TERMS AND CONDITIONS
STOCKGAP LTD SALE
1. INTERPRETATIONFor the purposes of the Contract the terms listed below shall bear the respective meanings as ascribed thereto:
- a. “the Company” means Stockgap Limited.
- b. “the Customer” means the person firm or company with whom the contract is made.
- c. “the Contract” means the Contract between the Company and the Customer for the sale of the Goods of which these conditions form part.
- d. “the Goods” means the Goods or any part thereof agreed to be sold as described in the Customer’s Order.
2. GENERALAll quotations given to all Contracts made by the Company or by its agents are subject to these Conditions and all terms and conditions referred to by the Customer or contained in any order receipt acceptance of quotation confirmation or otherwise brought to the notice of the Company are hereby excluded. These conditions may be varied only by agreement in writing between the parties.
3. PRICESThe price of the goods shall be the price listed in the Company’s published price list which is current at the date of despatch of the Goods. The price is exclusive of VAT which shall be charged at the prevailing rate.
- Any dates quoted for delivery of the Goods are approximate only and the Company shall not be liable for any delay in delivery of the Goods howsoever caused.
- Delivery will be made to the address notified by the Customer on the Order Form but shall be to the nearest point to that address on tarmacadamed road in the event that the delivery address is not suitable in the Company’s opinion for access by its vehicles.
- The Customer must notify the Company in writing within three days of delivery if the Goods delivered do not accord in any respect with the Goods shown on the delivery ticket passed to the Customer on delivery.
5. TITLE AND RISK
- It is a condition of the Contract that the property in all the Goods to be delivered by the Company to the Customer shall remain vested in the Company until payment due under all contracts between the Company and the Customer has been made in full.
- In the event that the Customer shall obtain possession of the goods prior to paying for them in full, and the Company, before delivering, so requires it in writing the Customer shall keep the Goods stored separately until it has paid for them in full. In the absence of such request the Customer shall be entitled to resell or alter the Goods as in the normal course of its business and pass title therein but subject to the provisions of paragraph 5.3 below.
- Until payment due under all contract between the Customer and the Company has been made in full:
- a. the Customer shall hold upon trust for the Company the Goods and altered Goods.
- b. in the event of the sale or hire of the Goods or altered goods by the Customer he shall hold the proceeds of such sale or hire on trust for the Company in a separate bank account opened by the Customer for this purpose.
- c. the Company shall be entitled to trace all such proceeds of sale or hire charges received by the Customer through any bank or other account maintained by the Customer.
- d. in the event of sale or hire of the Goods or the altered goods by the Customer in the ordinary course of its business the Customer shall assign its rights to recover the selling price or hire charges from the third parties concerned to the Company if required to do so in writing by the Company.
- Notwithstanding that the property in all Goods to be delivered to the Customer by the Company shall remain vested in the Company until the Company has received payment in full the risk of damage to or loss of all or any such Goods shall pass to the Customer forthwith upon delivery or deemed delivery thereof to the Customer and as from such date of delivery or deemed delivery the Customer shall be liable to pay to the Company the contract price of such goods whether or not the same are damaged or lost prior to the dates that the property therein shall pass to the Customer.
- The insurable risk in the Goods shall pass to the Customer as soon as the Goods are delivered to him or to his order.
- Until payment in full has been made the Customer shall hold the goods as bailee in a fiduciary capacity for the Company and it shall be the responsibility of the Customer to keep the Goods in good repair and condition at his own expense; the Goods shall be held separately from any other assets and clearly marked as the property of the Company.
- The company warrants that the Goods shall at the time of delivery to the Customer by free from defects in workmanship and materials. If any of the Goods do not conform to that warranty the Company will at its option:
- a. replace such Goods found not to conform to the warranty; or
- b. Take back the Goods found not to conform to the warranty and refund the appropriate part of the purchase price; or
- c. Make a price adjustment that is fair to both parties in relation to the failure of the Goods to conform to the warranty. Provided that the liability of the Company shall in no event exceed the purchase price of the defective Goods and performance of any one of the above options (as limited by this proviso) shall constitute an entire discharge of the Company’s liability under this warranty.
- The foregoing warranty is conditional upon:
- a. The customer giving written notice to the Company of the alleged defect in the Goods such notice to be received by the Company within 28 days of the time when the Customer discovers or ought to have discovered the defect and in any event within six months of the date of delivery of such Goods; and
- b. The Company affording the Customer a reasonable opportunity to inspect the Goods at its premises.
- Save as provided in 6.1 above and section 12 of the Sale of Goods Act 1979:
- a. All conditions and warranties express or implied as to the quality or fitness for any purpose of the Goods are hereby expressly excluded; and
- b. The Company shall be under no liability for any loss or damage (whether direct or indirect or consequential) howsoever arising which may be suffered by the Buyer.
- In the event that notwithstanding the provisions of 6.1 6.2 and 6.3 above the Company is found liable for any loss or damage suffered by the Customer that liability shall in no event exceed the purchase price of the Goods.
- Nothing in the Contract shall affect the liability of the Company for death or personal injury caused by its negligence.
- All invoices are due for payment on the last day of the month following the month in which the invoiced is presented.
- If any payment that is due to be made hereunder by the Customer to the Company is overdue interest will be chargeable thereon as well after as before judgement on a day to day basis at the rate of 3% per annum above Barclays Bank Plc base rate from time to time from the day any sum becomes overdue until the sum due is paid with interest.
- Payment shall be of the essence and failure to make any payment to the Company on the due date shall entitle the Company at its option to treat the Contract as repudiated and act accordingly. Without prejudice to the foregoing, failure by the Customer to pay any sum hereunder on the date applicable thereto shall (without prejudice to any other remedies the Company may have) entitle the Company at its option to cancel the delivery of any undelivered Goods whether under this or any other Contract.
- Any notice required or permitted to the given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address may at the relevant time have been notified pursuant to this provision to the party giving the notice.
- No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
- If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected thereby.
- The Contract shall be governed by the laws of England.