In these Terms and Conditions of business the following meanings shall apply:
"The Company" shall mean Sweeney Motor Factors
"The Customer" shall mean any person or persons, firm or company who buys or agrees to buy goods from the Company
"The Us, We" shall mean Sweeney Motor Factors
2 Conditions Applicable
2.1 These Terms and Conditions shall apply to and govern all contracts for the sale of goods entered into by the Company. All conditions of the Customer or other terms and conditions or warranties whatsoever are excluded from the contract or any variation thereof unless expressly accepted by the Company in writing, and these terms and conditions shall be deemed to be incorporated in any quotation received from the Company and the Customer’s own conditions shall not be regarded as a counter offer.
2.2 The exercise by the Company of any right pursuant to these Terms and Conditions shall be without prejudice to any other right available to it whether hereunder or under general law.
3.1 The Customer acknowledges that no contract was entered into in reliance on any representations other than those incorporated in the Company's quotation and these Conditions, and particularly no catalogue or price list shall form part of the contract documents.
3.2 A quotation by the Company shall not constitute an offer and there shall be no binding contract until the Company has confirmed acceptance of an order placed by the Customer, either in writing or by fulfilling that order. Telephone orders will not be dispatched without a signed faxed confirmation of order.
3.3 Quotations assume the accuracy of information provided the Customer and are not valid in the event of any information supplied to the Company being incomplete, inaccurate or misleading. Any modifications to specifications required after the Company has provided a quote will entail an extra charge being raised at a reasonable rate having regard to the nature of the modification.
4.1 Due to customer demand, if the preferred packaging is not available, an alternative will be offered. Additional charges may be incurred for special packaging requirements. Such requirements must be notified to the Company at the time of Order if the Customer requires agreement of a fixed price; otherwise the Company reserves the right to make a reasonable charge for such requirements.
4.2 Labels, boxes, cartons or other packaging purchased and stocked by the Company to meet special packaging requirements will be invoiced at their full stock value in the event that not all stocks are required by the Customer.
5.1 The Company will endeavour to meet any delivery time stated in a quotation or order acknowledgement. If an order is received from a customer by 3pm the Company will endeavour to despatch the ordered goods the same day. However, delivery dates and times specified by the Company are approximate only. Unless expressly agreed by the Company in writing, time is not and shall not be deemed to be of the essence of the contract. The Customer shall make all arrangements necessary to take delivery of goods whenever they are tendered for delivery.
5.2 If goods are sold and delivered to the Customer in instalments each delivery shall constitute a separate contract, and failure by the Company to deliver any one or more of the instalments or any claim by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the contract as a whole as repudiated. Further the Customer shall have no right of set-off against any monies due to the Company under this or any other contract.
6 Cancellations and Variation
6.1 No cancellation, suspension or variation by the Customer of any order accepted by the Company shall be valid unless agreed by the Company in writing and such agreement may only be given on terms which compensate the Company for any loss, costs, damages, charges and expenses thereby incurred by the Company, such compensation to be decided by the Company in its absolute discretion. In particular, the Company reserves the right to charge a handling fee for goods which are accepted back into stock for credit, although the Company’s claim in this regard may not be limited to this sum.
6.2 The Company reserves the right to make any changes in the specification of goods which are required to conform with any applicable safety or other statutory requirements or where the goods are supplied to the Customer's specification which do not materially affect their quality or performance.
7 The Price and Payment
7.1 The price to be paid by the Customer shall be the sum(s) shown by the Company's invoice(s) which shall be based on the sum quoted or the Company’s list price for the goods but which may take into account any increase in the cost of goods and materials, increased labour, transport, storage, fuel and power charges arising after the date of the quotation or contract or during the performance of the contract.
7.2 All other sums due to the Company from the Customer are payable on demand.
7.3 Where goods are delivered in instalments the Company may invoice each instalment separately and the Customer shall pay such invoices in accordance with these Terms and Conditions.
7.4 If the Customer is in default in paying any sum as and when it becomes due, the Company shall have the right to suspend all further deliveries until the default is made good and/or to cancel the contract so far as any goods remain to be delivered there under.
