In these conditions the expression "the Company" means Addstone (UK) Limited
(i) All orders are subject to the approval of the Company which shall have an absolute discretion to accept or reject any order.
(ii) All orders are subject to these terms, which shall prevail over any terms proposed by the Purchaser.
(i) Orders are accepted only at prices current at the date of delivery. Quotations are subject to variation due to changes in circumstances including labour costs, fuel or raw materials and are subject to withdrawal without prior notice from the legal liability on the Company.
(ii) Part Orders - The Company shall not be bound to accept orders for part only of a total quotation.
3. Delivery Dates
(i) Any date, for delivery named by the Company is an estimate only, and the Company shall not be liable for consequences of any delay. Every effort will be made to deliver in accordance with the dates endorsed on Order Acknowledgements but it is impossible for the Company to guarantee these dates and no claim will be entertained in respect of late delivery.
(ii) In the event of a Purchaser failing to arrange collection of goods or refusing to accept delivery, the Company shall be at liberty to invoice the Purchaser for such goods and failure to settle such invoice within 30 days of the same being rendered shall entitle Company to dispose of the goods as best it can giving credit to the Purchaser for any proceeds of sale received whereafter the Purchaser shall remain liable to the Company for any balance owing upon the invoice but the Company shall not be accountable to the Purchaser for any surplus should the amount raised on disposal of such goods exceed invoice value.
(i) The Purchaser shall notify the Company at the time of placing an order if it wishes to arrange collection of the goods itself, or arrange the delivery of the goods by an independent carrier to the premises specified by the Purchaser in its order.
(ii) If the Purchaser arranges collection of the goods, delivery to the Purchaser shall take place at the Company's works on the Purchaser or its agent being permitted to take possession of the goods. If the Company arranges delivery of the goods, delivery shall take place at the entrance to the premises specified by the Purchaser in its order.
(i) Where the Company arranges transport of the goods by road, the following terms shall apply:-
(a) Delivery shall only be required to be made on hard roads.
(b) Prompt assistance shall be given by the Purchaser to the lorry driver in unloading goods, failing which the Company may make reasonable charge for excessive delay in waiting time. The Company shall not be responsible for damage incurred in unloading goods by unorthodox methods such as tipping, lifting pallets by chains or slings etc.
(c) Prices charged include a charge for loading of motor vehicles at the Company's works and a separate charge shall be made for delivery to the premises specified, but the responsibility for and cost of unloading shall be born by the purchaser.
(d) The Company shall use all reasonable efforts to ensure prompt delivery and shall inform the Purchaser of any circumstances giving rise to delay in delivery.
(ii) Where the Purchaser arranges collection of the goods from the Company, the Company shall notify the Purchaser when the goods are ready for collection , but shall not be responsible for any delay in transporting the goods after they have been despatched from the Company's works or for any damage occurring to the goods in transit.
(iii) Where goods are supplied on returnable pallets these will be charged, and credit will be given if returned within one month.
In submitting any sample of the goods to the Purchaser, the Company warrants only to give a general indication of the quality, colour and/or type thereof and does not in so doing constitute any subsequent sale a sale by sample.
7. Risk and Property
Subject to Condition 18, risk and property in the goods shall pass to the Purchaser:
(i) When collected by or on behalf of the Purchaser from the Company's works, on delivery to the Purchaser or its agent to take possession of the goods.
(ii) When delivered by road by or on behalf of the Company to premises specified by the Purchaser, on delivery to the entrance to those premises.
(iii) Until the date of payment, Purchaser, if Company so desires, is desired to store this material in such a way that it is clearly the property of the Company, the Company and Purchaser agree that, if Purchaser should make (a) new object(s) from the material, mixes this material with (an) other object(s) or if this material in anyway whatsoever becomes a constituent of (an) other object(s) as surety of the full payment of what Purchaser owes the Company. To this end the Company and Purchaser now agree that the ownership of the article(s) in question, whether finished or not, are to be transferred to the Company and that his transfer of ownership will be considered to have taken place through and at the moment of the single operation or event by which the material is converted into (a) new object(s) or is mixed with or becomes a constituent of (an) other object(s) or is mixed with or becomes a constituent of (an) other object(s). Until the moment of full payment of what the Purchaser owes the Company, Purchaser shall keep the object(s) in question for the Company in his capacity of fiduciary owner and, if required, shall store this (these) object(s) in such a way that it (they) can be recognised as such. Nevertheless, Purchaser will be entitled to sell these objects to a third party within the framework of the normal carrying on his business and to deliver them on condition that - if the Company so requires - Purchaser, as long as he has not fully discharged his debt to the Company, shall hand over to the Company the claims he has against his buyer emanating from this transaction.
