terms & conditions
CONDITIONS OF SALE
All orders are subject to these conditions of sale and the placing of an order by the buyer shall be considered as acceptance of these conditions.
These conditions represent the whole contract between the Company and the buyer and may not be modified or varied unless MLI BUILDING PRODUCTS LTD (hereinafter referred to as ‘the Company’) agrees in writing and the Company shall not be deemed to accept such other conditions nor waive any of these conditions by failing to object to provisions contained in any purchase order or other communication from the buyer.
No person has authority on behalf of the Company to vary, amend, modify or waive any condition except a Director or the Company Secretary, and then only in writing signed by a Director or the Secretary.
2. VALIDITY OF QUOTATION
The company reserves the right to refuse the buyer’s acceptance of a quotation unless such a quotation is stated to be open for a specific period and is not withdrawn in such a period. No binding contract shall be created by the acceptance by the buyer or the Company’s quotation until such notice of acceptance of the offer has been given in writing which shall have been signed by the Company’s duly authorised representative or the Company has indicated its acceptance of the offer by making delivery or part delivery of the goods. In the event that no quotation is given by the buyer, all deliveries are made subject to these conditions of sale.
3. NEW ACCOUNTS
Prospective customers wishing to open a credit account are requested to furnish two trade references and one Banker’s reference. Until the opening of a credit account has been confirmed, a remittance should accompany the order, otherwise delivery will not be made until after the references have proved acceptable.
The company reserves the right to refuse any credit application or postpone commencement of a credit account at its sole discretion or where the economic climate is such that it is not advisable to offer a credit account facility.
4. SETTLEMENT TERMS
Accounts are payable in full when goods are invoiced or when goods are collected/delivered, whichever is the earlier.
Where the buyer has an approved credit account with the Company, accounts are payable in full by the last day of the month following delivery/collection.
Any variation to these terms will only be accepted where agreed by the Company and confirmed in writing. Where the Credit Terms are exceeded, the Company reserves the right to demand immediate payment of the account total. The Company reserves the right to refuse Credit at any time and demand immediate payment of all monies outstanding. No receipts will be issued against payments by Cheque unless specifically requested.
The Company, at its discretion, reserves the right to charge interest on accounts outstanding beyond the time specified in this condition. The rate of interest shall be 1.75% per month (compound interest) on the sum outstanding. The Company can exercise this right in addition to any other rights it may have in respect of the goods for non-payment.
Where the contract is to be or may be fulfilled in separate instalments, deliveries or parts, payment for each such instalment, delivery or part shall be made as if the same constituted a separate contract.
Unless otherwise agreed in writing all orders are executed subject to prices and any relevant discounts ruling at the date of dispatch and any price list of the Company whether published or not shall not affect the right of the Company to charge for goods in accordance with this clause.
All prices are subject to Value Added Tax at the appropriate rate.
Any contract shall be subject to the Company being satisfied as to the buyer’s credit worthiness and without prejudice to the generality of the foregoing the Company may, in its absolute discretion, having informed the buyer that the goods are ready for delivery, refrain from delivering the goods until such a time as the buyer tenders the purchase money to the Company in a form satisfactory to the Company.
Orders sent in confirmation of telephone instructions should be clearly marked as such, otherwise any additional expense incurred by the Company as a result of duplication of order will be charged to the buyer.
Delivery dates are promises given in good faith by the Company to indicate estimated delivery times but shall not amount to any contractual obligation to deliver at the time stated. No liability for direct or consequential loss or damage arising from delay in delivery will be accepted by the Company.
9. TITLE TO GOODS
The Company and the buyer expressly agree that until the Company has been paid in full for the goods supplied: The goods remain the property of the Company although the risk therein passes to the buyer at the point when delivery is made.
The Company may recover those goods at any time from the buyer in his possession if the Company judges that the amount outstanding from the buyer on the general statement of account between the parties is in excess of the credit limit the Company is willing to accord to the buyer; and for that purpose the Company’s servants and agents may enter upon any land or building which the goods are situated.
If the buyer incorporates such goods into other products, with the addition of his goods or those of others, or uses such goods as material for other products, with or without such addition, the property in those other products is upon such incorporation or use ipso facto transferred to the Company and the buyer as bailee of them for the Company will store the same for the Company in a proper manner without charge to the Company.
The buyer has the right to dispose of the goods or such other products in the course of his business for the account of the Company and to pass good title to the goods or products to his customer being a bona fide purchaser for value without notice of the Company’s rights.
In the event of such disposal, the buyer has the fiduciary duty to the Company to account to the Company for the proceeds but may retain therefrom an excess of such proceeds over the amount outstanding and due to the Company, and the Company has the additional right to recover the buyer’s price from the buyer’s customer to the extent unpaid; if the Company avails itself of this right, it will account to the buyer for any excess less any expenses incurred by effecting recovery.
