|
Terms and Conditions |
|
|
|
1. Status of Terms and Conditions 1.1. These standard terms and conditions ("The Conditions") shall apply to all contracts for goods and services between purecanvascompany.co.uk ("The Company") and any person or Company who accepts the quotations for the goods which the Company is to supply in accordance with these conditions ("The Buyer"). In the case of any inconsistency with any order, letter or form of contract sent by the Buyer and the Company or any other communication between the Buyer and the Company (what ever may be their respective dates) the provisions of the Terms and Conditions shall prevail unless expressly varied in writing and, in the case of the Company, signed by a director thereof. 1.2. No statement, description, information, warranty, condition or recommendation contained in any price-list, advertisement, documentation or communication or made verbally be any of the agents or employees of the Company shall be construed so as to extend, vary or override any provision of this Contract in any way. 2. Definitions In these Conditions the following expressions shall the have the meanings ascribed to them below: 2.1. "The Company" means purecanvascompany.co.uk; 2.2. "The Buyer means the legal entity with whom the Contract is made by the Company; 2.3. "The Goods" means any goods supplied by the Company to the Purchaser in accordance with the order confirmation of the Company which is accepted by the Buyer or any written order of the Buyer which is accepted by the Company; 2.4. "The Company's Premises" means the premises of the Company t/a purecanvascompany. 2.5. "The Delivery Date" means the date that the Goods are collected by the Buyer from the Company's Premises or other address specified by the Company, or the date of delivery of the Goods, whichever is applicable; 2.6. "The Contract" means the contract between the Company and the Buyer for the supply and/or rental of the Goods.
3. Basis of the sale 3.1. The Company shall sell and the Buyer shall buy the Goods subject in either case to the Conditions, which shall govern the Contract to the exclusion of any other items and conditions.
4. Orders and specifications 4.1. Notwithstanding that the Company may have given a detailed quotation to the vender/purchaser no order shall be binding on the Company unless and until it has been accepted by the Company. 4.2. The Buyer shall be responsible to the Company for ensuring the accuracy of the terms of any order (including any applicable specifications) submitted by the Buyer, and for giving the Company any necessary information relating to the Goods. 4.3. No order which has been accepted by the Company may be cancelled by the Buyer except with the agreement in writing of the Company and on terms that the Buyer shall Indemnify the Company in full against all loss (including loss of profit), costs (including the costs of all labour and materials used), damages, charges and expenses incurred by the Company as a result of cancellation.
5. Quotations and Price of the Goods 5.1 Unless previously withdrawn by the company, quotations and tenders are open for acceptance for the period stated therein or if no period shall be stated therein within one month from the date thereof. 5.2 All prices specified in quotations and tenders are subject to variation by the company without prior notice to the buyer. 5.3 quotations and tenders are subject to conformation by the company upon receipt of orders from the buyer 5.4. All prices are exclusive of any applicable value added tax, which the Buyer, shall be additionally liable to pay to the Company. 5.5 Subsequent to the date of any quotation or tender any increase in the cost of fulfilling the contract to the company for any reason whatsoever prior to the date of delivery shall be charged to the buyer. 5.6 All prices are given by the Company on a ex works basis, and where the Company agrees to deliver the Goods otherwise than at the Company's premises, the buyer shall be liable to pay the company's charges for transport, storage, parking, packaging, insurance, forwarding and other costs.
6. Terms of payment 6.1. The Company does not grant credit facilities automatically. Should the Company grant the Buyer credit facilities, payment of all charges shall be made strictly within 28 days of the invoice date. If the Buyer does not have a credit account then payment is to be made with order or on receipt of a pro-forma invoice. 6.2. Payment in full shall be due to the Company and the Buyer shall not be entitled to exercise any set-off, lien or any other similar right or claim. 6.3. The time of payment shall be of the essence of the Contract; 6.4. The Company reserves the right to withdraw credit facilities at any time and without notice; 6.5. Without prejudice to any other rights it may have the Company is entitled to charge interest a the rate of 5% above the then prevailing Base Lending Rate of HSBC Bank on all rental charges and other payments which are overdue, such interest to run from the due date for payment until the date when payment in full is received, whether before or after judgement has been obtained. 6.6 In the case of contracts involving more than one delivery, default in payment by the due date shall entitle the company at its option to treat the contract and any other contract between the buyer and the company as repudiated by the buyer and to claim damages accordingly. 6.7 Should work be suspended at the request of or delayed through any default by the buyer for a period of 30 days, the company shall then be entitled to payment for any work already undertaken and materials used. 6.8 The materials or any services content of an order unless otherwise stated, at the discretion of the company can be invoiced upon receipt of order. Such invoice will be termed 'part production cost'. The balance of the order being payable upon completion and unless otherwise stated is payable in 28 days Nett.
