Terms & Conditions
1 Definitions The following terms have the following meanings: “Buyer” – the person, company or organisation designated on your account application for and/or headed notepaper. “Seller” – Westcon Equipment (UK) Limited. “Contract Terms” – the terms and/or conditions set out below. “Goods” – the goods supplied by the Seller under this Contract.
2 Validity of other terms Unless other terms and conditions are expressly accepted by the Seller in writing under the hand of one of its partners, the Contract will be on the Contract terms excluding all other terms and conditions save those implied automatically by statue.
3 Quotations are valid for 30 days unless otherwise stated. Delivery charges will be stated on the quotation if they apply. (a) Service quotations are only based on an external inspection hence if further underlying, essential work is involved the quotation may vary by up to 20%. If the quotation rises above 20%, all work will cease and the Buyer will be contacted before continuation. (b) The Seller will not be liable for any loss or damage of any kind whatsoever consequential or otherwise pursuant to the Contract and all conditions, warranties and stipulations, express or implied, are excluded save those implied by Section 12 of the Sales of Goods Act 1963 (as amended) or pursuant to the Unfair Contract Terms Act 1977. (c) The Seller and its servants, agents or sub-contractors shall not be liable for any loss or damage of any kind whatsoever, other than personal injury or death whether consequential or otherwise caused directly or indirectly by negligence on the part of the Seller or any of its servants, agents or contractors, arising out of or in connection with the manufacture or supply of Goods or in connection with or arising out of the Contract work or any statement given or made on behalf of the Seller.
4 Delivery (a) The Seller will endeavour to deliver the Goods within the time agreed or within a reasonable time if no delivery date is specified, but will not be liable for loss or damaged caused by delay in the delivery of the Goods, nor will any such delay entitle the Buyer to cancel or amend this Contract. (b) The Seller may make deliveries by instalments. (c) Where the delivery is by the Seller, any defects, shortages or damages visible in the course of a routine inspection of the Goods, must be notified at the time of delivery and marked on the delivery note. In all other circumstances and where delivery is by outside carriers, any defects, shortage or damage must be notified to the Seller’s Head Office in writing before the end of the next working day after day of delivery. Unless adhering to this procedure, any claim by the Buyer for shortages/damages will be deemed to have been waived. (d) All Goods received and signed for on the delivery note are deemed to have been examined, checked and acknowledged as being correct in every detail. (e) The Seller reserves the right to charge carriage on specified deliveries where they fall outside the normal delivery area or fall below a previously agreed value level.
5 Insurance (a) All Goods left on him, or approval with the customer/prospective customer will automatically be deemed to be covered by such company’s insurance policy and/or risk of the intended purchaser as soon as they are delivered by the Seller. (b) The Buyer shall be solely responsible for any loss or damage either direct or indirect resulting from his possession of or any use of the Goods whether or not title thereto has passed from the date of delivery and shall indemnify the Seller from all loss or damage of whatever nature connected with any injury to any person or damage to property resulting from the sale, possession or use of the Goods.
6 Property and the Goods and Risk (a) The title of the Goods will not pass to the Buyer until the price paid for the Goods and all other sums due under this Contract have been paid in full. (b) Without prejudice to any other rights of the Seller, the Seller may at any time after the price for the Goods or any other sum has become due from the Buyer under this Contract, rescind this Contract and recover the Goods of any of them, and may enter onto the Buyer’s premises for that purpose. (c) The price for the Goods and all other sums due under this Contract shall be deemed to be due from the Buyer immediately on the Buyer committing any act of bankruptcy, or being a Company taking any step that may lead to the winding up of the Buyer, or calling a meeting of creditors whether formal or informal or any appointment of Receiver or Manager on the happening of anything leading to or the commencement of any proceedings relating to the insolvency of the Buyer. (d) The risk will pass on delivery of the goods to the Buyer.
7 Price The price of the Goods will be the price ruling at the date of the dispatch with the VAT at the appropriate rate at such date.
8 Guarantee All Goods supplied are subject to the guarantee of the respective manufacturer and is not guaranteed or warranted either expressed or implied by the Seller.
9 Payment Unless otherwise agreed in writing, the price will become payable when the Seller’s repairs and service invoice is sent to the Buyer and payment shall be made by the Buyer 30 days from the date of the invoice and payment is due immediately with Seller’s Plant and Machinery sales invoice. Where the Buyer makes a default in payment by such date of any sum due to the Seller under this or any other Contract with the Seller, the Seller may postpone delivery or may without liability cancel this Contract or any other Contract with the Buyer, but without prejudice to any right or remedy which the Seller may have in respect of such default.
10 Cancellation (a) If the Buyer cancels or attempts to extend or delay the Contract or any part thereof or fails to take delivery of the goods at the time agreed (if any) or if no time agreed, within a reasonable time, then the Buyer will be liable in addition to any other right of the Seller to claim damages to indemnify the Seller against any resulting loss, damage or expense incurred in connection with the supply or nonsupply of the goods or the performance of the Contract work, including costs of any material, plant or tools used or intended to be used thereof and the cost of labour and other overheads including a percentage in respect of profit. (b) If the Seller is unable to procure any services or components necessary to enable it to supply the Goods or carry out this Contract as a result of any cause beyond the Seller’s reasonable control, the Seller may cancel this Contract by notice in writing so far as it relates to Goods not then supplied or work not then done and no claim shall then be made by the Buyer as the result of such cancellation provided always that the Buyer shall remain liable to pay for such goods delivered or any of the Contract work completed prior to the date of such cancellation. (c) A non-refundable deposit of 25% of the price quoted in the order for the Goods shall be paid by the Buyer to the Seller on making the purchase order. The purchase order cannot be cancelled or delivery deferred by the Buyer without the prior written approval of the Seller and then only upon terms that will indemnify the Seller against any loss occasioned thereby in excess of the amount paid by the Buyer by way of non-refundable deposit.
11 Buyer’s Materials/Property When the Buyer delivers material/property to the Seller, or the Seller collects material/property to enable work to be carried out, such material/property held on the Seller’s premises are covered comprehensively for loss, theft or damage.
12 Termination This Contract shall be terminated immediately upon service of written notice sent by first class post which shall be deemed to have been received on the day following posting and such termination shall be without prejudice to all rights, obligations and liabilities accrued prior to termination on any one or more of the following grounds: (a) The Buyer has committed an act of bankruptcy, or entered into any arrangement or composition with creditors, whether formally or informally, or allowed execution to be levied on his property or obtained against him, or being a Company, has called a meeting of creditors (formally or informally) or has entered into liquidation (save for the purpose of reconstruction or amalgamation) or has a Receiver appointed for its undertaking or any part thereof. (b) The Buyer has not observed or performed any of the obligations and duties imposed on him under the Contract.
13 Rights Reserved If the manufacture of any Goods quoted in the purchase price is discontinued or if changes in design are made the Seller will not be obligated to the Buyer and may substitute on the purchase order such changes made during current manufacture which go into effect before delivery. If complete changes in design are made and the price of the Goods are thereby substantially increased, the Buyer may opt to accept the Goods at the increased price.
14 Goods for Return No Goods can be accepted for return without prior agreement. No goods will be accepted for return after 7 days from the date of delivery. Any Goods returned must be in original unmarked condition and packaging. Packaging that has been defaced, written on, damaged or marked in any way cannot be accepted for return. Return of Goods ordered by the Buyer using specific part numbers may incur a handling charge of up to 30%. 15 Law The proper law for this Contract will be English Law.
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