Terms & Conditions Of Sale
Trading and no alteration or modification of term inconsistent herewith shall have effect unless embodied in a formal agreement with the Customer as expressly accepted by Excalibur Refreshed Limited (the Company) in writing signed by an authorised representative of the Company. Where the context permits. these terms shall apply to the provision of services as well as the supply of goods. These terms are correct at the date shown at the foot hereof but the Company reserves the right to vary them without notice. An updated copy, if applicable, will be supplied on request to the Customer.
The prices of the goods shall be the Company's quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Company's published price list at the date of acceptance of the order. All prices quoted are valid for 30 days only or until earlier acceptance by the Customer, after which time they may be, altered by the Company without giving notice to the Customer.
The Company reserves the right, by giving notice to the Customer at any time before delivery, to increase the price of the goods to reflect any increase in the cost to the Company which is due to any factor beyond the control of the Company (such as, with limitation, any foreign exchange fluctuation. currency regulation, alteration of duties, significant increase in cost of labour, materials or other costs of manufacture), any change in delivery dates. quantities or specifications for the goods which is requested by the Customer, or any delay or additional cost caused by any instructions of the Customer or failure of the Customer to give the Company adequate information or instructions.
Except as otherwise stated under the terms of any quotation or in any price list of the Company, and unless otherwise agreed in writing between the Customer and the Company, all prices are given by the Company on an ex works basis, and where the Company agrees to deliver the goods otherwise than at the Customers premises, the Customer shall be liable to the Company's charges for transport, packaging and insurance.
Delivery & Terms Of Despatch:
The Company will use it's best endeavours to deliver the goods upon the estimated delivery date quoted but the Company shall be under no liability whatsoever for any delay in despatch or delivery nor for any loss or damage whatsoever arising therefrom. If the Customer shall refuse to accept delivery of any goods for any reason the Company shall be entitled to charge the Customer the contract price together with all additional delivery and other costs incurred by it as a result.
Sale Of Goods:
This contract is divisible.
Each delivery made hereunder:
- (i) Shall be deemed to arise from a separate contract, and
- (ii) Shall be invoiced separately and any invoice for a delivery shall be payable in full in accordance with the terms of payment provided for herein without reference to and not-withstanding any defect or default in the delivery of any other instalment.
Unless otherwise specified in the quotation or other agreement, invoices for goods supplied must be paid by the last day of the month in the month following delivery or supply. (Current Month plus 30 days). The Company reserves the right to charge interest at the rate 2% per annum above base rate on the invoice price from the due date until the date of actual payment. Time of payment is the essence of the agreement. The Customer shall not be entitled to make any deduction from the price in respect of any set‑off or counterclaim.
Notwithstanding delivery passing of risk and title to the goods supplied by the Company remains vested in the Company until the purchase price and all other monies owing by the Customer in relation to those goods or the price (whether or not due) are paid unconditionally in full and cleared through the Company's bank account.
Until then the Customer shall carefully hold them for the Company as the seller's fiduciary agent and bailee and keep them identified as the property of Excalibur separately from other products and properly stored, protected and insured; but the Customer is entitled to resell the Excalibur products in the ordinary course of it's business provided that it accounts to the Company for their sale proceeds or if the goods are affected by an insurable event any insurance payment received for the products and keeps all such proceeds any payments separate from other finances.
Until such time that title in the goods has passed to the Customer (and provided they are still in existence and have not been resold) the Company is entitled at any time to require the Customer to deliver them to Excalibur and if the Customer defaults to enter the premises where the products are stored and repossess them.
The Customer is not entitled to pledge or charge in any way the products which remain owned by the Company and if the Customer does so all monies owing by the Customer to the Company shall immediately become due and payable without prejudice to any other right or remedy of the Company.
The Company reserves the right to make any alterations in the specifications or design of any goods and to deliver goods conforming to the altered design or specification in fulfilment of any order provided there is no change in the basic characteristics or functions of the goods to be delivered. If the Company decides to alter the specification or design of any goods it shall he under no obligation to apply such alteration to any goods previously ordered or delivered.
Claims For Damage Or Shortage:
Any claim by the Customer which is based on any defect in the quality or condition of the goods or their failure to correspond with the specification shall (whether or not delivery is refused by the Customer) be notified to the Company in writing within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within three days of discovery of the defect or failure. If delivery is not refused, and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the goods and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the price as if the goods had been delivered in accordance with the contract.
The Company shall repair or, at its discretion, replace any part or parts of goods supplied in which any material defect in manufacture shall appear within 1 month of delivery:
The Company shall bear the cost of such repair or replacement of products under warranty. Such warranty shall not extend to items subject to normal operational exchange (such as bulbs, fluorescent tubes, fuses, filters, and hygiene replacement parts) and the cost of any labour required to effect such repair or fit such parts and such excluded costs shall be borne by the Customer.
Subject as expressly provided in these Conditions, and except where the goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977 and re‑enactments thereof), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
Where the goods are sold under a consumer transaction (as defined by the Consumer Transactions Restrictions on Statements Order 1976) the statutory rights of the Customer are not affected by these Conditions.
Liability & Indemnity:
In no event shall the Company be liable for indirect or consequential loss or damage (other than the direct physical damage to property caused by the negligence of the Company or it's employees) including but not limited to economic loss, loss of profit, business revenue, goodwill and anticipated savings or damages in respect of special, indirect or consequential loss.
Nothing contained in these conditions shall exclude any liability of the Company for death or personal injury to the extent that it results from the negligence of the Company or it's employees.
Return Of Goods:
Goods cannot be returned to the company unless agreed in writing with an authorised representative of the Company. Acceptance by the Company of returned goods shall not amount to or be construed as agreement to cancel an order or an admission of any defect in such goods. The Company may make a handling charge in respect of any goods returned.
English law shall apply and any dispute shall be settled by the English Courts.
21st August 2013.