7. Delivery 7.1 Time shall not be the essence for the purpose of delivery of goods by the company. Delivery terms are quoted without guarantee or penalty and the times for delivery shall run form the date the order is received or the tender or quotation accepted or the date on which sufficient information is received form the buyer to enable the company to proceed with the execution thereof whichever is the later. 7.2 Subject to the above (7.1) the following shall apply 7.2.1 Where contacts provide for a single delivery without specifying date the goods shall be delivered and accepted as soon as available for delivery. 7.2.2 Where contracts provide for deferred delivery without specifying date or dates for such deferred deliveries, delivery shall be made and accepted within six months of specified first delivery. 7.2.3 In the event of failure by the buyer to accept any delivery, that delivery shall be deemed to have occurred and any storage or other costs incurred by the company as a result of the buyers failure shall be added to the buyers account with interest as aforesaid. 7.2.4 Where any subsequent deviation is made from these terms at the request of the buyer any additional costs incurred by the company as a result thereof shall be added to the buyers account 7.2.5 Every effort shall be made by the seller to effect delivery in accordance with these terms and conditions but the company will not be liable for any loss or damages arising due to delay on delivery however caused 7.2.6 Every delivery shall constitute a separate contract that shall be subject to these terms and conditions and any failure or defect in any one delivery shall not entitle the buyer to repudiate the contract as to the remaining deliveries. 7.3. If the Company fails to deliver the Goods for any reason other than any cause beyond the Company's reasonable control or the Buyer's fault, and the Company is accordingly liable to the buyer, the companies liability shall be limited to the excess (if any) of the cost to the Buyer (in the cheapest available market) of similar goods to replace those not delivered over the price of the Goods. 7.4. If the Buyer fails to take delivery of the Goods or fails to give the Company adequate delivery instructions at the time stated for delivery (otherwise that by reason of any cause beyond the Buyers reasonable control or by reason of the Company's fault) then without prejudice to any other right or remedy available to the Company, the Company may; 7.4.1. Store the Goods until actual delivery and charge the Buyer for the reasonable costs (including insurance) of storage; or 7.4.2. Sell the Goods at the best price readily obtainable and (after deduction all reasonable storage and selling expenses) account to the Buyer for the excess over the price under the Contract or charge the Buyer for any shortfall below the price under the Contract.
8. Claims & Refunds & Returns 8.1. The buyer shall inspect the goods forthwith upon delivery or deemed delivery as specified in clause 7 and shall within two days of such delivery ( and time shall be of the essence) notify the company in writing of any matter by reason whereof the buyer alleges that the goods are not in accordance with the contract. The return of any goods will not be accepted unless the company or its authorised representative shall first have had the opportunity of considering the buyers reasons fro resuming the goods and to accept the return thereof. If the buyer shall fail to give notice as aforesaid the goods shall be deemed to be in all respects in accordance with the contract and the buyer shall be deemed to have accepted the goods. 8.2 Orders that are made to your specification and/or personalised by you, consequently may not be cancelled once the order has been placed, and no refunds can be offered. In the unlikely event that an item is lost/damaged in transit or doesn’t meet our published specification, a refund may only be given at the sole discretion of the purecanvascompany.co.uk 8.3 In the event that the products are damaged or defective you can contact orders@purecanvascompany.co.uk and we will advise how to arrange a refund. You may send a product back to us within 14 days of receipt by you. In these circumstances only, we will provide a full refund of the Purchase Price together with the return postage and packing. In the event that you return a products to us and we can demonstrate that they were not faulty when received by you, we reserve the right to refuse to offer a refund or return the products to you and to claim the cost of such return postage from you.
9. Limitation of company's liability 9.1. Any express or implied statement, condition or warranty, statutory or otherwise, not stated herein is hereby excluded and deemed to be inconsistent herewith, and no responsibility is accepted by the company for any damage or loss arising directly or indirectly out of the goods supplied or for any damage or loss arising by reason of any failure of goods to comply with the specification or with statutory requirements whether attributable to the companies negligence or otherwise, save to the extent the exclusion of liability Is prohibited by law. 9.2 Subject to the aforesaid the company's liability for any loss or damage whether direct or indirect consequential or howsoever caused shall be limited, at the company's discretion to: 9.2.1Replacement or repair of the goods supplied or 9.2.2 Return of the purchase price and or price paid for services less one twelfth part of such price for each month that has elapsed since delivery 9.2.3 The re supply of the services.
