TERMS AND CONDITIONS OF SALE
1.1 These are general conditions of sale of RGL Electronics Ltd (“RGL”).
1.2 The following conditions are exclusively valid for all contracts of sale, including those concluded in the future, unless other arrangements have been agreed upon and confirmed in writing by RGL.
1.3 Any special conditions stipulated by the purchaser, which are in contradiction to these general conditions of sale, are valid only if RGL has accepted them in writing by a director of the company.
1.4 This agreement will be construed in agreement with English Law and supersedes any previous agreements between RGL and the purchaser.
2.1 The goods will be invoiced and paid for at the price applicable in accordance with RGL price list in force at the time. If however delivery does not take place within 3 months RGL reserves the right to increase in accordance with any increase of price applicable since the relevant price was accepted. All products are subject to Value Added Tax at the standard rate, which will be added at the time of invoicing.
3. Specification & Suitability of Products.
3.1 In accordance with the Company’s policy of progressive improvement, we reserve the right to alter the specification and/or price of any product without prior notice.
3.2 Specifications, illustrations, descriptions and other manufacturer’s installation instructions and specifications, which accompany the product(s), are unless otherwise stated illustrative only; they are not technical guidance, representation or part of any contract. Advice given by the Company is for general guidance only and without legal liability.
3.3 The company does not warrant that the products are fit for a particular use. The products should be sampled and tested by the customer prior to purchase, at the cost and risk to the customer.
3.4 The company shall not be liable for any loss, damage or injury caused by products supplied by the company or by any failure of these products, or arising from any action or omission of the company’s in relation to the supply of product.
3.5 The company shall in any event not be liable for any intangible or consequential damages for any breach hereof, including but not limited to costs of removal and reinstallation of products, loss of goodwill, loss of profit or loss of use.
4. Warranty: Limit of Responsibility.
4.1 The company warrants that it will (at the company’s choice) either repair or replace, or refund the full purchase price of any goods which are accepted by the company as being defective or not in accordance with the contact or any express description or representation given or made by or on behalf of the company in respect of the goods within a period of 12 months from despatch of such goods from the company’s works (“the warranty period”) save that this warranty shall not apply where the defect or fault is attributable to defective materials supplied by third parties where the customer’s only remedy will be against that third party or where the defect or fault is attributable to the goods not being installed or maintained in accordance with the company’s installation and maintenance instructions. The customer’s remedies in respect of any claim under the foregoing express warranty or any condition or warranty implied by law or any other claim in respect of the goods or any workmanship in relation there to (whether or not involving negligence on the part of the company) shall in all cases be limited to repair, replacement re-performance of refund of the purchase price as foresaid and any condition or warranty implied by law shall cease to apply after the expiry of the warranty period; and the company shall not in any circumstances be liable for any damages, compensation, costs, expenses, losses or any other liabilities, whether direct or consequential and any other remedy which would otherwise be available in law is hereby excluded except to the extent that such exclusion is prohibited by any rule of Law. A claim in respect of any defect or failure to comply with the specification or in respect of any delivery or instalment of any order or any part thereof shall not entitle the customer to cancel or refuse delivery of or payment for any other order, delivery or instalment.
4.2 Where the company is called out in respect of allegedly defective goods but declined to accept the goods are effective the company reserves the right to make a charge in respect of that visit.
5. Payment & Delivery.
5.1 Payment for sales within the UK shall be strictly net monthly terms, due 30th of the month following the date of invoice or net cash with order.
5.2 Tome of payment is of the essence of the contract. Interest may be charged at an annual rate equal to the current London Banks lending rate plus 2.5% on all outstanding balances.
5.3 The cost to the company of any demand or legal action for recovery of monies due shall be paid in full by the customer.
5.4 No extended credit shall be allowed unless agreed by a Director of RGL in writing.
5.5 Unless otherwise stated by the company prices quoted are not inclusive of carriage, unless the invoice value is more than £300.00 when carriage will be free of charge.
5.6 The company will endeavour to comply with special delivery instructions from the customer, these may be charged at cost.
5.7 The company reserves the right to levy a ‘small order charge’ as may be necessary.
5.8 The customer shall, within 3 days after delivery notify the company in writing of any defect, omission or damage ascertainable by reasonable inspection (including removal of packaging) and testing at the time of delivery. Admitted omissions will be supplied at the previously invoiced price, quoting invoice number.
5.9 Delivery dates quoted are the company’s best estimates for delivery and whilst every effort will be made to keep to the quoted delivery dates the company shall be under no liability whatsoever if for any reason delivery is delayed.
6. Transfer of Ownership.
6.1 The ownership of the goods shall remain with RGL until payment in full for all the goods supplied has been received by it in accordance with the terms herein before contained. If such payment is overdue in whole or part RGL may (without prejudice to any of its other rights) recover or resell the goods or any of them and may enter upon the purchasers premises by its servants or agents for that purpose. Such payment shall become due immediately upon the commencement of any act or proceeding in which the purchaser’s solvency is involved.
6.2 Until RGL is paid in full for all the goods, the relationship of RGL to the purchaser shall be fiduciary in respect of the goods and if the same are sold by the purchaser RGL shall have the right to trace the process thereof. RGL may revoke the purchasers power to sell any rights in such goods as have been delivered but have not been paid for wherever they may be and thereafter the customer will not be entitled to sell any rights I such goods.
6.3 Without prejudice to any other remedies RGL shall in respect of all unpaid debts due to it have a general lien on all goods and property in it’s possession (whether worked on or not) and shall be entitled on the expiration of 14 days written notice send to the purchaser at it’s last known address to dispose of any such goods or property as it thinks fit and to apply any proceeds towards such debts. RGL shall not be liable for any loss arising to the purchaser from any such action in any way whatsoever.
7. General Rights.
7.1 An order accepted by RGL shall not be cancelled by the purchaser without written consent of RGL. Where a cancellation is so accepted by RGL the purchaser shall pay RGL all costs incurred by RGL in performing a contract up to the date of its acceptance of such cancellation including cost of work done on the manufacture of any goods.
7.2 Promises of delivery are made in good faith and every effort is made to comply with the order within any agreed period. However RGL cannot be held responsible for any delays attributable to events beyond its control in any way or for any consequential loss or defect.
8. Law & Interpretation
8.1 English Law shall govern the contract and the Customer shall submit to the non-exclusive jurisdiction of the English Courts. If any of these conditions or any part thereof is rendered void or unenforceable by any legislation to which it is subject or by any rule it shall be void or unenforceable to that extent and no further.