MAXSHELF LTD STANDARD TERMS AND CONDITIONS (RETAIL)
TERMS AND CONDITIONS OF SALE
1.1 In these Terms:
“Company” means [Maxshelf Ltd]
“Customer” means the purchaser of Goods from the Company.
“Goods” means all goods sold and/or delivered by the Company to the Customer.
“Terms” means these terms and conditions of sale.
2.1 These Terms apply to all contracts for the sale of Goods by the Company.
2.2 No amendment, alteration, waiver or cancellation of any of these Terms is binding on the Company unless confirmed by the Company in writing.
2.3 The Customer acknowledges that no employee or agent of the Company has any right to make any representation, warranty or promise in relation to the Goods or the sale of the Goods other than as contained in these Terms.
3.1 Prices are determined at the time of order and, prior to payment of the deposit, are subject to change without notice.
4.1 Payment for goods may be required when ordering in full or up front.
4.2 Invoices issued by the Company shall be paid by the Client within thirty (30) days of the date of invoice unless otherwise agreed in writing by the Company. In the event of late payment, the Company may charge interest on the amount outstanding before and after judgement at the rate of five (5) percent above the Bank of England Base Rate in force from the due date until the date of payment. In addition, invoices unpaid for more than 60 days after the invoice date will incur a surcharge of either £30 or 5% of the outstanding amount, whichever sum is greater.
4.3 If any amount of an invoice is disputed then the Client shall inform the Company of the grounds for such dispute within seven days of delivery of the goods and shall pay to the Company the value of the invoice less the disputed amount in accordance with these payment terms. Once settlement of the dispute has been agreed, any sum then outstanding shall also be payable in accordance with these payment terms.
4.4 The Company reserves the right to increase a quoted fee in the event that the client requests a variation to the work agreed.
- Delivery & Returns
5.1 The Customer must, within 5 days of being notified of their availability, collect or accept delivery of the Goods and pay the balance of the invoice price.
5.2 If the Customer fails to collect the Goods or accept delivery within 21 days of being notified of their availability, the Company may terminate this contract, keep the deposit and resell the Goods.
5.3 In addition to clause 4.4, the Company reserves the right to charge the Customer storage on goods not collected or delivered within 5 days of notification of their availability.
5.4 The Company reserves the right to deliver the Goods in whole or in installments, as well as to deliver prior to the date for delivery and, in such event, the Customer must not refuse to take delivery of the Goods.
5.5 Any failure on the part of the Company to deliver installments within any specified time does not entitle the Customer to repudiate the contract with regard to the balance remaining undelivered.
5.6 The place and date of delivery are as agreed between the Company and the Buyer.
5.7 In the case of damage to Goods in transit, notice of damage or breakage shall be sent in writing by the Buyer to both the Company and the carrier (if any) within three (3) days of receipt and a written claim within seven (7) days.
5.8 In the case of loss of Goods in transit or delay in delivery, notice in writing shall be sent by the Buyer to the Company and the carrier (if any) within seven (7) days of the date of the invoice for said Goods and a written claim within fourteen (14) days.
5.9 Any time or date specified for despatch or delivery of the Goods given by the Company is an estimate only and shall not form part of the Contract unless expressly made a term of the Contract in writing.
5.10 Carriage will be charged extra unless otherwise agreed to in writing. Where the quoted price includes freight, the Company shall determine the delivery route. Special routing at the Buyer’s request will be subject to a separate charge.
5.11 The Company shall have the right to despatch any portion of the Goods covered by the Contract and to invoice the Buyer for such portion so despatched on these Terms and Conditions of Sale unless otherwise agreed to in writing.
5.12 If for any reason the Buyer is unable to accept delivery of the Goods at the time when the Goods are due and ready for delivery, the Company shall be entitled to arrange storage at its own premises or elsewhere at the Buyer’s risk and expense.
5.13 Goods incorrectly ordered will be subject to a 20% re-stocking charge
5.14 New Goods cannot be returned except when previously agreed in advance, and subject to their return in perfect and resalable condition, a re-handling charge of 20% of the price of the Goods will be made to cover administration expenses.
6.1 Legal and beneficial ownership of the Goods will not pass to the Customer until such time as the Goods have been paid in full in cash or cleared funds.
- Risk and Insurance
7.1 The Goods are entirely at the risk of the Customer from the moment of delivery to theCustomer’s point of delivery or on collection, even though title in the Goods has not passed to the Customer at that time.
