Sellers prices are determined on the basis of the limits of liability set out in this Condition. The Purchaser may by written notice to the Seller request the Seller to agree a higher limit of liability provided insurance cover can be obtained therefore. The Seller shall affect insurance up to such limit and the Purchaser shall pay upon demand the amount of any and all premiums. In no case shall the Purchaser be entitled to recover from the Seller more than the amount received from the insurers.
12. LICENCES AND CONSENTS
If any licence or consent of any government or other authority shall be required for the acquisition or use of the Goods by the Purchaser the Purchaser shall obtain the same at its own expense and if necessary or so required produce evidence of the same to the Seller on demand.
13. FORCE MAJEURE
(a) The Seller shall not be liable to the Purchaser for any loss or damage
which may be suffered by the Purchaser as a direct or indirect result of the
supply of the Goods by the Seller being prevented hindered delayed or rendered
uneconomic by reason of any Force Majeure Circumstances. (b) In this Condition
Force Majeure Circumstances shall mean any Act of God riot strike lock out
trade dispute or labour disturbance accident breakdown of plant or machinery
fire flood difficult or increased expense in obtaining workmen materials or
transport or other circumstances whatsoever outside the reasonable control of
the Seller affecting the provision of the Goods or of raw materials therefore
by the Sellers normal source of supply or of the manufacture of the Goods by
the Sellers normal means or the delivery of the Goods by the Sellers normal
route or means of delivery. (c) If due to Force Majeure circumstances the
Seller has insufficient stock to meet all its commitments the Seller may
apportion available stocks between its customers at its sole discretion.
If the Purchaser shall become bankrupt or under the
provisions of Section 123 of the Insolvency Act 1986 is deemed to be unable to
pay its debts or compounds with creditors or in the event of a resolution being
passed or proceedings commenced for the administration or liquidation of the Purchaser
(other than for a voluntary winding up for the purposes of reconstruction or
amalgamation) or if a Receiver or Manager is appointed of all or any part of
its assets or undertaking the Seller shall be entitled to cancel the Contract
in whole or in part by notice in writing without prejudice to any right or
remedy accrued or accruing to the Seller.
15. CONSUMER PROTECTION ACT 1987 (THE ACT)
In the circumstances where
the Seller supplies Goods to the Purchaser for incorporation with, or use
ancillary to, any composite products to be produced, manufactured, processed or
supplied by the Purchaser then: (a) the Purchaser shall forthwith on demand
produce for inspection by the Seller copies of all written instructions,
information and warnings to be supplied by the Purchaser in relation to the
said composite products provided nevertheless that such inspection or right to
inspect shall not of itself constitute acceptance or approval on the part of
the Seller of such instructions, information or warnings, and (b) the Purchaser
shall indemnify, reimburse and compensate the Seller for all losses and damages
(including costs, expenses and charges for legal actions in which the Seller
may be involved) that the Seller may incur in the event that any claim or claims
are made against the Seller pursuant to the Act relating to the said composite
products of the Purchaser or products in circumstances in which the Goods
supplied by the Seller: (i) were not the defective part of the said composite
product, or (ii) were only rendered the defective part or became a defective
product by reason of actions or omissions of the Purchaser, or (iii) were only
rendered the defective part or became a defective product by reason of
instructions or warnings given by the Purchaser or other supplier of the said
composite products or products, or (iv) were manufactured in accordance with
the Purchasers drawings and specification. (c) for the purposes of this
condition only the word defective shall be interpreted in accordance with the
definition of defect contained in Part 1 of the Act. The Purchaser hereby
acknowledges that it is under a duty to pass on to its customers (where
appropriate) all instructions, information and warnings supplied to it by the
Seller with the Goods.
The failure by either party to the Contract to exercise or
enforce any rights conferred by the Contract shall not be deemed to be a waiver
of any such right nor operate so as to bar the exercise or enforcement thereof
at any time or times thereafter.
Any notice hereunder shall be in permanent readable form and
shall be deemed properly addressed to the party concerned at its principal
place of business or last known address. Any such notice shall be taken to be
received by the addressee two working days following the date of dispatch of
the notice by post or when the notice is sent by hand or given by facsimile or
other electronic medium simultaneously with the delivery or transmission.
The headings in these conditions are inserted for
convenience only and shall not affect their construction.
The Contract shall in all respects be governed by and construed and interpreted in accordance with the laws of England and the parties hereby submit to the non-exclusive jurisdiction of the English courts.
Located in Weymouth, Dorset we specialise in supplying a vehicle wrapping service across Dorset and Somerset including Weymouth, Dorchester, Yeovil, Poole and Bournemouth.