1.2“the Purchaser” shall mean the individual partnership company or other body to whom the goods are supplied.
2.1 Acceptance of the goods by the purchaser shall be deemed by the Company as acceptance by the purchaser of these terms and conditions of sale.
2.2 Unless otherwise expressly agreed in writing by a Director of the Company all goods are sold subject to these terms and conditions of sale. Any terms and conditions printed on the purchaser’s order forms are binding only insofar as they are not at variance with these terms and conditions or any of them and that they have been specifically agreed in writing by a Director of the Company.
Orders are accepted on the basis that the goods shall be delivered with all convenient speed. When the goods are delivered during normal hours or at an agreed time the goods shall be accepted by the purchaser and payment shall then be due.
4. Payment & Interest
The Company’s maximum credit terms for all goods and services are 28 days from the date of despatch unless otherwise agreed in writing by a Director or authorised Executive. All accounts due to the Company must be paid within 28 days from the furnishing of an invoice in respect of goods dispatched to the purchaser or of services provided to the purchaser. In the event of an account not being paid within the said 28 days, then the Company shall be entitled to charge interest at the rate of two per cent per month from time to time on all outstanding accounts such interest to accrue from day to day. The right of the Company to charge interest under this clause shall be without prejudice to any rights that the Company may have to repossess or sell the goods under clause 5 hereof.
5. Reservation of Title
5.1 The goods supplied shall remain the property of the Company until the entire of the purchase price thereof and all other debt owing by the Purchaser to the Company has been paid in full. The Company shall be entitled to maintain any action for the price of the goods supplied as soon as payment falls due.
5.2 The Purchaser shall be entitled to sell the said goods during the time that they remain the property of the Company. In such event the Purchaser shall be under fiduciary duty to account to the Company for the proceeds of such sale to the extent of the total of all moneys owing by the Purchaser to the Company.
5.3 If any amount owing by the Purchaser to the Company is overdue, the Company may (Without prejudice to any of its other rights or remedies) repossess and resell any or all of such goods, and may enter upon the Purchaser’s premises for that purpose and prior to payment of the total invoice price the purchaser shall keep such goods as a fiduciary Agent and bailee and separate and identifiable for this purpose.
5.4 The goods shall be at the risk of the Purchaser from the time of delivery to the Purchaser, notwithstanding that the property in the goods shall not have passed to the Purchaser.
5.5 This reservation of title clause shall not entitle the purchaser to return the goods and refuse or delay payment on the grounds that the property has not yet passed to the Purchaser.
5.6 The Company and the Purchaser will treat the goods as the Purchaser’s stock from the date of the invoice in respect thereof.
5.7 The reservation of title clause shall not constitute an agency.
6.1 Claims arising from damage delay or partial loss of goods in transit, must be notified to the Company immediately on receipt of the goods by telephone or fax and confirmed in writing to the Company and the Carrier by the Purchaser to reach them within 3 days of delivery otherwise goods shall have deemed to have been accepted by the Purchaser as being of good order and in conformity with the purchase order. It will be the Purchaser’s responsibility to satisfy themselves as to the quality, quantity, and / or loss or damage to the goods.
6.2 Acceptance of notification of a claim should not be construed as admission or acceptance of liability.
The Company shall not be responsible for indirect loss or third-party claims occasioned by the delay in completing the Purchaser’s order or for any loss to the Purchaser arising from delay in transit. Where goods are defective for any reason, including negligence. the Company’s liability (if any) shall be limited to rectifying such defect by way of replacement.
8. Veterinary & Health Requirements
All goods supplied by the company to the Purchaser are warranted to comply with all E.C. Regulations but if any other approval licence certificate of consent of any Government or other party that become necessary for the sale or delivery of the goods the purchaser shall be solely responsible for obtaining the same and shall indemnify the Company against all costs claims demands or proceedings brought against the Company as a result of failure of the Purchaser to obtain such approval licence Certificate or consent.
9. Force Majeure
Every effort will be made by the Company to carry out its contracts but the due performance of such contracts is subject to cancellation in contract or variation thereof as may be necessary as a result of inability to secure labour, materials, or supplies as a result of acts of God, war, strike, lock-out or any labour dispute, fire, flood, drought, legislation or other cause (whether of the foregoing class or not) beyond the Company’s control.
The Company shall be entitled (and the Purchaser hereby irrevocably authorises the Company to do so) to apply any sum from the Company to the Purchaser under any other contract in settlement of any sum due from the Purchaser to the Company under this contract.
11. Law & Jurisdiction
These terms and conditions and all other express terms of any contract with the Company shall be governed and construed in accordance with the Laws of N. Ireland, or elsewhere at the sole discretion of the Company.
12. Severance & Waiver
12.1 In the event that any part of these conditions being ineffective for any reason, the remainder thereof shall constitute the conditions binding upon the parties.
12.2 Failure and or neglect by the Company to enforce at any time any of the provisions hereof shall not be construed as nor deemed to be a waiver of the Company’s rights hereunder nor shall such failure and or neglect in any way affect the validity of the whole or part of these terms and conditions and the Company’s right to take subsequent action shall not be prejudiced thereby.