In these Conditions of Supply all references to:
(i) “Seller” are to “EBCO Limited” (No.07176978) 5 Pegasus House,Olympus Avenue,Warwick CV34 6LW
(ii) “Buyer” are to the person, firm or company by whom the order is given to the Seller.
(iii) “goods” are to the goods which are the subject of the order.
(iv) “services”are to the services which are the subject of the order.
(v) “supply” are to the supply for such goods and/or services.
2. Entire Agreement
2.1 All contracts for supply shall be deemed to incorporate these Conditions which represent the complete agreement of the Seller and Buyer with regards to the supply except as otherwise specifically agreed in writing by the Seller (“the contract for supply). These conditions shall
override any terms and conditions stipulated, incorporated or referred to by the Buyer in any order, correspondence, negotiations or any other way.
2.2 Catalogues, price lists, advertisements and other published information are only indications of the type of products and services available
and shall not form part of the contract for supply or any other contract with the Buyer nor be considered an offer, a collateral warranty or a representation inducing the same.
3. Acceptance of Orders
3.1 No order on the Seller will be effective until the Seller has sent an official Order Acknowledgement to the Buyer. If the quotation provided by the Seller specifies that it is a bid in response to an invitation for bids the order or award shall constitute acceptance of the bid in accordance with the terms specified by the Seller.
3.2 Accepted orders are not subject to cancellation except upon (i) the written approval of the Seller and (ii) the payment of a fair and equitable charge to the Seller based upon the actual cost incurred by the Seller in respect of the order to the date cancellation is received and approved.
4.1 Where the Seller sells goods or performs services which are not it’s standard specification, in preparing and submitting a specification and/or written acceptance of the Buyer’s order the Seller relies upon the Buyer supplying all necessary relevant and accurate particulars and information. Any errors or omissions contained in such particulars and information supplied at any time resulting in any loss or damage to the Buyer shall be the Buyers’s sole responsibility.
4.2 Any drawings, illustrations, specifications or other material submitted by the Seller to the Buyer remain the property of the Seller and must not be communicated to a third party without the written permission of the Seller. A prospective Buyer has no right to disclose any information contained therein to a third party without the written consent of the Seller.
5. Price and Payment Terms
5.1 The price and terms of payment for the supply shall be set out in the Seller’s Order Acknowledgement Form and will be held for 30 days.
5.2 The Seller reserves the right by notice given at any time before delivery of the goods or performance of the services to vary the price if there is any increase or decrease in the Seller’s general price list appertaining to such or similar goods or services or if there is any increase in the cost to the Seller due to any factor beyond its control, any change in delivery dates, quantities or specification of goods which is requested by the Buyer or any delay caused by the Buyer’s instructions or failure to provide adequate information. Time of payment of the price shall be the essence of all contracts for supply.
5.3 Unless otherwise agreed in writing or set out in the quotation the Seller’s prices do not include delivery charges. Where the Seller agrees to deliver the goods the Buyer will pay for the cost of transport, packaging and insurance.
5.4 All Customs and Excise duties import and/or export duties and all taxes, tariffs and surcharges of any nature whatsoever now or hereafter levied or imposed in any country or territory either directly or indirectly in respect of the supply shall be borne by the Buyer and except as stated in the Order Acknowledgement Form are included in the prices therein stated save for goods sold outside the UK.
5.5 The selling price of imported goods is based on exchange rates in effect at the date of the Order Acknowledgement Form and may, without prejudice to the provisions of Clause 5.3 above, at the Seller’s discretion be increased to compensate for currency fluctuations.
5.6 Except as otherwise specified in writing by the Seller or this Condition payment for the supply shall be due in full pounds sterling within four days of the issue of the Seller’s invoice.
5.7 The Seller reserves the right to suspend further deliveries or performance and/or to cancel allowance of further credit in the event of any payment not being made when due or if the Seller considers the financial circumstances of the Buyer have ceased to justify the terms allowed.
5.8 If the Buyer fails to make payment on the due date then, without prejudice to any other right or remedy, the Seller can:
(i) cancel the contract and suspend further deliveries to the Buyer (ii) appropriate any payment made by the Buyer to such of the goods (or the goods supplied under any contract) as the Seller thinks fit (iii) charge the Buyer interest (both before and after any Judgment) on the amount unpaid at the rate of 5% above the Seller’s bank’s base rate from time to time or the statutory rate of interest payable on judgment debts whichever is the greater. The Seller reserves the right to claim interest under the Late Payment of commercial Debts (Interest) Act 1998