STANDARD CONDITIONS OF SALE OF JWTP JON WALKER TIMBER PRODUCTS LIMITED
- All quotations are made and all orders are accepted subject to these conditions. In the event of any inconsistency between these conditions and the Customer’s conditions of purchase or supply, these conditions shall prevail.
- The written contract comprised by the Company’s quotation (incorporating these conditions) any agreed special conditions, the Customer’s order and the Company’s confirmation of order constitute the entire agreement between the Company and the Customer and may only be varied in writing signed (in the case of the Company) by one of its Directors or under the authority of a Director. All previous verbal or written negotiations or representations by or on behalf of the Company or the Customer are superseded.
- No person in the employment or acting as agent for the Company has any authority to vary the terms and conditions of this agreement in any way whatsoever.
- All sizes quoted are approximate.
- The interpretation, formulation and operation of this contract are subject to the jurisdiction of the English Courts.
2.1 Goods will be delivered to the location specified in the Customers order. The Customer must provide at its own expense suitable
access to the delivery point on hard standing, and its own personnel for the unloading of the vehicle(s).
- Unless specifically agreed in writing, any date for delivery specified by the Company is an estimate only and any failure to deliver
goods by that date shall not constitute a breach of contract or negligence, nor shall the Company be liable for the consequences of delay.
2.3 If a Customer fails to take delivery from the Company, or if access is unsuitable or the Customer’s personnel are not available to
unload the vehicle, so that the consignment is returned to the Company’s works a charge will be made by the Company for
handling and storage of the goods (at the rate of 2.5% invoice price per week) and the Customer will be liable for wasted and/or
additional transportation costs incurred by the Company.
- Delivery of 10% more or less in quantity of goods ordered shall be a good delivery: a pro-rata charge or allowance at the contract
price being made to cover any such difference in quantity.
Risk shall pass to the Customer and the Customer is responsible for all loss, damage or deterioration to the goods:
- If the Company delivers the goods by its own transport – at the time when the goods are off loaded at the place of delivery; or
- If the Company does not itself effect delivery – when the goods leave the Company’s premises; or
- (In the case where the Customer is to collect the goods, and if earlier) – 7 days after notification by the Company that the goods are ready for collection. Any storage of goods on the Company’s premises after the expiry of this period of 7 days at the Customer’s risk.
- RETENTION OF TITLE
- Title to goods sold by the Company does not pass to the Customer until the invoice price, and any other money which is due and
payable by the Customer to the Company at the date of this agreement, has been paid in full. If the Customer re-sells the goods before the invoice price has been paid, then the Company has the right to the proceeds of sale or a part of the proceeds sufficient to discharge the invoice price of the goods which the Customer agrees to hold in trust for the Company.
- The Customer shall permit the employees or agents of the Company to enter the Customer’s premises to repossess goods subject to
this retention of title. In the event of the goods being at the premises of a third party by the direction of the Customer then the Customer shall, if required by the Company, remove the goods and return them to the Company immediately.
- Until such time that the Customer becomes the owner of the goods, he will store them on his premises separately from his own
goods or those of any other person, in a manner which makes them readily identifiable as the goods of the Company and shall make no alteration or defacement of any identifying marks thereon.
- The price quoted by the Company is at its ex-works current price. The Company reserves the right to revise the contract price of
the goods at the date of despatch to take account of increases in costs including (without limitation) wages, materials, transport, and overheads between those prevailing at the date of the contract and those at the date of despatch.
- In the event of any alteration being required by the Customer in the design or specification the Company shall be entitled to make
an adjustment of the contract price corresponding to such alteration.
- All prices are subject to VAT at the rate applicable at the tax point.
- Unless otherwise agreed by the Company in writing, the terms of payment shall be net 30 days cash due and payable not later
than 30 days from date of invoice.
- Each consignment shall be separately invoiced and paid for. If the Customer fails to pay an invoice on the due date the
Company may suspend deliveries of any other goods to the Customer.
- Payment is due in full on delivery of the goods, or on the expiry of any agreed extended payment period. If the price is payable by
instalments and any amount is not paid on the due date the whole outstanding balance becomes immediately due and payable. once the price (or any part of it) has become due and payable, it is recoverable by action, notwithstanding the retention of title provision contained in these conditions.
- Interest is chargeable on a day to day basis at the rate (as well after as before any judgement) of 4% in excess of the Base Rate for
the time being of NatWest Bank plc.
- The Customer shall have no claim for shortages or defects unless:
- The Customer inspects the goods and a written complaint specifying the shortage or defect is made to the Company within 3
Days of delivery of the goods (in the case of shortage, or visible defects) or as soon as possible after discovery of the defect (if
It was not visible at the time of delivery): and
- The Company is given an opportunity to inspect the goods and investigate any complaint before any use is made of the goods.
- Notwithstanding the periods provided in condition 7.1 for making claims the Company will not accept responsibility for notifying
Carriers of, nor will it have any liability to the Purchaser for, any claim for shortage or defect, or for any loss, damage, delay in transit, miss-delivery or non-delivery, unless the Customer puts the Company in possession of relevant information in reasonable time for the Company to comply with the claims procedures under the carrier’s conditions current at the commencement of transit.
- The Customer shall not be entitled to any claim in respect of any repairs or alterations to goods undertaken by the Customer
without prior specific written consent of the Company nor in any respect of any defect arising by reason if fair wear and tear or damage due to misuse.
- Subject to the Unfair Contract Terms Act 1977, all implied terms conditions and warranties are excluded and the Company’s
liability in relation to any claim (whether for breach of contract or in tort) shall not, in any circumstances exceed the invoice price
of the goods, nor shall the Company be liable for any consequential or indirect loss or damage.
- In the event of the condition of the goods being such as would (subject to these conditions) entitle the Customer to claim damages
or to repudiate the contract the Customer shall not do so immediately but shall first ask the Company to repair or supply satisfactory substitute goods. The Company shall be entitles at its option to repair or take back the defective goods and to supply satisfactory substitute goods free of cost within a reasonable time. If the Company does so repair the goods or supply satisfactory goods the Customer shall be bound to accept such repaired or substituted goods in complete satisfaction of any claim.
- If the Customer shall become bankrupt or insolvent or compound with creditors or in the event of a resolution being passed or
Proceedings commenced for the liquidation of the Customer) other than for a voluntary winding up for the purpose of reconstruction or amalgamation) or if a Receiver or Manager is appointed of all or any part if its assets or undertaking the Company shall be entitled to cancel the contract in whole or in part by notice in writing without prejudice to any rights of remedy accrued or accruing to the Company.
9.2 The Customer acknowledges that before entering into the agreement he has expressly represented that he is not insolvent, has not
Committed any act of bankruptcy or knows of no circumstances which would entitle a debenture holder or secured creditor to appoint a Receiver or petition for a winding up of his Company or exercise any rights over or against the Company’s assets.
- FORCE MAJEURE
The Company shall be under no liability if it is prevented from carrying out any part of its agreement for any cause beyond its control.
Written notices given by the Company to the Customer or by the Customer to the Company shall take effect two days after being despatched by pre-paid first class post to the address stated in this agreement.
- CANCELLATION AND VARIATION OF ORDERS
orders may be cancelled in whole or in part or varied by the Customer only with the written consent of the Company and the Company reserves the right to make reasonable charges to cover expenses and losses incurred. In the case of partial cancellation or variation of an order being accepted by the Company, the Company reserves the right to revise its prices and to make reasonable charges to cover expenses and losses incurred.