Definitions: In these terms and conditions the following words shall have the following meanings.
"the Supplier" shall mean Henderson Plastics Ltd trading under the style or title appearing on any invoice for the Goods.
"the Goods" shall mean any product articles or things supplied by or subject to negotiations for supply by the supplier to the Buyer.
"the Buyer" shall mean any corporate entity firm or person to whom the Supplier supplies or with whom the Supplier enters negotiations for the supply of Goods.
Payment terms : 30 days from invoice date if an approved account holder. Payment with order, payment on delivery.
Late payment. Any overdue or unpaid accounts will be charged at 5% over NatWest Bank PLC current base lending rate at the time, plus all and any additional cost whatsoever incurred for the recovery of the account. Dishonoured cheques / B.A.C.S. /Direct Debits/ Standing Order mandates will additionally be charged at the rate of £50.00 for each dishonour.
Risk of damage to or loss of goods sold by the Supplier ("the Goods") shall pass to the Buyer at the time of delivery to or collection by the customer.
Notwithstanding delivery and the pass of risk in the Goods or any other provision of these conditions, the property in the goods shall not pass to the Buyer until the Supplier has received in cash or cleared funds payment in full of the price of the Goods in question and all other goods agreed to be sold by the Supplier to the Buyer for which payment is then overdue.
Until such time as the property in the Goods passes to the Buyer the Buyer shall hold them as the Supplier's fiduciary agent and bailee and shall keep the goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Supplier's property.
The Buyer is licensed by the Supplier to use or to agree to sell the Goods subject to the express condition that the entire proceeds of any sale are held in trust for the Supplier and are not mixed with other monies or paid into an overdrawn bank account and shall at all times be identifiable as the Supplier's monies.
Until such time as the property in any Goods delivered by the Supplier to the Buyer passes to the Buyer (and provided the Goods are still in existence and have not been resold) the Supplier shall be entitled at any time to require the buyer to deliver up the Goods to the Supplier and , if the Buyer fails to do so forthwith, to enter upon the premises of the Buyer or any third party where the Goods are stored and reposes the Goods.
The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Supplier but if the Buyer does so all monies owing by the Buyer to the Supplier shall (without prejudice to any other rights or remedy of the Supplier) immediately become due and payable.
The Buyer's power of sale and use contained in clause 3.4 shall automatically cease if the Buyer has a petition presented for its winding up or passes a resolution for voluntary winding-up otherwise than for the purpose of a bona fida amalgamation or reconstruction or compounds with creditors or takes or has a receiver appointed for all or part of its assets or becomes bankrupt or insolvent or enters into any arrangements with creditors or takes or suffers any similar action in consequence or debts or carries out or undergoes any analogous act or proceeding under foreign law.
In the event of a limited company becoming insolvent or entering into an arrangement with its creditors, the directors of that company agree to accept full personal liability with respect to any sums due to the Supplier from the Buyer.
All invoices outstanding beyond our normal payment period will be referred to Daniels Silverman Limited and will be subject to a surcharge of 15% plus VAT to cover the collection costs incurred. This surcharge together with all other charges and legal fees incurred will be the responsibility of the customer and will be legally enforceable.
Each sub-clause of this clause is severable from each other sub clause.
The Supplier reserves the right to refuse to supply to a Buyer any Goods ordered by that Buyer when the Buyer does not comply with or has not complied with condition No.2.
Prices are subject to change without notice.
All prices quoted are those ruling at the date of dispatch.
Unless otherwise stated all prices quoted are nett ex-works exclusive of V.A.T.
The Supplier reserves the right at any time prior to delivery of the Goods to adjust the price to take account of any increase in the cost of raw materials, labour or services.
No queries can be considered on this invoice unless received in writing within (14 days) from invoice date.
Technical data dimensions and weights stated serve only as a guide and do not form any part of the contract. They are subject to alteration by the Supplier without notification.
The Supplier may withdraw any item from sale at any time.
Time of delivery is not of the essence.
The Supplier shall not be liable for any loss whatsoever or howsoever arising caused by its non delivery or by the failure to make Goods ready for collection on the due date.
Any estimate /quotation which comprises an invitation to treat is open for a period of 30 days only from the date thereof, provided that the Supplier has not previously withdrawn it
All orders are placed under these terms and conditions alone.
These terms and conditions exclude any other terms and conditions inconsistent therewith which a Buyer might seek to impose even though such other terms and conditions may be submitted in a later document and /or purport to exclude supersede any terms or conditions with them or may be contained in any offer acceptance or counteroffer made by the Buyer.
No variation of these terms and conditions is permitted unless expressly accepted by a director of the Supplier in writing.
No cancellation by the Buyer is permitted except where expressly agreed by a Director of the Supplier in writing.
The Buyer will in the event of agreed cancellation by the Buyer indemnify the Supplier fully against all expenses incurred up to the time of such cancellation together with by way of liquidation damages a sum of 30% of the contract price which shall be paid by the Buyer to the Supplier forthwith.
Warranty. No representation or warranty is given as to the suitability of fitness of the Goods for any particular purpose and the Buyer shall satisfy himself in this respect and shall be totally responsible therefore.
Liability. Nothing in clause 11 shall be deemed to exclude or restrict the Supplier's liability for death or personal injury resulting from negligence.
each of the sub clauses in clause 11 shall be treated as separate and independent.
Clause 11.2 only covers defects caused by faulty design, manufacture, materials or workmanship. It does not cover defects caused by abnormal use, misuse or neglect.
The Supplier agrees that if any defect covered by clause 11.2 is discovered during the period of 24 months from the date of dispatch the Supplier will repair the Goods at its own expense or, if it chooses to do so, replace them.
The Buyer cannot claim the benefit of this clause unless:- He informs the Supplier of the relevant defect in writing within 7 days of discovering it and he returns the Goods to the supplier at his own expense.
The risk of accidental loss whilst the Goods are being returned will be borne by the Buyer.
Exclusion and consequential loss. The Supplier shall not be liable for any consequential or indirect loss suffered by the Buyer whether this loss arises from breach of a duty in contract or tort in any other way.
Limitation. The Suppliers total liability for any one claim for the total of all claims arising from any one act or default of the supplier (whether arising from the suppliers negligence or otherwise) shall not exceed £2.500 or the contract price whichever is the greater.
The contract shall be governed by and construed in accordance with English law and all disputes arising in connection with the contract shall be submitted to the jurisdiction of the English courts.
It is agreed between the Supplier and the Buyer that all the terms are reasonable and enforceable.
The Supplier shall at their sole discretion confer the rights of this contract to any independent third party collection agency