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TERMS AND CONDITIONS OF SALE – UNITED KINGDOM updated Q2 2018
Unless otherwise agreed in writing between the parties Professional Plumbing Supplies Limited (“the Company”) shall sell and the Buyer shall purchase goods, in accordance with any order of the Buyer, which is accepted by the Company, subject to these Conditions which shall be to the exclusion of any other terms and conditions.
“Goods” shall include: all general plumber’s merchant products, plastic piping systems or any other product marketed by The Company and its affiliates.
1. ACCOUNT APPLICATION
An account application form shall be filled out and signed by the Buyer and a Company representative confirming all details including bank details and consent granted to verify the said details with the specified bank.
The quantity and description of the Goods shall be as set out in the Company’s quotation or acknowledgement of order.
All samples, drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions or illustrations contained in the Company’s catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract and this is not a sale by sample.
3. ORDER PROCESS
Orders will only become effective once the company is satisfied with the credit arrangements with the buyer, all appropriate payment instruments are in place and the specification of goods to be delivered agreed between the parties in writing and appropriate order number issued, in writing, by the buyer.
4.1 Unless otherwise agreed in writing by the Company, delivery of the Goods shall take place “ex-works” at the Company’s place of business.
4.2 The Buyer shall take delivery of the Goods within 3 working days of the Company giving it notice that the Goods are ready for delivery.
4.3 Any dates specified by the Company for delivery of the Goods are intended to be an estimate and time for delivery shall not be made of the essence by notice. If no dates are so specified, delivery shall be within a reasonable time.
5. NON CANCELLATION
No order which has been accepted by the Company may be cancelled by the Buyer.
6. CARRIAGE CHARGES
Carriage charges will be charges at cost and agreed with the Buyer prior to despatch.
7. PAYMENT TERMS
7.1 Subject to confirmation of the buyer’s credit status, Goods will be sold shall be payable on strictly monthly account where payment is due in the month following delivery.
7.2 Any amendment/extension to the above terms will be agreed in writing between the parties.
7.3 The Company shall be entitled to recover the full price plus VAT, notwithstanding that the property in the goods has not passed to the Buyer until full payment is made.
8. INTEREST ON OVERDUE ACCOUNTS
Any failure to make a payment by the buyer by the due date will entitle the Company to charge the Buyer interest on the overdue outstanding amount at the rate of 4% over the London Interbank Offered Rate, pro rata, until payment is made in full, together with any costs incurred by the Company in obtaining payment.
9. RETENTION OF TITLE IN THE GOODS
Notwithstanding delivery and passing of risk in the goods, property shall not pass to the Buyer until the Company has received payment in full for all goods sold to the Buyer for which payment is due.
10. STOCK LIEN/OWNERSHIP
If persistent payment delays are experienced, the Company retains the right to request the Buyer to deliver up, to the Company, such existing stock not sold by the Buyer. If the Buyer fails to do so the Company may enter upon any premises owned, occupied or controlled by the Buyer or any third party where the goods are situated and repossess the goods.
11.1 The Company warrants that (subject to the other provisions of these conditions) on delivery, and for a period of 12 months from the date of delivery, the Goods shall be of satisfactory quality within the meaning of the Sale of Goods Act 1979;
11.2 The Company shall not be liable for a breach of the warranty in condition 11.1 unless:
a) the Buyer gives written notice of the defect to the Company, and, if the defect is as a result of damage in transit to the carrier, within 24 hours of Delivery; and
b) the Company is given a reasonable opportunity after receiving the notice of examining such Goods and the Buyer (if asked to do so by the Company) returns such Goods to the Company’s place of business at the Buyer’s cost for the examination to take place there.
12. RETURNED GOODS
Returned goods are only permitted at the discretion of the Company. Unauthorised returns will not be accepted. Returned goods must be consigned at carrier’s risk being responsible for damage incurred in transit.
Goods may only be returned if they have 12 months or more shelf life, are in a re-saleable condition and accompanied by a completed Returns Form, quoting the Professional Plumbing Supplies Limited Despatch Note number and comply with one of the following conditions:
(ii) Professional Plumbing Supplies Limited despatch errors: Return for credit or exchange will be accepted only if notified to Professional Plumbing Supplies Limited within 5 business days of receipt;
(iii) Standard stock: Return for exchange only within 90 days of despatch.
No credits will be given without the delivery note accompanying the returned goods.
If a consignment is damaged in any way it should be signed for as “Damaged” and the carriers notified in writing within 3 working days. The Company should be informed at the same time to enable a claim for damage to be lodged. The Company cannot accept responsibility if these regulations are not followed.
In the event that multiple “call off” orders are placed on the Company each “call off” is divisible.
Each delivery made:
(i) shall be deemed to arise from a separate contract,
(ii) shall be invoiced separately and any invoice for a delivery shall be payable in full in accordance with the terms of payment provided without reference to and notwithstanding any defect or default in the delivery of any other instalment or of any other instalment under any other contract.
In the event of non-delivery, no claim can be entertained unless notice of non-delivery reaches the Company within 10 working days of receipt of invoice.
17.1 The Company may assign the Contract or any part of it to any person, firm or company.
17.2 The Buyer shall not be entitled to assign the Contract or any part of it without the prior written consent of the Company.
18. FORCE MAJEURE
The Company reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability to the Buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Company including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 21 working days, the Buyer shall be entitled to give notice in writing to the Company to terminate the Contract.
19. APPLICABLE LAW
This Agreement shall be governed under the Laws of England and Wales.
Any dispute arising in connection with this Agreement, which cannot be settled amicably, shall be finally settled by way of arbitration under the Rules of Arbitration of the International Chamber of Commerce by three arbitrators appointed in accordance with the said Rules.
The place of arbitration shall be London and the arbitration award shall be final and binding on the Parties.
21. CONTACT DETAILS:
In the event of any issues regarding these terms and conditions please contact:
Keith Johnson Managing Director
Telephone Number: 0208 336 1336
Mobile: 07887 511410