Terms & Conditions of Sale
Contracts and orders are accepted upon and subject to the conditions of sale set out below. Unless previously accepted in writing any qualifications of these conditions contained in any written or printed documents of the Buyer shall be deemed to be inapplicable.All quotations are made or orders (whether or not scheduled orders) accepted on the following basis:-
The goods will be charged at the prices ruling on the date of despatch or on the date on which the goods are accepted (where inspection is normally made) and approved at our works by the Buyer.
Where an order is received for a quantity less than that quoted for the prices quoted may be subject to an increase.
Any time or date named by us for delivery is intended as an estimate only and we shall not be liable in damages or otherwise, for any loss or consequential occasioned by the delivery after such estimated
time or date nor shall the Buyer have any right to rescind the Contract on the grounds that delay in delivery has occurred. In no case shall we be required by the Buyer to consign goods by air freight or any other express transport other than the Buyer's expense.We shall be entitled to make delivery by instalments.
Where specifications are to be supplied the Buyer shall supply such specifications in reasonable time to enable us to complete delivery within the period named.
3. (a) Unless otherwise stated all accounts must be paid within 30 days from date of invoice. All payments must be made on or before the due date as a condition of precedent to future deliveries.
(b) Interest will be charged on all overdue accounts at the rate of 2% above the rate for the time being fixed by the joint standing committee of the Associated Irish Banks for personal unsecured overdrafts. Such interest to accrue from day to day and to be payable as well after as before any judgment.
4. Where any special part is manufactured and delivered in accordance with the Buyer's design, pattern, drawing, sample or material then:-
Our interest is confined to manufacture in accordance with the Buyer's requirements. Under no
circumstances shall we be liable or responsible for any loss or damage consequential or otherwise
caused directly or indirectly by any fault in design, pattern, drawing, sample or material.The Buyer will indemnify us against all claims arising out of any breach or infringement of any patent
rights, registered design, copyright or other analogous protection.
5. (a) Subject to paragraph (b), no claim for damages or shortages will be considered unless we and the carriers are advised in writing within three days of delivery and no claims for non-delivery will be considered unless we carriers are notified within 10 days of despatch.
(c) Claims for shortages, loss or non-delivery of any consignment other than to a destination in Ireland or part thereof will only be considered if we are notified within 21 days of the date of arrival of goods in port of destination. Return of or replacement will be by normal transportation. Special delivery services such as air freight will be charged to the Buyer.
6. (a) No orders may be cancelled or amended without our written agreement.
(b) In cases where goods for export have been manufactured and packed by us against the Buyer's order but cannot be shipped within one month because of unavailability of shipping (either total or owing to the Buyer's failure to approve available ships) or because of Government restrictions or regulations which have intervened since the placing of the order, we shall have the option to dispose of the goods elsewhere and cancel the contract in whole or in part or to remove the goods to a storage depot and charge the Buyer for the goods at selling price plus transport and storage costs (this being without prejudice to any of our other rights under these conditions or otherwise).
7. We will transfer or make over to you the benefit of any subsisting guarantee or warranty which may have been given by the manufacturer in respect of any of the goods the subject of this contract. In addition for all other goods the subject of this contract we shall, free of cost, repair, correct or at our option replace or
authorise you to replace any item which appears to us upon inspection to have proved within six months from the date of its delivery and under normal use and service, defective due to our faulty workmanship or material, provide such item is, if required by us, returned as soon as possible after the discovery of such defect carriage paid.
Provided that we shall not at any time be required to replace or repair any goods manufactured and delivered by us containing material having defects in quality which would not be apparent to us on a reasonable examination prior to such manufacture and delivery.
This warranty is not assignable and is not applicable to any item which has been plated, processed, treated or altered in any manner after it has left our works.
Save as aforesaid, all warranties, conditions and stipulations whether express or implied and whether by statute or common law as to quality or fitness of the goods for any purpose are excluded,
Save as aforesaid, we shall under no circumstances be liable for any loss or damage consequential or otherwise caused directly or indirectly by any faulty workmanship or material or by any default or neglect in or about the execution of the contract and all warranties or conditions statutory or otherwise are hereby expressly excluded.
Standard parts are sold to British Standards specification or other as specified by the purchaser and under no circumstances shall we be liable or responsible for loss or damage consequential or otherwise caused by a fault arising from the Buyer's choice of products or misuse.
