DEFINITIONS
1. Any reference to Company/Seller/We/Us
shall mean Quill Exhausts Limited (Company No. 05600139)
of Unit 18, Golborne Enterprise Park, Kidglove Road,
Golborne, Warrington, WA3 3DP United Kingdom (Registered
Office) who sell or supply specialist motor equipment
and accessories in the course of their trade or business.
2. Any reference to You/Buyer/Purchaser
shall mean any person, sole trader, partnership, business,
body corporate or other entity detailed in the appropriate
section of the sales invoice/order form and shall include
all successors, heirs and assigns. Where the Buyer purchases
in the course of a trade, profession, vocation, hobby
or sport (where the buyer is a specialist or enthusiast),
it is agreed that such a buyer shall mean a trade buyer.
Where a person deals entirely as a consumer, statutory
rights shall remain unaffected. Where the term buyer
appears within these terms it shall mean both trade
and consumer buyer/purchaser unless specified as relating
to a trade buyer or consumer buyer individually.
3. Goods or equipment ordered
shall mean the items detailed in the appropriate section
of the sales/order form and it shall be a core term
of this agreement that all additional parts, connecting
components or ancillary items, not detailed within the
sales order form, shall be additional to this agreement.
4. Price shall mean the consideration
due for purchase and shall exclude VAT, which shall
be added (for applicable purchases) at the prevailing
rate prior to order confirmation by the Buyer. All Buyers
within the EEC shall be liable for VAT unless VAT registered
within the EEC whereupon the Buyer shall include, prior
to any order placed, Company documentation which must
contain a valid VAT registration number. For all Buyers,
certain other duties or levies may be applicable to
any purchase which shall be identified prior to order
confirmation by the Buyer. Such taxation price indications
shall be in relation to the taxation liability of the
Company within the United Kingdom only and shall not
include any liabilities of the Purchaser who shall remain
liable for any levies or duties placed upon orders within
originating Countries. For Purchasers outside the EEC,
VAT shall not be applicable. In respect of all contracts
outside the United Kingdom, certain local taxes or import
levies may be charged by originating Countries which
are not within the control or liability the Company.
Purchasers should note that prices quoted may vary during
the currency of brochures (upwards or downwards) and
current prices are quoted at the time of order.
5. In respect of orders placed
via the Internet, such orders shall be mere offers to
purchase and shall not be accepted or binding upon the
Company until confirmed or acknowledged in writing by
the Company by means of invoice or statement. Order
acknowledgement shall not amount to confirmation of
order and the Company reserve the right to refuse any
offer to purchase prior to written confirmation.
GENERAL
6. "Working day" shall mean any day excluding
Saturdays, Sundays and public holidays.
7. These conditions shall apply
to all of the company's quotations and contracts, orders
(including telephone, facsimile transmittal, postal
and internet orders) for the sale or supply of goods
accepted by the company. For the trade buyer, any other
terms or representations, whether implied by statute,
made prior to, collateral with or subsequent to the
contract or order are hereby excluded and shall not
be binding upon the company. For the consumer buyer,
representations shall only be binding upon the company
if confirmed within the order form or other acknowledgement
from the Company.
8. Brochure descriptions, Web
Site information and samples on display are indicative
only and any specifications, weights, measurements and
technical data (whether relating to performance or otherwise)
have been prepared by manufacturers and are for guidance
only. Buyers are therefore required to check current
specification, colours, weights and measurements with
manufacturers or the Company, prior to order, as manufacturers
may alter specifications to improve products. Manufacturers
also reserve the right to amend specifications, without
notice, in order to improve products or where amendment
becomes necessary and the Company shall endeavour to
inform the Purchaser of any such amendment or change.
9. The company reserves the right
to amend technical or clerical errors in any order without
notice. In addition, the buyer shall ensure that all
details contained within the order are correct prior
to submission to the Company. Subsequent to delivery,
the Company shall accept no liability for any error
or inaccuracy in order unless notified of such error
within seven days of delivery/receipt of any document
containing the said error.
GUARANTEES
10. All guarantees for products are provided entirely
by the manufacturers/UK importers and are subject to
terms contained therein. Purchasers are reminded to
complete and return all warranty cards/documents upon
receipt of goods where appropriate.
