Terms & Conditions ERP Power Products Ltd

1. In these general conditions of sale the “Company” means E.R.P. Power Products Ltd. of Cannon House, Reform Street, Hull, East Yorkshire, HU2 8EF and the “Customer” means any person to whom the Company agrees to sell or sells goods.
2. Each provision of these conditions is to be construed as a separate provision applying even if for any reason some other provision is held inapplicable or unreasonable in any circumstances.
3. All quotations are given and all orders are accepted by the Company on these conditions which shall override and exclude any other conditions stipulated or incorporated or referred to by the Customer in the order or in any negotiations or in any course of dealing established between the Company and the Customer. All orders hereafter made by the Customer shall be deemed to be made subject to these conditions. No modification of these conditions shall be effective unless made by express written agreement between the Company and the Customer and the signing by the Company of the Customer’s documentation shall not imply any modification of these conditions.
4. Any time or date named by the Company for delivery is given and intended as an estimate only and the Company is not liable to make good any damage or loss whether arising directly or indirectly out of delay in delivery.
5. Any price quoted by the Company is the price current at the date of quotation and is subject to variation to allow for any increase in costs coming into effect between the quotation, estimate or tender and the date of delivery without notice to the Customer unless specifically stated otherwise in the quotation, estimate or tender.
6. Any description by the Company of the weight or dimensions of the goods is given and intended as approximate only.
   1. The risk in the goods passes to the Customer upon delivery but title (both legal and beneficial) in the goods remains vested in the Company and shall pass to the Customer until all sums owing to the Company under the contract pursuant to which the goods were delivered or any prior contract shall have been paid in full and until such time the Customer shall hold the goods as bailee for the Company.
   2. Until title to the goods passes to the Customer the goods shall be stored separately from the Customer’s own goods and in a manner which makes them readily identifiable as the Company’s goods and the Customer shall not sell, assign or part with possession of the goods.
   3. For all purposes, the Customer hereby grants to the Company an irrevocable lien on the goods until the price is paid and in the event that the price is not paid by the due date the Company shall at its absolute discretion be at liberty to recover the goods wheresoever they are situated and may enter the Customer’s premises for the purpose of inspection or repossession.
7. The Customer shall carefully examine the goods upon delivery and shall by written notice to be received by the Company within 14 days of delivery notify the Company of any defects reasonably discoverable on careful examination or of any matter or thing by reasons whereof the Customer may allege that the goods are not in accordance with the contract. In the absence of receipt of such notice the Company shall be discharged from all liability in respect of the same. In the event that the Customer establishes to the Company’s reasonable satisfaction that the goods are defective or not in accordance with the contract, the Customer’s sole remedy shall be limited as the Company may elect to the repair or replacement by the Company of the goods or refund of the purchase price against return of the goods.
8. The Company will make good by repair or at the Company’s option by the supply of replacement goods, defects which under proper use appear within a period of three months after the goods have been delivered and arise solely from faulty materials or workmanship but no responsibility is accepted and no undertaking is given if any of the following events shall have occurred
1. the Customer has not as soon as reasonably practicable after becoming aware of the defect notified the Company in writing of the defect;
2. the Customer has not paid in full the price of the goods and any other goods supplied by the Company by the date upon which the said sums are due;
3. the Company’s representatives are denied reasonable access to the goods;
4. the Customers has permitted other persons not reasonably approved or authorised by the Company to effect any replacement of parts or substantial adjustments or repairs to the goods.
5. the Customer has not complied, in a material respect, with any instructions or other directions given by the Company in respect of user of the goods;
6. the defect is attributable to normal wear and tear, misuse, overloading, accident or negligence on the part of the Customer;
7. the Customer has not supplied the Company with such documents and/or information as is reasonably necessary to enable the Company to carry out the repair or replacement or to verify compliance by the Customer with these conditions, or such documents or information are inadequate and/or inaccurate in a material respect.
9. The period of three months in Clause 9 may at the Company’s absolute discretion be extended to a period in excess of three months but not exceeding 12 months but shall only be so extended if such an extension is granted in respect of particular goods by the Company in writing in the Company’s advertising literature, quotation, estimate, tender or correspondence with the Customer.
10. These conditions set out the Company’s entire liability in respect of the goods, and the Company’s liability under these conditions shall be in lieu and to the exclusion of all other warranties, conditions, terms and liabilities express or statutory or otherwise in respect of the quality or the fitness for any particular purpose of the goods or otherwise howsoever (notwithstanding any advice or representation to the Customer, all liability in respect of which howsoever arising, is expressly excluded) except any implied by law or statute and which by law or statute cannot be excluded. Save as provided in these conditions and except as aforesaid the Company shall not be under any liability, whether in contract, tort or otherwise in respect of defects in the goods or failure to correspond with the specifications or sample or for any injury, damage or loss resulting from such defects or from any work done in connection therewith.
11. The Company’s liability (if any) whether in contract, tort or otherwise in respect of any defect in the goods, or for any breach of this agreement or of any duty owed out to the Customer in connection therewith shall be further limited in aggregate to the price of the goods in question.
12. The Customer shall pay the full price of the goods on delivery unless a credit facility has been granted to the Customer by notice in writing from the Company. If granted, a credit facility the Customer shall pay the price in full by the end of the month following the month in which the Company renders an invoice in respect of the goods to the Customer.
13. The Company is entitled to charge interest at the rate of 5% per month to be computed on a daily basis on any sum outstanding from the date when the same became due until the date of actual payment.
14. The Customer many not cancel any order without the written consent of the Company. The Company is not obliged to accept the return of the goods from the Customer but if the Company at its absolute discretion does not accept the return of goods, the Company is entitled to make a restocking charge against the Customer of 20 per cent of the price of the goods.
15. The Company reserves the right to cancel any order if goods set aside to satisfy the order are destroyed or damaged beyond repair.
    1. All prices quoted by the Company are ex works and delivery shall be effected by collection by the Customer. Any packing and transport of goods arranged by the Company at the Customer’s request shall be paid by the Customer to the Company in addition to the price of the goods but otherwise upon the same terms for payment.
    2. Goods returned for credit, repair under warranty or otherwise to be packing and carriage paid to Hull works.
16. If any claim or dispute arises between the Company and the Customer it will be resolved in accordance with English law and any proceedings will be commenced in the Kingston upon Hull County Court or the Kingston upon Hull District Registry of the High Court of Justice.