|
|
Terms and Conditions
1. THE TERMS
(a) These terms will govern all sales by Panorama Antennas Ltd unless we have specifically agreed otherwise in writing.
(b) Any conditions or terms imposed by your order shall be of no effect unless we expressly accept the same by specifically describing such on our Order Acknowledgement.
(c) You agree and accept that you have not relied upon any representation, written or oral, made by us or any of our representatives or agents in entering this contract, and that the goods selected are suitable for your purposes.
(d) A contract shall come into existence upon these terms on our acceptance of your order by means of our Order Acknowledgement.
2. DELIVERY
(a) We will use our best endeavours to maintain delivery on the estimated delivery date(s) but shall be under no liability whatsoever for any loss occasioned by delays beyond our control.
(b) Deliveries may be wholly or partly suspended in the event of your failure to make payments on the due date or for any stoppage, delay or interruption of work as a result of strikes, lockouts, trade disputes, breakdown, accident or any cause whatsoever beyond our control.
(c) If, by reason of any statute, statutory instrument, regulation or requirement of any National or Local Government, we are prevented, or directly or indirectly, restricted from the performance of the contract, we shall have the option:
(i) to suspend or delay despatch or delivery of the goods until it is reasonably practical to despatch or deliver the same;
(ii) to use substituted materials provided that such are in our view an adequate substitution for the materials specified;
(iii) to cancel the contract or any uncompleted portion thereof and on such cancellation neither party will have any claim against the other save in respect of goods delivered prior to such cancellation;
(iv) to increase the price of the goods to compensate us for any additional materials or work required.
(d) In no case will we be liable for any consequential loss by reason of delay.
(e) Delivery will be effective upon notification that the goods are ready for collection ex-works. We shall be under no obligation to accept any changes in the delivery schedule. If you defer delivery we shall be entitled to invoice immediately and to charge for storage and re-invoice at the price current when actual delivery is effected. In the event that we agree to arrange transportation of the goods to you, we shall not be liable for any default of the transporter nor shall the time at which you assume risk be deferred.
3. TITLE OF GOODS
(a) Property in the goods supplied hereunder will pass to you when
(i) the goods the subject of this contract and
(ii) all other goods the subject of any other contract between us
have been paid for in full. Until full payment has been received we remain the legal and beneficial owners of the goods, and you shall hold them in a fiduciary capacity for us in a manner which enables them to be identified as our goods and you shall immediately return them to us should we so request. All the normal incidents associated with a fiduciary relationship shall apply. Your right to possession of the goods shall cease if an administrator or administrative receiver is appointed over your assets or if a petition for winding-up is presented. You grant us an irrevocable licence to enter at any time any vehicles or premises owned or occupied by you or in your possession for the purpose of repossessing and removing our goods, the property in which has remained with us under this clause.
(b) Notwithstanding the contents of clause (a) above, goods supplied by us shall be at your risk as soon as delivery has been effected.
4. COPYRIGHT AND INTELLECTUAL PROPERTY RIGHTS
(a) You shall not yourself, or permit others to, infringe any patents or copyrights that we may have on the whole or any part of the goods or services sold. You must take all reasonable steps to prevent a third party infringing our copyright or patents.
(b) All drawings, designs, specifications and other information which we supply in connection with a quotation or order are confidential. They and the copyright in them remain our property and must not be disclosed to any third person without our written permission.
(c) You will indemnify us against any action or claims resulting from any specification or document supplied by you being in breach of copyright or resulting in breaches of patents or registered designs.
(d) All intellectual property rights and designs and tools and moulds remain our property notwithstanding any contributory payment made by you in respect thereof.
5. FOREIGN REGULATIONS
It is your duty to comply with import regulations and foreign exchange controls that may in the future impede or prevent your performing your obligations hereunder. Any such impediment or prevention shall not frustrate this contract and we shall be entitled to damages for breach of contract arising from your inability to perform this contract. Any deposit paid by you to us may be applied by us towards satisfying such damage that we have suffered whether or not this has become liquidated.
6. GUARANTEE
The goods sold have been manufactured to the highest specification, using the best possible materials in order to provide a product of high quality and long term reliability. Goods supplied are guaranteed for a period of one year from date of delivery against defective materials or workmanship. This guarantee is available to original purchases and is not transferable and is subject to the following conditions:
(a) No goods may be returned without our prior consent and we are under no obligation to alter the product specification.
(b) Only individual items which are claimed to be defective may be returned and not the whole of the batch of which they form part. We shall have the opportunity to replace defective goods or credit the value of rejected items at our discretion.
(c) Requests for refund or replacement of defective goods must be made in writing with a full description of defect along with details of the part number, batch number, delivery date and invoice number.
(d) All information regarding specifications, weights, performance or other data contained in advertisements, catalogues, price lists or quotations are given in good faith and may not be used as more than an approximate identification mechanism and the purchaser must rely upon its own testing.
(e) We understand that you have carried out all necessary tests and evaluations and have satisfied yourself that the goods will be fit for their purpose and will comply with all environmental, safety and technical requirements in the application you propose to use the goods. Any further testing is your responsibility.
(f) No warranty shall be given on items which are incorrectly installed, misused, mistreated, adapted, modified, leased or hired to a third party or used for any purpose for which the product had not originally been designed. You are responsible for the safe deployment of the goods and we cannot be liable for any loss or damage arising from their use.
7. PAYMENT
(a) Unless otherwise agreed by us in writing, payment for goods or services shall be made within thirty days from the date that the invoice is despatched.
(b) If you fail to make any payment hereunder you shall be liable to interest at 8% over Barclays Bank base rate for the time being on the unpaid balance from the date when payment was due, until payment is received by us.
(c) Repeated failure to make payment pursuant to sub-clause (a) above shall be regarded by us as a repudiation of the terms of this contract entitling us to terminate it with immediate effect, releasing us from any obligation to make deliveries of further goods or services. Any sum due and owing to us on the date of termination shall be payable forthwith.
(d) We shall not be bound by any clerical or arithmetical error occurring in any tender, invoice or statement of account issued by us.
8. PRICE
(a) We will use our best endeavours to hold the price where there has been an increase in the costs of labour, material or transport, but we reserve the right to make a proportionate increase in the price in appropriate cases.
(b) All prices are quoted on the basis of information available at time of quotation. Goods or services not specifically requested on your order will not be part of our work.
(c) All prices quoted exclude VAT at the appropriate rate.
(d) Delivery will be charged as an additional cost unless we specifically quote otherwise.
9. CANCELLED ORDERS
In the event of cancellation we will take all reasonable steps to mitigate our loss, but reserve the right to recover from you any and all losses sustained by us as a result of the cancellation of any part of or all of your order.
10. SHORTAGES
All shortages must be notified to us, in writing, within three working days of the date of our invoice.
11. MISCELLANEOUS
These terms shall be governed by English Law and the English High Court of Justice shall have jurisdiction to try any dispute.
« Back
|
|
|
|
.jpg){kind=small}
.gif){kind=small}