10. Risk and property 10.1. Risk or damage to or loss of the Goods shall pass to the Buyer, immediately upon the Goods leaving the Company's premises or price of storage for shipment to the Buyer. The Company is not responsible for damage or shortages that occur in transit. 10.2. Notwithstanding delivery and the passing or risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Buyer until the Company has received in cash or cleared funds payment in full of the price of the Goods and all other goods agreed to be sold by the Company to the Buyer for which payment is then due. 10.3. Until such time as the property in the Goods passes to the Buyer, the Buyer shall hold the Goods as the Company's judiciary agent and Bailiff, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Company's property. Until the time that the Buyer shall be entitled to resell or use the Goods in the ordinary course of its business, but shall account to the Company for the proceeds of sale or otherwise of the Goods, whether tangible or intangible including insurance proceeds, and shall keep all cash proceeds separate from any moneys or property of the Buyer and third parties and, in the case of tangible proceeds, properly stored, protected and insured. 10.4. Until such time as the property in the Goods passes to the Buyer (and provided the Goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Buyer to deliver up the Goods to the Company and, if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the Goods are stored, protected and insured. 10.5. The Buyer shall not be entitled to pledge or in any way change by way of security for any indebtedness any of the Goods which remain the property of the Company but if the Buyer does so all moneys owing by the buyer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.
11 Buyer's Property 11.1 Any property of the buyer supplied by the company for the purposes of the contract will be held at the buyer's risk. Every care will be taken to secure the best results where materials are supplied by the buyer but no responsibility will be accepted for imperfect work caused by any defects or the unsuitability of materials supplied.
12. Warranties, liability and Guarantee 12.1. The Buyer expressly acknowledges that the Company is not the original manufacturer or supplier of the Equipment, and that the Equipment has been selected by the purchaser as suitable for its purpose. The Buyer accordingly agrees and acknowledges that all conditions, warranties or representations whether express or implied or statutory or otherwise in respect of the Equipment or its fitness for any particular purpose are hereby expressly excluded. 12.2. Subject to the Conditions set out below the Company warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship for a period of twelve months from the date of their initial use of twelve months from delivery, whichever is the first to expire. 12.3. The above warranty is given by the Company subject to the following conditions:- 12.3.1. The Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company's instructions (whether oral or in writing), misuse or alteration or repair of the Goods without he Company's approval; 12.3.2. The Company shall be under no liability under the above warranty, (or any other condition or guarantee) if the total price for the Goods has not been paid by the due day for payment. 12.4. Subject as expressly provided in these Conditions, and except where the Goods are sold to a person dealing as a consumer (within the remaining of the Unfair Contract Terms Act 1977), all warranties conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. 12.5. 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 Buyer are not affected by the Conditions. 12.6. Any claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specifications shall (whether or not delivery is refused by the Buyer) be notified to the Company with 48 hours from the date of delivery (or where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect of failure. If delivery is not refused, the Buyer does not notify the Company accordingly the Buyer shall not be entitled to reject the Goods and the Company shall have liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods have been delivered in accordance with the Contract. (Valid claims are based strictly on following our Complaints Procedure). 12.7. Where any valid claim in respect of any of the Goods which is based on the any defect in the quality or condition of the Goods or their failure to meet specifications is notified to the Company in accordance with the Conditions, the Company shall be entitled to replace or correct the Goods (or part in question) free of charge by the Company shall have no further liability to the Buyer. Please see our Complaints Procedure which is available on request. 12.8. Except in respect of death or personal injury caused by the Company's negligence, the Company shall not be liable to the Buyer by reason of any representation or any implied warranty, condition or other terms or any duty at common law or under the express terms of the Contract for any consequential loss or damage (ether for loss or profit or otherwise), costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the goods or their use or resale by the Buyer, except as expressly provided in these conditions. 12.9. The Company shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Company's obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Company's reasonable control.