7.2 The Customer must, at its own expense, maintain the Goods and insure them for the benefit of the Company against theft, breakdown, fire, water and other risks as from the moment of delivery to the Customer and until title in the Goods has passed to the Customer.
8.1 Unless the Customer has inspected the Goods and given written notice to the Company within 2 days after collection or delivery that the Goods do not comply with the relevant specifications or descriptions, the Goods are deemed to have been accepted in good order and condition.
9.1 No order may be cancelled, modified or deferred without the prior written consent of the Company (which is at the Company’s sole discretion). If such consent is given it is, at the Company’s election, subject to the Company being reimbursed all losses, including loss of profits, and paid a cancellation fee (being not less than 20% of the invoice price of the Goods).
- Limited Liability
10.1 These Terms do not affect the rights, entitlements and remedies conferred by the Sale of Goods Act 1979.
10.2 The Company is not subject to, and the Customer releases the Company from, any liability (including but not limited to consequential loss or damage) because of any delay in delivery or fault or defect in the Goods. The Customer acknowledges that the Company is not:
(a) responsible if the Goods do not comply with any applicable safety standard or similar regulation; and (b) liable for any claim, damage or demand resulting from such non-compliance.
10.3 If any statutory provisions under the Sale of Goods Act 1979 or any other statute apply to the contract between the Company and the Customer (Contract) then, to the extent to which the Company is entitled to do so, the Company’s liability under the statutory provisions is limited, at the Company’s option, to:
(a) replacement or repair of the Goods or the supply of equivalent Goods; or
(b) payment of the cost of replacing or repairing the Goods or of acquiring equivalent goods; And in either case, the Company will not be liability for any consequential loss or damage or other direct or indirect loss or damage.
11.1 All Goods supplied are covered by such warranties as are specified by the manufacturer and supplied subject to the product standards detailed by the manufacturer.
11.2 On discovery of any defect in the Goods, the Customer must immediately notify the Company in writing of such defect. The Customer must not carry out any remedial work to alleged defective Goods without first obtaining the written consent of the Company to do so.
11.3 The provisions of any act or law (including but not limited to the Sale of Goods Act 1979) implying terms, conditions and warranties, or any other terms, conditions and warranties which might otherwise apply to or arise out of the Contract are hereby expressly negated and excluded to the full extent permitted by law.
11.4 The Customer expressly acknowledges and agrees that it has not relied upon, and the Company is not liable for any advice given by the Company, its employees, agents or representatives in relation to the suitability for any purpose of the Goods.
11.5 Maxshelf Ltd will not be held responsible should any of the products we supply fail to operate and/or cause damage or destruction to the property around or items/stock kept within, Maxshelf Ltd are not the Manufacturers of these products and do not have insurance in place to cover any damage caused by these products, any claims submitted will be passed to the Manufacturers for their consideration.
- Display and Samples
12.1 Any display product or sample inspected by the Customer is solely for the Customer’s convenience and does not constitute a sale by sample.
13.1 The terms of the Contract are wholly contained in these Terms and any other writing signed by both parties. The Contract is deemed to have been made at the Company’s place of business where an order was placed and any cause of action is deemed to have arisen there.
- Right to Enter Premises
15.1 In any of the circumstances referred to in clause 14, the Customer:
(a) authorises the Company by itself, its agents or representatives at all reasonable times, without notice, to enter onto (with force if reasonably necessary) and to remain in and on any premises where the Goods are located in order to collect the Goods, without being guilty of any manner of trespass; and
(b) assigns to the Company all the Customer’s rights to enter onto and remain in and on such premises until all the Goods have been collected.
- Force Majeure
16.1 The Company will not be liable for any breach of contract due to any matter or thing beyond the Company’s control (including but not limited to transport stoppages, transport breakdown, fire, flood, earthquake, acts of God, strikes, lock-outs, work stoppages, wars, riots or civil commotion, intervention or public authority, explosion or accident.
- Waiver of Breach
17.1 No failure by the Company to insist on strict performance of any of these Terms is a waiver of any right or remedy which the Company may have, and is not a waiver of any subsequent breach or default by the Customer.
- No Assignment
18.1 Neither the Contract, nor any rights under the Contract may be assigned by the Customer without the prior written consent of the Company, which is at the Company’s absolute discretion.
19.1 If any provision contained in these Terms is held by a court to be unlawful, invalid or unenforceable, the validity and enforce-ability of the remaining provisions are not affected.