Global Commercial
Refrigeration Distributor
Terms and Conditions of Sale
1. Definitions- In these conditions:
a. “The company” means APJ European Supplies Ltd
b. “The Buyer” means any company, firm, individual or agent thereof to whom the Company’s acknowledgement of order, delivery note or invoice is addressed.
c. “The Goods” means the products (including any parts and accessories) or materials to be supplied by the Company.
2. Applicability of Conditions- The Company concludes contracts for the supply of Goods subject only to these conditions. The buyer accepts that these Conditions shall govern relations between itself and the Company to the exclusion of any other terms including, without limitation, conditions and warranties written or oral express or implied even if contained in any of the Buyer’s documents which purport to provide that the Buyer’s own Terms shall prevail. No variation or qualification of these Conditions or of any quotation or contract arising here from shall be valid unless agreed in writing by a Director of the Company.
3. Representations- The terms of the Contract consist of those contained in these Conditions of Sale. The Buyer shall not be entitled to rely on any other representations, statements or warranties whatsoever unless specifically confirmed by the Company in writing to the individual Buyer.
4. Prices and Payment-
a. Prices contained in the Company’s price lists and catalogues are for general guidance only.
b. Unless otherwise agreed the prices are ex point of delivery, excluding insurance. VAT will be charged in the statutory amount for all relevant deliveries.
c. Unless otherwise agreed in writing the invoiced amount is due, in full, 30 days from receipt of invoice.
d. Payment is to be made, in the invoiced currency, free of charges, by cheque or direct transfer methods to the Company’s bank account.
e. If in the reasonable opinion of the Company the credit rating of the Buyer becomes unsatisfactory prior to the delivery or if the Buyer fails to perform or observe any obligations on its part to be performed under this or any other Contracts made with the Company the Company shall be entitled at it’s discretion to delay delivery of the goods until the payment thereof is rendered by the Buyer or until such obligations are duly performed or observed or by notice in writing to the Buyer unilaterally to cancel the Contract for the supply of goods.
5. Delivery-
a. Delivery will be affected by the Company at the Buyer’s premises or to such other place as is mutually agreed. The Goods shall be at the Buyer’s risk on either entry on to the Buyer’s premises or on being placed into the custody on the Buyer’s behalf and should be insured accordingly.
b. Notwithstanding the method of delivery the Buyer shall carefully examine the Goods on receipt of the same and shall give the written notice of any short delivery or over delivery which must be received by
the Company within 7 days of receipt of the Goods and in the case of any defects reasonably discoverable on careful examination written notice must be received by the Company within 10 days of receipt of the Goods.
c. In the event that the Company and the Buyer agree to transfer the Goods by a method other than delivery effected by the Company, then the risk of loss or damage of any kind in the Goods shall pass to the Buyer whichever of the following events occur earlier:- (i) collection by or on behalf of the Buyer or buy an independent carrier for despatch to the Buyer. (ii) 7 days from the date of notice given by the Company that the Goods are ready for collection or despatch. If the Goods shall not have been collected by or on behalf of the Buyer or by an independent carrier for despatch to the Buyer within 7 days of the Company’s written notice pursuant to sub paragraph (iii) (b) herein then the Company may at any time thereafter send to the Buyer a further notice notifying the Buyer of the Company’s intention to sell the same after expiration of a period of not less than 7 days from the date of notice.
d. If the Buyer neglects to serve notice under sub-paragraph (ii) above any over delivery then the Company may at its option either repossess the excess Goods or invoice them and be paid for forthwith by the buyer for the excess Goods at the price ruling at the date of delivery.
e. The Buyer shall pay to the Company in addition to the purchase price charges properly incurred by the Company in connection with the carriage of Goods ordered when the Goods ordered are valued at under £250 and/or are to be delivered to Northern Ireland, Eire and other export destinations. Goods valued at £250 and more are supplied free of carriage if delivered to the United Kingdom mainland only.
6. Limitation- The Company shall in no circumstances be liable: (i) for any consequential or specified loss or damage or claim by the Buyer including without limitation, delay, detention, loss of production, loss of profit, loss of time, charges or liability to third parties; (ii) for any loss or damage in excess of the contracted price (or in the case of defect in a part only then the cost of manufacture of such a part) and these limitations will apply (even in the case of breach of fundamental term of repudiation by the Company and) even if further performance of the contract is frustrated.
7. Laws and Interpretation- The contract shall be governed by English Law and the Buyer shall submit to the non exclusive jurisdiction of the English Courts. If any of these conditions or any part thereof is rendered void or unenforceable by any legislation to which it is subject or by any rule it shall be void or unenforceable to that extent and no further.