If war, strikes, accidents, force majeure or any other cause whatsoever and howsoever beyond our control shall prevent, hinder or interfere with the fulfilment of our obligations or any part of them we shall have the
option to suspend or cancel any obligations then unperformed without prejudice to our right to payment in respect of any goods supplied prior to such suspension or cancellation.A scheduled order (i.e. calling for a specific quantity of goods for delivery spread over a period whether specified or not) shall constitute unqualified authority for the manufacture of that quantity and if the Buyer
fails to call on that quantity within any period specified in the order the Buyer will be liable to reimburse us for all loss and expenses incurred as a result of such failure. If the scheduled Order does not specify the dates on which the calls are to be made we shall be entitled to ensure the Buyer to accept delivery of the specific quantity stated in such order within 12 months from the date when the order was received.(a) The property in the goods shall remain with the Seller until such time as all sums owing to the Seller in respect thereof have been paid to the Seller.
The Buyer shall be entitled to sell the goods and pass the property in the same to third parties in the
normal course of its business but until such time as all sums owning to the seller in respect of the goods
shall have been paid the proceeds of any such re-sale and or the claim to such proceeds shall belong to
the Seller and such money's shall be received by the Buyer as trustee for the Seller. The Buyer undertakes
to maintain an independent account of all sums so received and on request to provide details of such
sums and account.The Seller may at any time withdraw the authority of the buyer to sell the goods and all proceeds of sale in respect of the goods received by the Buyer from sales made prior to such withdrawal of authority
shall be paid by the Buyer into a bank account separate from all other moneys of the Buyer and held in
such account for the Seller. All goods the property of the Seller shall be immediately delivered to the Seller
and the Seller by its servants or agents shall have the right during normal business hours to enter with or
without recourse to law upon the land or buildings of the Buyer to take possession of such goods.Notwithstanding the foregoing the goods shall be at the risk of the Buyer upon removal of the same
from the premises of the Seller pursuant to an order placed by the Buyer.The Buyer shall store any goods held by it in such manner that such goods are clearly identifiable as
the property of the Seller.
(b) All payments received by the Seller shall first be utilised in settlement of accounts which have been outstanding longest.
Unless expressly provided otherwise, all prices are exclusive of Value Added Tax.
Without prejudice to our other rights to claim damages, the Buyer will on termination of the Contract for any reason whatsoever or if the Buyer cancels, extends or delays or purports to cancel, extend or delay
the Contract or fails to take delivery of the goods or becomes subject to the Bankruptcy Laws or being a body corporate enters into liquidation whether voluntary or compulsory or has a Receiver appointed of its
undertaking, indemnify us against any loss, damage or expense incurred by us in connection with the Contract including but not limited to the total cost of manufacture of the goods and a proportion in respect of profit.(a) All Contracts will be subject to and construed according to the Laws of Ireland and the Purchasers undertake when placing an order to conform to those laws. All disputes will be referred to the appropriate Irish Courts whose jurisdiction is accept by the Buyer.
(b) This quotation and any Contract arising therefrom shall be deemed to have been accepted at our Registered Office.
14. (a) Documents: Although great care is taken by the Company to show accurately all particulars, weights and dimensions in connection with any tender, quotation, specification, illustration, drawing, etc, the
company does not warrant that such particulars, weights and dimensions are accurate and reserve the right to alter details where necessary.
(b) Specifications, drawings, etc., prepared by the company for the purpose of a quotation, or tender or otherwise shall remain the property of the Company and be returned on request, they shall not be used except for the purpose of the Contract and Purchaser shall not disclose them to third parties and shall not copy, lend or use them in any way without the specific consent of the Company.
Price. Unless otherwise stated, the price is based upon the customs and other duties and all taxes
whether national state or local and the costs of materials, labour and transport ruling at today's date and
the price is subject to fair adjustment by us to take into account any alteration in customs and other duties
and all taxes whether national, state or local or the cost of materials or transport or in any wage rates
governed by national agreement during the period between that date and the completion of the contract
(or in the case of installment contracts the completion of the final installment).The Buyer hereby expressly warrants that in purchasing any goods from the Seller, it acts in the course
of its business and not as a consumer within the meaning of the Sale of Goods and Supply of Services
Act 1980.The law applicable shall be the law of the Republic or Ireland.