STANDARD TERMS AND CONDITIONS OF SALE
DEFINITIONS In these conditions of sale, the following expressions shall (save where the context otherwise requires) have the meanings set opposite them respectively: “the Company” – Crystal Knitwear Ltd “the Customer” – The party contracting with the Company in these conditions “the Goods” – The Goods sold in terms of the contract between the Company and the Customer
1. ACCEPTANCE OF ORDERS Unless specifically agreed by the Company in writing, all goods shall be deemed to be sold by the Company to the Customer in terms of these Conditions of Sale only and no written conditions contained in an order form from the Customer or in any other correspondence shall have any effect nor shall any previous communication, representations, or warranties not expressly incorporated herein. No statements by any person representing or purporting to represent the Company shall vary, enlarge, or override any of these Conditions of Sale. All orders are accepted by the Company subject to the goods ordered being available when required. All orders are subject to 5% under/over delivery of quantity ordered. Any under/over delivery is to be charged or allowed for pro rata to the price originally quoted. The Company shall not be liable for failure to deliver on a specified date or within a specified period, in accordance with a supply schedule.
2. PASSING OF PROPERTY The property in the Goods sold by the Company remains with the Company until the price of the Goods has been paid in full but the Goods will be at the risk of the Customer from the time of delivery.
3. PRICE The prices are based on the cost of material, labour, transport and other overheads ruling at the date when such prices were quoted or agreed, except where otherwise stated in any quotation by the Company. In the event of the expense to the Company or performing any contract to which these conditions apply being increased by reason of any subsequent fluctuation in such cost, the Company reserves the right after notice in writing to the Customer to make a corresponding adjustment in its prices to meet any such fluctuation. Any new or increased duties, taxes, or other charges imposed after the date on which the price is agreed will be added to any price quoted.
4. PAYMENT The Company’s trading month runs from the first to the last day of each calendar month. Invoices must be paid within the Company’s trading terms which stipulate that an invoice is due for payment by not later than 30 days after the invoice date unless otherwise specified. Invoices not paid within these payment terms will be regarded as overdue. The Company shall have the option (but shall not be obliged to exercise such option) to charge interest at 4% in excess of Bank of England base lending Rate on all amounts outstanding on invoices which have not been settled within the trading terms. The Company shall be entitled not withstanding ascription by the Customer to ascribe any payment received from the Customer in settlement in whole or in part of any unpaid invoice due by the Customer.
5. NON-PAYMENT In the event of non-payment of any account when it becomes due, or in the event of the Customer becoming insolvent, or in being declared bankrupt, or making an arrangement with creditors, or, if a limited company, going into liquidation, (other than for the purposes of reconstruction or amalgamation), or having a Provisional Liquidator, receiver, or Administrator appointed, all sums due to the Company shall immediately become payable and the Company shall have the option to cease all further deliveries to the Customer without incurring any liability to the Customer. If the Company instructs a professional debt collection agency or solicitor to collect an overdue debt, the whole cost of collection, including professional fees, will be borne by the Customer.
6. CLAIMS No claims shall be entertained by the Company in respect of Goods supplied except as provided for herein. No complaint of any kind shall be entertained by the Company (except in special circumstances justifying delay) unless it is made in writing within seven days of the date of invoice of the Goods in respect of which a complaint is made. Although the Company makes every effort to supply Goods strictly in accordance with the quantity or specification ordered, if any Goods supplied by the Company should be materially defective or not of the correct quantity or specification ordered, the liability shall be limited to free replacement of any Goods shown to be unsatisfactory. The Company is not under any circumstances to be liable for any consequential loss or damage caused or arising by reason of late supply or any fault failure or defects in the Goods supplied by it or by reason of the same not being of the quality or specification ordered or by reason of any other matter whatsoever. No allowance will be made or claim admitted for any discrepancy in quantities of delivered Goods unless the same shall be notified to the Company in writing within seventy-two (72) hours of delivery, and unless the Company is given the opportunity to visit the Customer’s premises and verify quantities. In the event of the Customer collecting Goods ex-works, the Company shall not make any allowance or admit any claim as aforesaid after the Goods have left the Company’s premises.
7. SALE BY SAMPLE Where samples are provided to the Customer before a contract is concluded, samples shall be taken only as giving a general indication of the class of, or type of Goods that are to be the subject of the contract and no fuller guarantee is given.
8. FORCE MAJEUR The Company accepts no responsibility for failure to supply or delay in supplying any Goods due directly or indirectly to war, whether declared or not, riots, strikes, whether official or not, walkouts of national or regional application, civil commotion, malicious damage, imposed reduction of working hours, insurrection, fire, Act of God, shortage of raw materials or fuel, or any other reason whatsoever whether to a cause similar to the foregoing or of a different kind not reasonably within the Company’s control.
9. GOVERNING LAW The Contract governed by these Conditions shall in all respects be construed as and treated as an English Contract and subject to the Law of England.