jbj TECHNIQUES LTD
TERMS AND CONDITIONS OF BUSINESS
1. ACCEPTANCE OF CONDITIONS
The following items and conditions comprise the standard Terms and Conditions of Sale of jbj Techniques Limited (here after referred to as the Company). All Contract of Sales shall be governed by these Terms and Conditions of Business and each of the Conditions shall be deemed to be incorporated in any Agreement between the Company and the Customer. The Customer accepts these Conditions of Sale to the exclusion of any other Term including conditions. warranties or representations of Sale to the express or implied whether or not contained in any of the Customers documents, which purport to provide that the Customers own Terms and Conditions of Business shall prevail.
2. VARIATION OF CONDITION
No variation of any condition shall be binding upon the Company unless expressly agreed in writing by the Company and signed by a Partner nor shall any such variation be construed as a waiver of any rights of the Company whether reserved by statute or by these Terms and Conditions of Sale unless so expressly agreed in writing by the Company.
3. ACCEPTANCE OF ORDERS
The acceptance in writing by the Company of any order with it by a Customer shall be a condition precedent to any liability of the Company in respect of such an order and an order once accepted by the Company shall not be subject to cancellation for whatever reason either wholly or in part without written consent of the Company. The placing of an order with the Company of the Customers acceptance of the Company quotation shall be deemed to be an unqualified acceptance that these Terms and Conditions of Sale shall apply to all agreements made between the Company and the Customer.
(a) All prices are strictly nett and exclusive of VAT.
(b) Where the specification and prices quoted are based conformation supplied by the Customer any additional cost incurred due to the inaccuracy of the information supplied will be charged to the Customer. Further, the Company reserve the right to amend its quotation and to charge for any extra work required if modification or alterations take place, subsequent to the quotation.
(a) Payment must be made to the Company on delivery except in the case of accredited account Customer where payment must be made within twenty eight days from the date upon which the Company despatches an invoice to the Customer.
(b) The Company reserve the right to charge interest at the rate of 3% above Lloyds Bank PLC base rate for the time being in force on any amount which remains outstanding following the time appointed in sub-clause (a) of this clause for payment.
(c) The Company reserve the right to suspend delivery of goods and services in the event that payment remain due after the date appointed for payment as above.
(d) The foregoing provisions are without prejudice to any other rights the Company may have hereunder or at law and that no forbearance or additional time granted by the Company shall be construed as a wave by the Company of any of its rights hereunder.
Any quotation made by the Company may only be used for the enquiry or order in respect of which the quotation was originally submitted. All quotations made by the Company shall automatically lapse on the 29th day after the date of the quotation unless previously withdrawn or extended.
7. TIME FOR DELIVERY
Any time stated or agreed by the Company for delivery or despatch shall not be of the essence of any Contract. Such times are given for the guidance of the Customer only and in the event that delivery or despatch is not made at the time so stated the Company shall not be liable for any loss or damage whatsoever suffered by the Customer as a result of the Companys failure to deliver at the time stated.
On arrival of the goods at the place designated for delivery by the Customer any claim relating to missing or damaged goods which ought to be revealed by a reasonable diligent examination, shall be notified in writing to the Company and to any Carrier involved within three working days of the receipt of goods by the Customer, his servants, agents or client and in default of such notification any claim shall be barred. Such notification must also be confirmed in writing with in seven days thereafter. It should be construed that the Customer is in all circumstances liable for unloading delivery vehicles.
9. PENALTY PAYMENT
The Company will not in any circumstances be liable for any claim made by the Customer for penalty payment incurred by the Customer for non completion of Contract.
Risk in the goods supplied to the Customer shall pass from the Company the moment when they leave the Company premises and/or the Companys or Carriers vehicle.
Property in and title to the goods shall not pass to the Customer until paid for, or in the case of the Company accepting tender of a cheque or bill of exchange letter of credit or draft until the same has been honoured.
12. QUALITY AND CONDITION OF GOODS
(a) The Company warrants that goods, parts or materials supplied by them shall be of good quality and workmanship. All other warrants expressed or implied statutory collateral or otherwise are hereby excluded except those which may not lawfully be excluded. The Companys liability in respect of the quality and condition of the goods shall be limited absolutely to the repair or replacement of goods, parts or materials which do not comply with its warranty by reason of defect in materials and workmanship arising within twelve months of the date of invoice.