LIMITATIONS UPON LIABILITY
11. Advice given by agents or servants of this company
during telephone/Internet orders is based entirely upon
information given by the purchaser with no inspection
undertaken. As such, all advice given is indicative
only and all such advice should be checked by the purchaser
prior to order. Where advice is given after visual inspection
by agents or servants of this company, such advice shall
amount to an opinion only. Additionally, goods supplied
are supplied only to correspond to the purpose for which
goods of that kind are commonly supplied and not alternative
uses to which they may be put. No liability for failure
can be accepted by this company for such alternative
use, amendment or modification.
12. For trade buyers, the company
is hereby excluded from any liability, howsoever arising,
in respect of any express or implied condition, warranty
or term, statement, representation whether statutory
or otherwise, relating to the goods supplied. The trade
buyer accepts that he is best placed to insure against
losses which arise by virtue of any breach of this agreement
and warrants that he carries adequate insurance in this
respect.
13. Goods ordered by the Buyer
may not be compatible with vehicles which have been
modified, adapted or altered. Where goods ordered by
the Purchaser are not compatible by reason of modification,
adaptation or alteration, the Company may accept such
goods back into stock entirely at its discretion, and
shall either issue a refund or credit to the purchaser
except where goods are specifically ordered for the
purchaser where no such refund or credit will operate.
14. Where goods purchased by
the buyer are alleged to be defective, the purchaser
agrees to return such goods to the seller for inspection
and report (without the seller replacing the said goods
prior to such inspection). The purchaser also accepts
that it is reasonable to inform the seller of any interruption,
defect or other failure prior to contacting independent
third parties or incurring expense and, in addition,
to allow the seller to remedy the defect, failure or
interruption. Parts modified or adapted by the purchaser
shall no longer be warranted by the manufacturer nor
shall the Company be liable for any failures resulting
subsequent to modification as a result of such modification.
15. Competition goods are supplied
for specialist use and are subject to extreme heat and
stress whilst in use. Life expectancy and durability
are greatly reduced and purchasers should note that
any claim for failure/wear shall not be entertained
by the Company and it is agreed that such use shall
be a relevant circumstance for the Sale of Goods Act
1979 (as amended). In addition, parts connected to parts
supplied by this company may be placed under stress
where specialist/competition parts are used, and purchasers
should take advice from experts prior to purchase. Manufacturers
may also limit guarantees when components are installed
for competition use.
16. Where goods are defective,
incorrectly supplied, delayed or otherwise in breach
of the implied terms of the buyers statutory rights,
all losses which result from loss of competition points,
awards, loss of entry fees or other similar losses,
are excluded and shall not be reclaimable from the Company.
In addition, the company shall accept no liability for
death or personal injury unless caused directly by the
Companies own negligence.
17. No liability is accepted
by the company where purchasers attempt to modify or
install components supplied where it is known or ought
reasonably to be known to the Purchaser that the part
supplied is incorrectly supplied or otherwise not in
accordance with the order.
18. The company accepts no liability
in respect of failure to supply or other interruptions
caused by matters beyond the reasonable control of the
company, including but without limitation, strikes,
lockouts, civil disputes, acts of God, war or actions
by third parties.
19. Notwithstanding any other
provision of this Agreement, nothing in this Agreement
shall confer a benefit on any person or persons not
named as the purchaser herein (for the purposes of the
Contract (Rights of Third Parties) Act 1999 or for any
other purpose).
PAYMENT TERMS
20. Quotations are given on the assumption that no variation
in the price will be made by the manufacturer/sole importer
and that Government levies remain unaltered. In the
event of such changes, the trade buyer shall be liable
for the full cost of any change without notice from
the Company. A Consumer Buyer shall be contacted by
the Company and consent for any price increase obtained.
Where no such consent is obtained, the Consumer Buyers
agreement to purchase shall be treated as cancelled.
Buyers are hereby informed that calling down of smaller
quantities of material than ordered may increase the
overall price per unit, there being reduced economies
of scale in order. The resultant additional cost shall
be the buyers.
21. Unless otherwise stipulated
within the sales invoice/order form, all accounts are
payable with order or otherwise in accordance with the
terms of the trade buyer's credit account. Where default
occurs in payment by the trade buyer, default interest
shall become payable in accordance with the Late Payment
of Commercial Debts (Interest) Act 1998 at the maximum
rate permissible thereunder or in accordance with the
credit terms agreed or, where the buyer is a consumer,
at 2% above the base rate of the Barclays Group PLC.
TITLE AND DELIVERY
22. Ownership or Title to the product shall not pass
to the buyer until the company has received payment
in full. In the event that sums owing in respect of
other items ordered remain due, apportionment by this
company shall take place without prejudice to the right
to retain title or ownership in respect of all goods
ordered.
