terms and conditions

TAGONATADPOLE CONDITIONS OF SALE
(TAGONATADPOLE IS A WHOLLY OWNED SUBSIDIARY OF AQUASTAN HEATING LTD)

  1. DEFINATIONS
    Under the terms and conditions set out below
    1. The company means “Aquastan heating Ltd. t/as Tagonatadpole
    2. The buyer means corporation, firm, company, institution, person or persons to whom a quotation is made or to whom goods are sold by the compay.
    3. “Goods” means product supplied by the company under contract
  2. GENERAL
    Any order accepted by the company whether or not it is based on or results from this or any other quotation or tender given by the
    Company is deemed to incorporate these terms and conditions.  No variation or modification of or submission for these same terms and conditions (even if included in or referred to in the document placing the order) shall be binding on the Company unless specifically accepted by the Company in writing
  3. VALIDITY OF QUOTATION
    Unless previously amended or withdrawn the Company quotation is open for acceptance for the period stated therein or where no period is stated for 30 days after the date thereof. The company’s quotation is not an offer but merely an invitation to the buyer to make an order for goods under the terms and conditions of the quotation
  4. CONFIRMATION OF ORDERS
    Orders accepted by the company may not be cancelled or varied under any circumstances unless agreed in writing by the Company. Cancellation of goods orders to the Buyers own specification will not be accepted
  5. RETURNED GOODS
    Goods once dispatched may not be returned without the Company’s consent in writing in any event where such consent is given a restocking charge of 20% of the price of the goods will be made Goods returned must be adequately identified and sent carriage paid and must be received in the same perfect condition as at the date of dispatch from the Company’s warehouse.
  6. WARRANTY
    The Company’s goods are tested or examined prior to dispatch but are  without any warranty condition or guarantee expressed or iImplied. That they are suitable for use under any special conditions or for any particular purpose although such purpose is known to the Company at the time nor in the absence of a specific guarantee in writing is any guarantee given as to the life of the Company’s goods. The company will however repair or at their option replace goods in which defects under proper use and installation appear within a period of twelve months after installation and which arise solely from faulty design materials or workmanship other than design or materials made specifically by the buyer, provided always that acceptable proof is rendered as to the date of purchase and any defective parts are promptly returned free to the company’s address  The provision of the Sale of Goods Act 1979 and Unfair Contract Terms Act 977 shall apply to this contract but no guarantee is given lieu of all warranties or conditions and liability whatsoever implied by law, statute whatsoever and in particular, without prejudice to the generality of foregoing the Company shall not be liable for loss of profit or goodwill of the buyer or any other person directly arising or indirectly from any breach of this contract or for any other indirect or consequential damage whatsoever, save as provided in this clause.  Neither the Company nor its servants and agents shall be under any liability whether in contract, tort or otherwise howsoever, in respect of the goods or any injury, damage or loss whatsoever and howsoever resulting there from or from any work done in connection therewith
  7. PRICES
    Prices are subject to alteration or withdrawal without notice.  Orders can be accepted subject to the condition that the goods will be invoiced at prices ruling on the date of dispatch from warehouse, unless otherwise stated on an official quotation of the Company.  Unless otherwise stated, prices are net ex works excluding V.A.T
  8. DELIVERY
    Unless otherwise specified in the quotation, delivery shall be take place at the buyer’s expense.  If by reasons of the buyer’s default the goods are not taken up or delivered by the date specified in the contract the Company may either treat the contract as repudiated or alternatively store the goods at the buyers risk and expense.
  9. PROPERTY OF GOODS
    The property in goods delivered under the contract shall not pass to the Buyer until their price and interest (payable pursuant to clause11) and any other sum payable under this contract have been paid in full.  Until actual payment of all sums, the Buyer shall hold the goods in funiciary capacity of bailee (and  without prejudice to the generality of the foregoing, the Buyer shall store and mark the goods in the ordinary course of his business until such permission have been withdrawn pursuant to Clause 11).
  10. RISK
    Risk shall pass when the goods are delivered to the Buyer, delivery being defined in Clause 8 above
  11. PAYMENT
    Liability for payment for goods shall arise on delivery, and such payment must be made not later than the end of the month following the month of invoice.  Any discounts specified n the Company’s quotation shall relate only to payments so received.  The Company reserves  the right  to charge interest on overdue amounts at the rate per annum of 2% above the Bank of England minimum lending rate (or if there is no such rate5%above HSBC Bank Plc lending rate.