(b) The Company accepts no liability for loss or damage due to or arising from goods or services supplied to a Customers own specification, drawings or other specific requirements unless such loss or damage results solely from the goods or services being defective due to the materials, method of workmanship not being in accordance with the said specification drawings or requirements or the negligence of the Company or its servants.
The Company shall have a lien on all materials, goods and all property, for all charges of whatever nature incurred and/or due in respect thereof and in addition all materials, goods or property in the custody and/or control of the Company shall be subject to a general lien for monies due from or unpaid claims or charges against any Customer on any account what so ever and the said materials goods or property may be sold by the Company either in whole or in part without notice by whatever method may be determined by the Company to satisfy such lien or liens.
14. FORCE MAJEURE
No failure or omission to carry out or observe in whole or in part agreement between the Company and the Customer shall give rise to any claim against the Company or shall be deemed a breach of the said agreement if such failure or omission arises from any cause reasonably beyond the control of the Company.
15. CONSEQUENTIAL LOSS
The Company shall in no case be liable to the Customer for any loss of profit, other contracts or any consequential loss or damage of whatever kind, howsoever any of the same shall have been caused, save liability for such as may not lawfully be excluded.
16. (a) DEMURRAGE
The Company shall be entitled to make charges for demurrage brought about by the delay in collection delivery or loading of goods where such delay is outside of the Companys control.
(b) ABORTIVE JOURNEYS
The Company shall be entitled to make additional charges for any additional transport costs which arises out of the requests of or in accordance with arrangements made by the Customer which through circumstances beyond the Companys control fail to result in the transport of goods in accordance with the arrangements made.
The Company shall be entitled to make a charge in respect if any goods belonging to Customers which are warehoused or stored for a period greater than one calendar month for reasons beyond the Company's control.
The Company shall not be liable to the Customer for any loss or damage involving any person, property or interest suffered by the Customer in connection with the installation, use, function, or state of the goods or in connection with anything done or omitted to be done by the Company its servants, or agents unless the loss or damage rises out of the Companys proven negligence and is in respect of loss or damage for which liability cannot lawfully be excluded.
18. GOODS SUPPLIED TO CUSTOMERS REQUIREMENTS
(a) The Company will accept no liability for loss or damage due to or arising from the goods or services supplied to a Customers specifications, drawings or other.
Specific requirements unless such loss or damage results solely from the goods or services being defective due to the materials, being in accordance with the said specifications, drawings or requirements or to the negligence of the Company or its servants.
(b) Any goods claimed to be faulty in accordance with the foregoing conditions shall be returned to the Company and the Company shall determine in its sole discretion whether the goods supplied have been made in accordance with the Customers specifications, drawings or requirements.
(c) Any goods which the Company agrees have not been manufactured in accordance with said specifications, drawings or requirements shall at the option of the Company be repaired, replaced or modified so as to comply with the said specification, drawings or requirements and be delivered to the Customer after such repair, replacement or modification and without further charge to the Customer. The Companys liability shall be limited to the repair, replacement or modification of the goods without further charge in accordance with this sub-clause.
19. ENTRY ON CUSTOMERS PREMISES
In the event of it being necessary for the Company to enter upon the premises of the Customer or any part thereof for the purposes of effecting delivery of any such goods shall be strictly at the risk of the Customer and in particular but without generality to the foregoing of this clause the Customer shall be responsible for any loss or damage suffered by the Company or any Carrier employed by the Company to deliver the goods as a result only of any such entry on to the Customers premises.
All agreements between the Company and the Customer shall be governed by English Law and any dispute difference or question between the Company and any Customer with respect to any matter or thing arising out of or relating to any agreement between them shall be referred to the Arbitration of two persons one to be appointed by the Company and one by the Customer or their umpire in accordance with the provisions of the Arbitration Act 1950 or any statutory modification or re-enactment thereof which may for the time being be in force and such arbitration shall be a condition precedent to the commencement of any action at law.