Terms & Conditions of Sale.
“The Company” means Active Visual Supplies Ltd. “The Buyer” means any party to whom the company may agree to sell Goods in accordance with The Company’s standard conditions of sale. “The Goods” means the articles or things or services any of them or any part or parts of them to be provided by The Company in accordance with The Company’s standard conditions of sale.
(a) Unless otherwise agreed in writing these Conditions shall be deemed to incorporate any order placed by the Buyer and any such order and any acceptance by the Company shall be deemed subject to the acceptance by the Buyer of these Conditions.
(b) In the event of any conflict between these Conditions and any which the Buyer may seek to impose in relation to his order, the Company’s Conditions will prevail.
(c) If subsequent to a contract in which these conditions are incorporated any contract of sale is concluded with the same Buyer by letter or fax or email, or orally or by a combination of these factors without express reference to these general conditions it shall be a term of such contract that these general conditions of sale apply thereto.
Prices charged are those ruling at the date of despatch of the goods. All prices are subject to alteration without notice to
the Buyer. All prices listed or quoted are subject to the addition of Value Added Tax at the rate on the date of delivery.
(a) The Company shall use its best endeavours to secure delivery of the goods on the estimated delivery dates from time to time furnished, but they do not guarantee time of delivery, nor shall they be liable for any damage or claims of any kind in respect of delay in delivery. Risk in the goods shall pass on delivery.
(b) Delivery to a carrier or collection by the Buyer shall be deemed to be delivery to the Buyer.
(a) No variation of the order shall be binding on the Company unless agreed in writing by the Company.
5 LIMIT OF LIABILITY
(a) Any goods which are agreed by the Company to be defective or contrary to specification will at the Company’s sole option be credited or replaced provided that written notice is given to the Company within 14 days after the alleged defect has been discovered or ought reasonably to have been discovered; but the Company will not be responsible for any labour charges or consequential loss or damage suffered by the Buyer thereby. The results of all testing and inspection undertaken by the Company shall be final and binding on the Buyer.
(b) The Company shall be under no liability whatsoever for any damage, injury, consequential or other loss or loss of profits or costs, charges or expenses sustained by the Buyer, his agents, contractors, employees or invitees consequential or otherwise in relation to or arising out of the goods, or attributable directly or indirectly to the acts defaults or negligence of the Company or any of the Company’s servants or agents save in respect of
(i) any death or personal injury to the Buyer, his agents, contractors, employees or invitees results from
the negligence of the Company as defined in the Unfair Contract Terms Act 1977 in respect of Contractors governed by the provision of the Act or
(ii) any liability of the Company under the Consumer Protection Act 1987
(c) Goods sold are not guaranteed or warranted to be suitable for any particular application, treatment or purpose, unless such requirements are either set out in the material specification or which it is supplied or otherwise disclosed by the Buyer before the Company’s acceptance of the order. The company shall be under no liability for on-site installations executed by others.
(d) If notwithstanding the foregoing provisions, any liability on the part of the Company shall arise (whether under the express or implied terms hereof or at common law) for any damage to or injury or loss of whatever nature sustained by the Buyer, such liability shall in all cases be limited to the payment by the Company of a sum equal to the amount of Insurance cover effected by the Company.
An order may only be cancelled with the consent in writing of the Company and the Buyer will be liable to the Company
for any loss or damage and expenses including loss of profit incurred in connection with such cancellation.
(a) (i) Terms are strictly net. Payment is due within twenty eight days following despatch if an account application has
(ii) if a satisfactory account application has not been accepted then terms are strictly net and payment is required in full by the date of despatch or immediately on receiving a pro-forma invoice.
(b) The Company may withhold deliveries or cancel the contract of sale of any goods if at the time such delivery is due, any sums to the Company from the Buyer shall be outstanding. The Company shall be entitled to claim against the Buyer for any loss or damages sustained in consequence of the non-completion of the Contract.
In addition to any right of lien which the Company may have by law, The Company shall also have a general lien in the event of the Buyer’s insolvency or liquidation over all goods belonging to the Buyer in the Company’s possession (although such goods or some of them may have been paid for) for the unpaid price of goods sold and delivered by the Company to the Buyer on the same or any other contract.
(d) In default of payment, and where payment exceeds the Company’s normal credit terms interest may be charged at a rate of 3% per annum above current Barclays Bank Plc Base Rate from the date payment is due, together with all costs of recovery. Costs of recovery may include but not be limited to the cost of debt collection fees and administration expenses.
Until such time as all sums due to the Company from the Buyer have been paid in full the provisions of this Condition shall have effect:
(a) All goods delivered by the Company to the Buyer will remain the property of the Company to the intent that the whole legal and beneficial interest therein shall remain that of the Company.
(b) If the Buyer becomes insolvent or being a body corporate has a receiver appointed or passes a resolution for winding up or if a Court makes an order to that effect or being an individual or partnership makes any composition or arrangement with his or their creditors or has a receiving order made against him or if the Buyer shall be in breach of these Conditions then the Company shall be at liberty to enter onto any premises as necessary and forthwith remove and repossess all goods which remain the property of the Company in accordance with this Condition.
(c) No provision of this Condition shall be deemed to cause a Mortgage or Charge of the property or undertaking of the Buyer or any part thereof to have been created by the Buyer in favour of the Company.
(d) Until title in the goods passes, the Buyer upon request of the Company shall promptly inform the Company of the whereabouts of the goods.
The Buyer shall not be entitled to withhold or set off payment of any amount due to the Company under the terms of the
Contract whether in respect of any claim of the Buyer in respect of faults or defective goods or any other reason which is contested or liability for which is not admitted by the Company.
(a) The Company shall not be liable for any delay or failure in carrying out its obligations which is caused wholly or partly by reason of act of God, delay in transportation, labour disputes, fire, flood, war, accident, Government action, compliance with any request or application from or requirement of any Government authority (United Kingdom or otherwise whether or not having the force of law, inability to obtain adequate labour materials manufacturing facilities or energy or any other case or reason beyond the Company’s control or that its servants or agents and if the delay or failure has continued for a period of three months then either party may give notice in writing to the other determining the Contract and on such determination the Company shall refund to the Buyer any payment which the Buyer has already made on account of the price of the Goods or Services or any part thereof after deduction of the amount due to the Company.
(b) The contract between the Company and the Buyer shall be governed in all respect by English law.
Last updated 21/05/2018