7.5 In the event that the Customer fails to pay any monies by the due date, the Company shall be entitled to charge interest on the outstanding monies both before and after Judgment from the due date to the date of actual payment at the rate of 4% over the base rate of [contact us] Bank from time to time in force. In addition the Company reserves the right in its absolute discretion to recharge discounts previously agreed on orders should payment not be made by the due date. The customer shall also indemnify the Company against expenditure on all costs of recovery including without limitation legal fees, costs and disbursements reasonably incurred.
7.6 The Company shall have a general lien on all and any goods for the time being under its control belonging to the Customer for all sums due and for all claims of every description by the Company against the Customer in respect of any order or account and if any sum or sums remain owing to the Company fourteen days after the Customer has been given notice in writing of the exercise of such lien the Company shall have the power to sell the whole or any part of such goods to discharge the same sums and claims and all expenses incurred in connection with the sale of the goods and any balance of the proceeds of such sale shall be paid by the Company to the Customer.
7.7 The Customer shall not in any event, until all monies due have been paid to the Company, be entitled to pledge, or in any way charge by way of security for any reason, any of the goods which remain the property of the Company, but if the Customer does so all monies due to the Customer shall become immediately due and payable without prejudice to any other right or remedy of the Company.
8 Title and Risk
8.1 The risk in goods sold to the Customer shall pass to the Customer so that the Customer is responsible for all loss damage or deterioration of the goods or a part thereof at the time of the tender or if the Customer wrongfully fails to take delivery of the goods when tendered or from the time when the same leave the premises of the Company (or the premises where the same were stored for or by the Company or to the Customer's order) save that if the goods are sold "ex works" and are not collected by the Customer by the due date for collection the goods shall be at the sole risk of the Customer thereafter. Where the goods are delivered by carrier/s any claims for loss or damage in transit must be made by the Customer against the carrier/s in accordance with any terms and conditions of business of the carrier/s.
Where the goods are hand delivered by the Company, the Customer must inspect and notify the loss or damage to the Company representative.
8.2 Title in the goods or any part thereof shall only pass to the Customer when payment in full therefore has been made and the Customer shall permit so far as it is able and shall use its best endeavours to assist any officer, employee, representative or agent of the Company to enter onto any premises where the goods may from time to time be situate and to repossess the goods at any time prior to title passing to the Customer and until such time as title passes the Customer shall hold the goods as the Company's fiduciary agent and bailee.
8.3 The Customer shall at all times until payment in full keep the goods separate from all other goods in the Customer's possession, clearly marked as the property of the Company and shall store the goods in a safe and proper manner. The Customer shall insure the goods at all times and account to the Company for any proceeds of any such insurance and the amount of such proceeds received by the Company shall be set off against the sum due for the goods or any part thereof outstanding. Any proceeds of such insurance shall at all times be kept separate from any and all other monies held by or on behalf of the Customer.
Subject as expressly provided in these Conditions and except where goods are sold or services provided to a person dealing as consumer within the meaning 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 permissible by law. In particular, the Company does not warrant the compatibility of its goods with any paper or other material used by the Customer in manufacture or used with any other of the Customer’s products.
If any distress or execution shall be levied on the Customer's property or assets or any part thereof, or if the Customer shall make or offer to make any arrangement or composition with its creditors generally or if the Customer:
(a) being an individual, commits any act of bankruptcy or if any Petition or Receiving Order in Bankruptcy shall be presented or made against him; or
(b) being a partnership, if the said partnership is dissolved for whatsoever reason or if any partner commits any act of bankruptcy or if any Petition or Receiving Order in Bankruptcy shall be presented or made against any partner or the partnership; or
(c) being a limited company, if proceedings are commenced for the liquidation of the Customer or if a meeting of creditors is called pursuant to Section 588 of the Companies Act 1985 or if a resolution is passed for the voluntary winding up of the Customer (other than a members voluntary winding up for the purpose of amalgamation or reconstruction only) or the appointment of an Administrator or if a Receiver is appointed of all or any of the assets of the Customer, or the Customer ceases, or threatens to cease, to carry on business then the Company shall have the right forthwith to determine all subsisting contracts whether remaining to be performed in whole or in part by serving written notice of such determination on the Customer, and all monies due to the Company shall become immediately due and payable.