13. Insolvency of buyer 13.1. This clause applies if: 13.1.1. The Buyer makes any voluntary agreement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or 13.1.2. An incumbent takes possession, or a receiver is appointed, of any of the property or assets of the Buyer; or 13.1.3. The Buyer causes, or threatens to cease, to carry on business; or 13.1.4. The Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer accordingly. 13.2. If this clause applies then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Company, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
14. Force Majeure 14.1 The company shall not be liable to the buyer or deemed in breach of contract by reason of any delay in performing or failing to perform any of the seller's obligations in relation to the goods if the delay or failure was due to any cause beyond the seller's control. Without prejudice to the generality of the foregoing any act of god, war, strikes, lockouts or any other form of industrial action, accidents, fire flood, tempest unavailability of power at manufacturing plant, breakdown of machinery and inability of the company to procure raw materials or labour from normal sources of supply, or articles required for the performance of the contract which may prevent the fulfilment thereof shall be regarded as causes beyond the companies reasonable control. In the event of any failure or delay to perform any contract as a result of the said causes such contracts, at the companies discretion, may be varied or cancelled by the company or delivery may be wholly or partly suspended and time for delivery may be extended by the company without the company being liable to the buyer or being deemed to be in breach of contract. 15. Company Registration Information Pure Canvas Company trading under Registered Name: Explosive Graphics Limited, Place of Registration & Registered Address: Unit 8 The Schoolhouse Second Ave, Trafford Park Manchester, M17 1DZ Registration No. 3207935 15.1 Notices Any notices to be given by either party to the other shall be in writing and may be served either by delivering by hand or sending it by first class post or facsimile transmission in the case of the Company to the Company's Premises. Service by delivery by hand shall be deemed to be effected upon delivery to the relevant address, service by first class post 3 days following the date of posting and service by facsimile transmission upon transmission of the relevant communication. 15.2. Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other part at the registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the part giving the notice. 15.3. No waiver by the company or any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision. 15.4. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part of the validity of the other provisions of these Conditions and the remainder of the provisions in question shall be affected thereby. 15.5. The Contract shall be governed by the laws of England.
16. Limits of Contract 16.1Quotations or tenders include only such goods and work as are specified therein. Each order shall be deemed to be a separate contract to which these terms and conditions shall apply (and no liability can be accepted by the company for the working in combination of goods, which have been ordered in separate parts and/or at different times)
17. Design 17.1 The buyer will indemnify the company against all damages, penalties, costs and expenses to which the company may become liable as a result of work done in accordance with the buyer's specification which involves the infringement of any letters patent or registered design. 17.2 No warranty or representation is given by the seller that the goods do not infringe any letters patent or registered designs or other industrial rights. 17.3 The company will retain ownership of all copyrights attached to design work. 17.4 The buyer is responsible for all spelling, grammar, design and layout on artwork, whether supplied or created by The company. 17.5 The company can not guarantee any colour output will match that of previously produced material or referenced colours. 18 Preliminary work 18.1 All work carried out at the customer's request whether experimentally or otherwise will incur charges for labour and materials 19 Proofs 19.1 Buyer's corrections and amendments incurring alterations in style and the cost of additional proofs necessitated by such actions will incur extra charges. Proofs of all work may be submitted for customer approval, and in that event no responsibility will be accepted for errors in them. 20 Waiver 20.1 No concession or indulgencies granted to the buyer shall prejudice future exercise of the companies full right hereunder. 21 Alterations 21.1Alterations to any order cannot be accepted without the companies consent in writing any additional costs will be chargeable to the buyer.
22 Cancellations 22.1. No order accepted by the Company can be cancelled without the companies' consent in writing and in no circumstances can the allow cancellation of orders for goods made specifically adapted to the Buyer's requirements.
23. Joint and Several Liability 23.1. Where two or more persons are a party to the Contract as the Buyer, the liability or such persons shall be joint and several. 23.2 The contract of which the conditions form part is personal to the buyer who shall not assign the benefit thereof without the companies consent.
24. Legal Construction 24.1. Any Contract whether written or verbal entered into between the company and the buyer shall be governed by and construed in accordance with English Law.
Complaints Procedure
Used in conjunction with point 9.6 Standard Terms and Conditions of Business of Purecanvascompany.co.uk In the case of a complaint regarding faulty or damaged goods signfirm.com will adhere to the following guidelines to investigate a valid claim and enable a clear and effective solution to the satisfaction of all parties. 1 – All complaints must be made in writing within 48 hours of receipt by client. 2 – In the case of a manufacturing fault, complaints must be made in writing to Purecanvascompany.co.uk 3 – Goods must be shipped back to Purecanvascompany.co.uk at the clients cost, for evaluation purposes. If a manufacturing fault is found to be the reason for the problem the shipping cost will be reimbursed and a new or repaired product will be sent. 4-– If a manufacturing fault is found to be conclusive Purecanvascompany.co.uk will replace or correct the Goods (or part in question). 5 – If a manufacturing fault is found to be conclusive and the product can no longer be repaired, or, an alternative product cannot be supplied, for whatever reason; the client will be entitled to their money back in full. 6- If misuse of the product is found to be the reason for the fault then the customer will be notified and then the product will be held until we receive clients' instructions. 7- Pure Canvas Company can in most circumstances provide a quotation for repair or replacement of the product, if misuse of the product has been found. The client will be eligible to order and pay for this repair or replacement product on the client's written instruction. 8- All complaints will be dealt with fairly and documented within the Purecanvascompany.co.uk internal office systems for future improvements and better customer service.
. |