8. Packing Charges
In case of special orders, the Purchaser will be notified in writing when supplementary packing charges are applicable and the Purchaser shall have the right within seven days of any such notification to make its own arrangements for the collection of the goods, in which case the Purchaser will be solely responsible for packing and loading the goods.
Quantity, colour, shape, size and texture of the goods must be checked by the Purchaser or its agent at the earliest opportunity after delivery. Any objections on the grounds of incorrect quantity, colour, shape, size or texture be notified to the Company before the goods are used or incorporated in any structure and in any event within thirty days of delivery. The Company reserves the right not to accept responsibility for any delivery which has been made and which is incorrect by reason of incorrect quantity, colour, shape, size or texture of goods. No guarantee can be given against slight surface crazing or the phenomenon of efflorescence which may cause a temporary lightening to the colour of the stone.
10. Positioning of Goods
The Company shall have no responsibility and no liability whatsoever where the goods are placed in position otherwise than in accordance with the relevant code of practice. The Purchaser will, at the Purchaser's sole expense, defend, save harmless and indemnify the Company against all or any liabilities, expenses, damages and claims arising out of failure, by the Purchaser or by any other person other than the Company, to place the goods in position in accordance with the relevant code of practice.
No goods may be returned for credit except by special arrangements with the Company and any attempt to do so will be entirely at the Purchaser's risk. A 35% handling charge will be made on all returns, and transport cost remain the purchaser's responsibility.
All accounts are payable by the end of the month following a date of invoice and are nett. The Company reserves the right to stop further supplies if these terms of payment are not observed and to charge interest on all overdue accounts at a rate equal to 2% over and above the minimum lending rate of the Company's bankers.
13. Supply of plans to the Company
Where the Purchaser submits plans and specifications for the goods to the Company, quotations are made in accordance with such plans and specification. The Company shall not be under any obligation to check or verify the accuracy or adequacy of any such plans or specifications. The Purchaser guarantees the accuracy of all dimensions contained in such plans and specifications and will indemnify the Company against any loss arising directly or indirectly from any error, inaccuracy, omission or other fault on the part of the Purchaser or of the person, firm or company responsible for the preparation of such plans and specifications.
14. Preparation of drawings by the Company
Where the Purchaser supplies such plans and specification the Company may prepare shop drawings for the goods and shall, within the time (if any) specified in the job schedule (if any) submit such drawings to the Purchaser for procurement of the written and signed approval thereof from the architect and/or general contractor of the project. The Purchaser shall, within such time as may be specified, return to the Company the said drawings containing such approval as aforesaid and the Company shall make the goods in accordance with such approved drawings. The Company shall have no responsibility for or with respect to the adequacy of such drawings after they have been approved as aforesaid.
Notwithstanding any other provision herein, the Purchaser shall indemnify and reimburse the Company for any losses incurred by the Company as a result of any delay in any delivery schedule agreed upon by the parties which is caused by any delay in furnishing to the Company of such drawings as aforesaid.
16. Purchaser's failure to take Delivery
If the Purchaser fails to take delivery of the goods in accordance with the delivery schedule (if any) agreed upon by the Company and the Purchaser and such goods are ready for delivery to the Purchaser and the Purchaser's failure to take delivery is not excused under Condition 3, all risk of loss of, damage to and deterioration of such goods shall pass to the Purchaser upon the dates of delivery specified in the delivery schedule.
17. Responsibility for structure
The Company shall have no responsibility or liability whatsoever with respect to the adequacy of the design of the structure in which the goods supplied by the Company will be used, and the Purchaser will, at the Purchaser's sole expense, defend, save harmless and indemnify the Company against all liabilities, expenses or damages and claims arising out of any proved or alleged inadequacies.
18. Warranties made by the Purchaser
No warranty, express or implied, made by the Purchaser.
In case of consumer sale, these conditions shall have effect only in so far as is consistent with the consumer's statutory rights.