TERMS AND CONDITIONS FOR THE SALE OF GOODS
1. Definitions
Buyer the person who buys or agrees to buy the goods from the Seller.
Conditions the terms and conditions of sale as set out in this document and any special terms and conditions agreed in writing by the Seller.
Goods the articles which the Buyer agrees to buy from the Seller.
Price the price for the Goods, excluding VAT and any carriage, packaging and insurance costs.
Seller Widen Electronic Solutions Ltd of Widen house,37e Broadmarsh Business centre, Havant PO9 1HS
2. Conditions
2.1 These Conditions shall form the basis of the contract between the Seller and the Buyer in relation to the sale of Goods, to the exclusion of all other terms and conditions including the Buyer’s standard conditions of purchase or any other conditions which the Buyer may purport to apply under any purchase order or confirmation of order or any other document.
2.2 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods from the Seller pursuant to these Conditions.
2.3 Acceptance of delivery of the Goods shall be deemed to be conclusive evidence of the Buyer’s acceptance of these Conditions.
2.4 These Conditions may not be varied except by the written agreement of a director of the Seller.
2.5 These Conditions represent the whole of the agreement between the Seller and the Buyer. They supersede any other conditions previously issued.
3. Price
3.1 The Price shall be the price quoted on the Seller’s confirmation of order or official quotation. The Price is exclusive of VAT which shall be due at the rate in force on the date of the Seller’s invoice. In the instance that the exchange rate varies by more than 5%, the seller reserves the right to change the price accordingly.
4. Payment and Interest
4.1 Payment of the Price and VAT shall be due within 30 days of the date of the Seller’s invoice.
4.2 Interest on overdue invoices shall accrue from the date when payment becomes due calculated on a daily basis until the date of payment at the rate of 5% per annum above the Bank of England base rate from time to time in force. Such interest shall accrue after as well as before any judgment.
4.3 The Buyer shall pay all accounts in full and not exercise any rights of set-off or counter-claim against invoices submitted by the Seller.
5. Goods
The quantity and description of the Goods shall be as set out in the Seller’s confirmation of order.
6. Warranties
6.1 The products delivered by the seller comply with existing standards and specifications. To validate warranty, the buyer must notify the seller about the defect within 7 days of receipt. If the defect is likely to generate damage, the notification must describe the defect precisely and in detail. Buyers lose their right to repair if they do not notify the seller about the defect within the deadlines and conditions specified in this clause.
6.2 Warranty means the replacing or repairing the defective product or component by its services free of charge. No liability for a compensatory payment for any reason whatsoever can be accepted. Before replacement under warranty, the seller must approve the course of action to be taken. The buyer loses the right to replacement or repair if the defective part is not returned to the seller within 7 days. Shipping and carriage expenses are excluded from this warranty. Buyers are responsible for their own dismantling and assembly operations for all equipment other than the product concerned.
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- Warranty does not cover defects caused by incorrect assembly, defective maintenance, abnormal use or storage, normal wear or assemblies in environments, which do not suit the product. The seller cannot accept liability for assembly operations that do not comply with the recommendations for fitment and use.
- The maximum total amount assumed by the seller under warranty cannot exceed 100% (one hundred percent) of the amount received in payment for the order in question.
Unless otherwise stipulated, the seller is not responsible for loss of production, loss of profit, loss of use, failure to sell nor any other consecutive, economic or indirect loss whatsoever by the buyer.
7. Delivery of the Goods
7.1 Delivery of the Goods shall be made to the Buyer’s address. The Buyer shall make all arrangements necessary to take delivery of the Goods on the day notified by the Seller for delivery.
7.2 The Seller undertakes to use its reasonable endeavors to dispatch the Goods on an agreed delivery date, but does not guarantee to do so. Time of delivery shall not be of the essence of the contract.
7.3 The Seller shall not be liable to the Buyer for any loss or damage whether arising directly or indirectly from the late delivery or short delivery of the Goods. If short delivery does take place, the Buyer undertakes not to reject the Goods but to accept the Goods delivered as part performance of the contract.
7.4 If the Buyer fails to take delivery of the Goods on the agreed delivery date or, if no specific delivery date has been agreed, when the Goods are ready for dispatch, the Seller shall be entitled to store and insure the Goods and to charge the Buyer the reasonable costs of so doing.
8. Acceptance of the Goods
8.1 The Buyer shall be deemed to have accepted the Goods 48 hours after delivery to the Buyer.
8.2 The Buyer shall carry out a thorough inspection of the Goods within 48 hours of delivery and shall give written notification to the Seller within 7 working days of delivery of the Goods of any defects, which a reasonable examination would have revealed.
8.3 Where the Buyer has accepted, or has been deemed to accept the Goods, the Buyer shall not be entitled to reject Goods which are not in accordance with the contract.
9. Title and risk
9.1 Risk shall pass on delivery of the Goods to the Buyer’s address.
9.2 Notwithstanding the earlier passing of risk, title in the Goods shall remain with the Seller and shall not pass to the Buyer until the amount due under the invoice for them (including interest and costs) has been paid in full.
9.3 Until title passes the Buyer shall hold the Goods as bailee for the Seller and shall store or mark them so that they can at all times be identified as the property of the Seller.
9.4 The Seller may at any time before title passes and without any liability to the Buyer:
9.4.1 repossess and dismantle and use or sell all or any of the Goods and by doing so terminate the Buyer’s right to use, sell or otherwise deal in them; and
9.4.2 for that purpose (or determining what if any Goods are held by the Buyer and inspecting them) enter any premises of or occupied by the Buyer.
9.5 The Seller may maintain an action for the price of any Goods notwithstanding that title in them has not passed to the Buyer.
10. Carriage of Goods
Carriage will be chargeable on all sales unless pre-agreed by the seller.