Terms & Conditions of Sale for TFSE Products Ltd.
In these Terms and Conditions [Terms] the following words and phrases shall have the following meanings:
“the Buyer” means the person, firm or company who purchases the Goods and/or Services from the Company:
“the Company” means TFSE Products Limited;
“Contract” means the contract between the Company and the Buyer which shall be deemed to incorporate these Terms.
“Goods and /or Service” means any goods or service agreed in the Contract to be supplied by the Company to the Buyer.
“Place of Delivery” means the place to which the Goods or Service are to be delivered.
“Price” means the price of the Goods and/or Service excluding carriage, packing, insurance, and VAT.
In these Terms, reference to any statute or statutory provision shall be construed as a reference to such statute or statutory provision as amended, modified, re-enacted or replaced from time-to-time.
2. The Contract
The Contract shall be on these Terms to the exclusion of all other terms and conditions, including any such terms and conditions that are purported to be included or applied by the Buyer.
No terms and conditions contained in the confirmation of order, purchase order or other document of the Buyer will form part of the Contract. Any variation to these terms as defined must be agreed to by both parties in writing.
Unless otherwise agreed in writing, the Place of Delivery shall be the premises of the Buyer and the Buyer shall take delivery within 7 days of the Company notifying the Buyer that the Goods are ready for delivery. The cost in relation to the delivery shall be notified to the Buyer prior to delivery. A shortage in delivery must be advised to the company within seven days in writing of receipt, failure to do so will make any future claim invalid.
Any dates specified by the Company for delivery of the Goods are intended to be an estimate only. If no date is specified for delivery of the Goods, delivery shall be within a reasonable time.
Subject to the other provisions of these Terms, the Company shall not be liable for any loss, whether direct or consequential, economic or loss of profits or otherwise, arising directly or indirectly out of any delay in the delivery of the Goods nor will any delay entitle the Buyer to terminate or rescind the Contract.
4. Risk in and Ownership of the Goods
Risk in the Goods shall pass to the Buyer on delivery
Ownership of the Goods shall not pass to the Buyer until the Company has received in full in cleared funds all sums due to the Company in respect of the Goods and all other sums which are or may become due to the Company from the Buyer on any account.
Until ownership of the Goods has passed to the Buyer, the Buyer shall: hold the Goods on a fiduciary basis as the Company’s bailee.
store the Goods separately from all other goods of the Buyer or any third party in such a way that they remain identifiable as the Company’s property. not destroy or deface any identifying mark on the Goods or their packaging.
maintain the Goods in satisfactory condition insured with the Company’s interest noted on the policy and hold any proceeds of such insurance on trust for the Company and not mix them with any other money.
The price for the Goods shall, unless otherwise agreed, be the price set out on the date of delivery in the Company’s price list. The price for the Goods shall be exclusive of all costs of carriage and insurance and applicable VAT which the Buyer shall pay in addition. The Buyer shall pay such deposit as the Company shall direct.
The Price of the Goods shall be the Company’s quoted price, which shall be binding upon the Company provided that the Buyer shall accept the Company’s quotation within 30 days.
Subject to paragraph 5, payment of the price of the Goods and/or Service shall be due 30 days from the date of the Company’s invoice for the Goods. These being credit approved Buyers otherwise payment to be made with the order or in accordance to our quoted terms. Payment shall not be deemed to have taken place until the receipt by the Company of cleared funds.
The Company will exercise its statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if it is not paid according to these Terms.
The Company warrants that the Goods are of satisfactory quality.
If the Buyer wishes to make a claim under this warranty, the Buyer shall give written notice to the Company within seven days of the discovery of the defect and give the Company a reasonable opportunity to inspect the Goods in question. After seven days from delivery refunds will not be applicable. For goods incorrectly ordered and notified after a seven-day period of order placement, a 50% restocking charge applies throughout our standard range. Bespoke equipment incurs a 100% cancelation charge.
The Company shall not be liable for any breach of warranty if the Buyer makes any further use of the Goods after giving such notice or alters or repairs the Goods without the agreement of the Company.
The Company’s liability under the warranty shall be limited to repairing or replacing the Goods in question or refunding the price of such Goods. Glass & Components that produce light are not covered under warranty. External environmental forces bearing on equipment such as air-conditioning, high humidity and other forces that may precipitate in surface condensation are not part of any warranty. Warranty is void when the user does not follow equipment user guidelines. The Period of warranty is for a period of twelve months and commences from the date of the delivery, installation, or service.
Warranty claims being invalid in circumstances when payment is outstanding to the Company in respect of goods supplied, even if the circumstances are those that relate to goods or service supplied to the same client for other projects or premises. Warranty claims where site visits are required then the customer agrees to provide access to any required works or investigation to equipment in question at a time between the normal company working hours 9:00 and 17:30 Monday to Friday. If hours are requested out of this time range, then our overtime rate is applied regardless of whether the equipment is in warranty period or otherwise.
If the company does not receive forwarding instructions sufficient to enable it to dispatch within fourteen days after notification that the goods are ready for delivery or that they have been tested under clause 10 the Buyer shall take delivery or arrange for storage. If the Buyer does not arrange this the Company may arrange storage either at the Company’s own premises or elsewhere on the Buyer behalf and charges for storage, insurance and demurrage which be payable by the Buyer. After a period of three months if it remains that the goods cannot be delivered to the Buyers premise or collected by the Buyer then the Company reserves the right to dispose of the same goods without any liability to the company or any further recourse by the Buyer.
9. Limitation of Liability
The Company’s liability in contract, tort or otherwise arising out of the subject matter of the Contract shall not exceed £1000 and the Company shall under no circumstances be liable to the Buyer for any consequential, indirect or economic loss or damages.
10. Force Majeure
If either party is subject to an event of Force Majeure, that is circumstances outside its reasonable control, including but not limited to war, fire, industrial disputes or civil commotion, it shall notify the other and the first party’s obligations under these Terms shall be suspended until it notifies the other party of the end of such event of Force Majeure.
The Company shall be entitled without liability on its own part and without prejudice to its other rights, to terminate the contract or any unfulfilled part thereof, or at its option to suspend or make partial deliveries. If the completion of the manufacture of the goods by the Company or by the Company’s suppliers is prevented, hindered or delayed whether directly or indirectly by reason of the Buyer failing to furnish necessary information or instructions, war, civil commotion, government restrictions, transport difficulties, strikes, lock-outs, accidents or stoppages of works, shortage of labour, materials, equipment, fuel or power, machinery breakdown or any other cause whatsoever beyond the Company’s or its subcontractors reasonable control whether such cause exists at the date of the order or not
If any part of these Terms is found to be void or unenforceable by any Court of competent jurisdiction, such part shall be severed from these Terms which will otherwise remain in full force and effect.
These Terms shall be governed by and interpreted according to English Law and the parties submit to the exclusive jurisdiction of the English Courts.