The Company normally makes no charge for delivery from its own warehouse within its van delivery area, but reserves the right to charge carriage on deliveries outside its usual delivery area, to special addresses and for low value orders.
Where goods are specially ordered from manufacturers, and carriage charge is made, the Company reserves the right to recover this charge from the buyer.
11. PACKING AND CASES
Boxes and cases which have been charged will be credited in full if returned and received in good condition, carriage paid within 14 days from the date of invoice.
12. DAMAGE IN TRANSIT AND SHORTAGES
The Company will, when the price quoted includes delivery, repaid or replace free of charge goods damaged in transit provided that the carriers and the Company receive written notification of such damage within seven days of delivery. Goods received in a damaged or unsatisfactory condition must be signed for as such.
On receipt, goods should be checked with the advice note enclosed with the goods. Shortage claims will only be considered if the carriers and the Company receive written notification of such shortage within seven days of delivery, failing which, no liability will be admitted. The packing and contents should be retained for inspection.
Goods correctly supplied may not be returned without the Company’s written agreement. Goods so returned must be consigned ‘Carriage Paid’ and accompanied by a packing note stating the Company’s invoice number and date thereof together with the reason for return. Any article which has been supplied to special requirements cannot be accepted for credit under any circumstances, and in other instances, a handling charge of 10% may be imposed.
(a) The Company’s liability in respect of all Cladding and other goods supplied via its M.L.I. Trade Counters shall be limited to giving the buyer the benefit of any guarantees or warranty given by the manufacturers of such goods. The Company shall not be under any further liability howsoever arising and all conditions and warranties expressed or implied by or under statute, custom or trade usage are hereby expressly excluded.
(b) All Double Glazing products are guaranteed by the Company for a period of 5 years from the date of purchase against any defect shown to arise from faulty work or materials excluding fair wear and tear, accidental damage, misuse or failure by the customer to comply with the recommended maintenance. Claims must be made to the Company in writing within seven days of the defect becoming apparent giving the job reference and the date of purchase. Brass furniture is not guaranteed and the Company accepts no liability in respect of glass/sealed units supplied in respect of minor blemishes, imperfections, phenomena such as Brewster’s Fringes, not guaranteed and replaceable by the glass manufacturers. All anodised aluminium and polished aluminium surfaces require washing down with soapy water or white spirit at regular monthly intervals in order to minimise effects of atmospheric pollution and salt air, and to preserve the bright appearance of the material.
UPVC products should be cleaned on a regular basis using an approved UPVC cleaner (maximum three monthly intervals). Handles and hinges must be lubricated periodically with WD40 or similar and wood frames must be treated with either preservatives or good quality paint.
(c) No action shall lie against the Company for any failure to comply with any description specifications, drawings or particulars of weights or dimensions supplied in respect of any goods supplied or any work done hereunder unless the same shall materially affect the quality or value of such goods or work. Any particulars or descriptions made in any catalogue, price lists or other brochures or advertising material by the Company shall not form part of this contract or give rise to any independent or collateral liability upon the part of the Company.
15. DESCRIPTIVE MATTER AND ILLUSTRATIONS
All descriptive and forwarding specifications, drawings and particulars of weights and dimensions issued by the Company are approximate only and are intended only to present a general idea of the goods to which they refer and shall not form part of the contract.
16. LIMITS OF CONTRACT
Any quotation includes only such goods, accessories and work as are specified therein.
In the event of any claim being made or any action being brought against the buyer in respect of infringement of British Patents by the use of sale of goods supplied by the Company, the buyer shall notify the Company immediately and the Company shall be at liberty with the buyer’s assistance if required, but at the Company’s expense, to conduct through the Company’s own lawyers and experts all negotiations for the settlement of the same or any litigation that may arise therefrom; subject to such notifications and provided that no goods or any part thereof, shall be used for any purpose other than that for which the Company supplied, the Company will indemnify the buyer in respect of any such claims.
In the event of the buyer committing any breach of contract with the Company or if any distress or execution is levied upon the goods of the buyer or if he offers to make any arrangement with or for the benefit of his creditors or commits any act of bankruptcy or, being a Limited Company, has a receiver appointed of its undertaking or assets or any part thereof or, for the purpose of a reconstruction or amalgamation without insolvency, goes into liquidation or administration, the Company shall there upon be entitled without prejudice to its other rights forthwith to suspend all further deliveries until the fault has been made good or to determine the contract or any unfulfilled part thereof, or at the Company’s option to make partial deliveries.
All drawings, descriptions and other information submitted by the Company shall remain the property of the Company together with the copyright therein.
20. VALUE ADDED TAX
Where chargeable, Value Added Tax will be charged at the rate applicable at the date of dispatch.
21. LEGAL CONSTRUCTION
Unless otherwise agreed by the Company in writing, these conditions shall, in all respects be construed and operate as an English contract in conformity with the English Law.