11 Restriction on Liability
11.1 Should the Company be restricted, hindered, delayed in or prevented from carrying out its obligations under the contract by any circumstances whatsoever outside the Company's reasonable control including, without prejudice to the generality of the foregoing and without limitation, any act of God, war, riot, strike, lock-out, trade dispute or other labour disturbance, fire, flood, difficulty in obtaining workmen, fuel, materials or transport, government restrictions or the exercise of government authority, whole or partial failure of equipment or the Company's suppliers then the Company shall not be liable to the Customer for any loss or damage whether direct or indirect which may thereby be suffered by the Customer and furthermore the Company shall be at liberty to determine or suspend the contract without incurring any liability for any loss or damage resulting to the Customer. The apportionment of available goods between separate orders and separate Customers shall be entirely within the discretion of the Company.
11.2 The Company shall not in any event be liable for indirect or consequential loss or damage including without limitation loss of profits, of use, or of contracts arising out of the supply or failure of supply of goods or services by the Company (other than liability for death or personal injury resulting from the negligence of the Company) and whether arising in contract, tort or otherwise and in all other cases liability shall be limited to the contract price, and the' provisions of this sub-clause shall survive the termination of an order or contract however arising.
11.3 No liability for any other losses shall attach to the Company unless details of such losses are notified to the Company in writing within two days of the date of delivery or the date of the event giving rise to such loss if delivery is not accomplished. In cases of alleged non-delivery, claims must be notified to the Company within 7 days of despatch of the goods by the Company.
12 Applicable Law
These Terms and Conditions and the rights and obligations of the parties to the contract shall be governed, interpreted and construed solely in accordance with the Laws of England.
13.1 Any notice to be served on the Customer shall be duly served if delivered by hand or sent by first class post:
In the case of service on an individual or partnership, to his or their last known principal trading address or
In the case of service on a limited company, to its registered office for the time being.
13.2 Any notice shall be deemed to have been served: -
If delivered by hand, at the time of delivery;
If sent by first class post, on the second day after the date of posting.
14 Returned Goods
Goods cannot be returned by the Customer unless displaying a Customer Returns Number. Returned goods not clearly showing this number will not be accepted by our Goods-In Department.
The Customer wishing to return goods for any reason must first contact the Company’s Customer Services Department (between 10am and 4pm within 7 days of invoice date) to obtain a Customer Return Authorisation form. The Customer will be asked to provide invoice number and date, quantity, full reason for the return and appropriate evidence of defect. Subject to Company approval, a Returns Authorisation will be faxed or emailed to the Customer which is valid for 7 days only. The Customer is responsible for the return of the goods to the Company. The returns number must be clearly marked on all cartons or packages of goods returned to us. Each faulty product must be clearly marked with the defect and clearly associated with the evidence of defect. The issue of a goods returns number is not an agreement to credit.
Returns of unused product require prior approval.
The paragraph headings in these terms and Conditions are for identification purposes only and do not form part of these Terms and Conditions.
Guarantee of Product
The Company guarantees its products to be free from defects in material and workmanship. Liability under this warranty is limited to obligation to replace the product found to be defective under normal use and service.
The Customer must take in consideration that compatible ink cartridges/toners, remanufactured ink cartridges/toners and refilled ink cartridges/toners may damage the printer/copier. The Customer should seek advise from the manufacturer of the printer/toner as to the usage of such products. The Customer will take full responsibility when using such products and the Company shall not be liable in any form.
The Customer is responsible to adhere to the terms and conditions of the warranty set out by the manufacturer of the printer/copier.
The Company shall not be liable to the Customer if any damage or abnormal wear to a printer/copier that is claimed to have been caused by use of the Company’s product, could have been caused by goods not supplied by the Company used in the printer/toner before or after the use of the Company’s product.
The brands and trademarks owned by original equipment manufacturers (OEMs) which may be referred to on the Company’s literature, brochures, lists, quotations or other documents are referred to only for the purpose of identifying those OEM products that are compatible with those supplied by the Company
The Customer or anyone buying from InkVariety must read and understand these terms and conditions and agree to comply with them before any order has been made.