  12. INSOLVENCY
    Without prejudice to its other rights the Company may by notice treat this contract as repudiated if the Buyer enters into liquidation whether compulsory or voluntary except for the purposes of solvent reconstruction or amalgamation)  or the Buyer becomes insolvent within the meaning of section 61 (4) Sale of Goods Act 1979 or does any other act of bankruptcy as defined by section 1 Bankruptcy Act 1914 or any act which could be an act of bankruptcy if the Buyer were an individual, or the Buyer makes any assignment to, or agreement or composition with his creditors, or a receiver of the whole or any part of the Buyer’s undertaking is appointed, or a meeting is convened at which a resolution to wind up the Buyer will be proposed or on the passing of a resolution or the presentation of a petition to wind up the Buyer, or on any other event or default of any nature whatsoever which would cause the Company reasonably to consider that its property in the Goods or in their proceeds of resale by the Buyer may be adversely affected, or that it is unlikely to be paid in full the Goods.
    On such notice, all goods which remain the property of the Company shall forthwith be redelivered to the Company at the Buyer’s risk and expense and for the purpose of taking possession of such goods by the Buyer hereby grants to the Company’s representative a licence to enter upon its premises or any other premises where those Goods are stored during normal business hours to remove such Goods
    1. PART PAYABLE AND RESALE
      If, notwithstanding the Buyer’s default, the Company chooses to enforce this contract, it shall recover and sell only so many of the goods as may be necessary to obtain the full purchase price, interest and any other sums due from the Buyer with such further sums as represents proper damages for the Buyer’s  breach of contract.  Any surplus Goods or funds obtained from such resale shall be passed onto the Buyer.
      1. If the Company chooses to treat this contract as repudiated, the Company shall repay to the Buyer any part payment of the purchase price of those Goods which remain after deduction of an amount representing damages for the Buyer’s  breach of contract.
      2. If the Buyer sells any Goods which remain the Company’s property the proceeds of resale and/or the claims to such proceeds shall at all times be held on  trust for the Company and the Buyer shall pay all such proceeds into a bank account separate from all other monies and the Company shall account to the Buyer for any sums in excess of the price for the Goods and other sums payable under this contract.
  13. LAWS APPLICABLE
    Any contract subsisting between the Company and the Buyer shall be construed in all respects in accordance with the Laws of England and unless otherwise arranged is subject to the jurisdiction of the English Counts.
  14. ERRORS
    Clerical errors and omissions are subject to correction without notice.
  15. DAMAGE OR SHORTAGE
    1. Where goods are delivered by outside carriers damage or part loss claims cannot be entertained unless the carriers and the Company are notified in writing within three days from date of delivery.
    2. Where goods re delivered by the Company and receipt or delivery note signed by the customer is received , the Goods will be deemed to have been examined and therefore no claim for damage or loss can be  entertained by the Company.
    3. The Buyer may not exclude this provision either by marking his signature “unexamined” or by failing to return the signed delivery not otherwise.
  16. NOTICES
    Notices shall be in writing sent to the address of the appropriate party set out on the invoices or to such other address as may from time to time by notice to the other party by designated, and notices shall be deemed to have been duly give.
    1. on the date of transmission if sent by telex, telecopier, facsimile, cable or telegram
    2. on the date of delivery if delivered by hand
    3. two days after the date of posting if sent by first class mail
    In proving service by post is shall be sufficient to prove the envelope containing the notice was properly addressed, stamped and posted, and in proving service by facsimile or telex, that the intended recipient’s answer back code is shown on the copy retained by the sender at the beginning and end of facsimile or telex.
  17. NO WAVER
    No relaxation, forbearance, indulgence or delay by either party in enforcing any of the terms of this agreement or the granting of time by either party to the other shall affect, prejudice or restrict the rights of the other party under this agreement nor shall any waiver or any breach of this agreement operate as a waiver of any subsequent breach.
  18. ACCESS
    The Buyer will ensure that access to the Buyer’s premises shall be available to the Company, its servants, agents or other lawfully authorised by it during normal working hours unless  otherwise agreed in writing by the Company.  Such access shall be for the purpose of the Company carrying out the terms of its contract with the Buyer to supply the Goods.
  19. EXTRAS TO CONTRACT
    If the Buyer requires extras to contract the Company may require payment in advance.  In any event payment shall be automatically added to its contract price and shall be subject to the terms and conditions of sale.
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