23. Delivery times will be quoted
at time of order and all times given for despatch or
delivery are approximate and time shall not be of the
essence. The buyer agrees to give 20 days in any written
notice making time of the essence, such notice to commence
subsequent to the last time for delivery quoted by the
Company. The Buyer further agrees to accept full liability
in respect of delayed or late delivery or dispatch prior
to the expiry of any such notice. In respect of special
order goods, the buyer acknowledges that further delays
may occur and allows the company 30 days in any written
notice, such notice to commence subsequent to the last
time for delivery quoted by the Company. In any event,
delivery times are approximate and variable. When delivery
is effected to the purchaser directly or to an independent
delivery contractor as agent for the purchaser, risk
shall pass to the buyer immediately.
24. The Buyer is required to
notify the company, in writing, of any shortage, misdelivery
or other discrepancy immediately, or at the latest within
seven days of such shortage, misdelivery or failure,
thereafter the buyer shall be liable for any such discrepancy.
Where delivery is effected to the buyers own independent
delivery contractor, loss or damage in transit claims
should be made directly to the carrier. The company
will assist purchasers in making their claim. Buyers
should retain all packaging in the event of a claim
or return within the terms of this agreement.
25. Delivery and packing prices
indicated within the Companies Brochures and Internet
Site are subject to change and will be confirmed at
the time of order. Buyers outside the United Kingdom
and Europe shall be quoted approximate prices for delivery
and packing prior to order confirmation. If required
the Company shall quote for delivery and packing in
such instances and confirmation of acceptance shall
be required from the Buyer prior to acceptance of order.
CANCELLATION OF ORDERS AND LIABILITY
26 Clauses 27, 28, 29 and 30 below shall only apply
to a person who purchases goods as a consumer buyer
and is resident within European Economic Community where
rights which accrue by virtue of the Consumer Protection
(Distance Selling) Regulations apply.
27. A Consumer Buyer shall have the right to cancel
any contract for goods made by means of distance communication,
in accordance with these Terms and Conditions, within
seven working days of delivery of the goods. Special
order goods shall not be returnable under the terms
of this clause. A hand made exhaust product supplied
by Quill Exhausts Ltd is classed Special order goods.
Cancellation of the contract can be effected by service
of a Written Notice signed by the Consumer Buyer which
details clearly the Companies Sales Order Number and
the name and address of the Consumer Buyer, and delivered
by post to the Company's registered office. All order
cancellations will be subject to a fee of 25% of the
total order value.
28. If a Written Notice of Cancellation is received
by the Company in accordance with clause 26 the Consumer
Buyer shall become liable to return the goods to the
Company forthwith, to such address as directed by the
Company in their original packaging (and without having
been installed or used and with all relevant seals and
enclosures intact) and at the consumer buyer's sole
expense.
28. If the Consumer Buyer fails to return the goods
in accordance with clause 27 within 7 days of the cancellation
of the contract, the Company shall be entitled to collect
the goods from the consumer buyer and to recover any
reasonable costs involved in such collection from the
consumer buyer.
29. The Company shall then effect a refund of any monies
owing to the consumer buyer in respect of the goods
within 30 days from the date of cancellation or receipt
of goods by the Company. Such a refund will be subject
to any set off of monies to which the Company is entitled
under clause 28.
30. Goods purchased and delivered to the buyer otherwise
than by means of distance communication (including a
Trade buyer) may be returned to the Company in original
packaging (and without being installed or used and with
all relevant seals and enclosures intact) for credit
within 7 days of receipt by the buyer, subject to a
restocking charge of not less than 25% of the value
of the order. Credit shall be subject to the buyer producing
proof of purchase. Special order goods shall not be
returnable by virtue of this clause.
31. The Trade Buyer shall indemnify the company against
all actions, claims, demands, penalties and cost brought
by or incurred by third parties or this company in tort,
contract, infringements of or alleged infringements
of patents or registered designs or otherwise arising
in connection with the goods or their delivery or unloading
or with work done by the company in accordance with
the buyers specifications.
32. The Buyer confirms that he shall comply with any
or all rules and instructions relating to installation
and use of the product concerned and fully accepts that
any loss which results from forced, misdirected, inappropriate
or unqualified installation or use shall not be accepted
by the Company.
JURISDICTION
These terms and this agreement (including an agreement
concluded by means of distance communication) shall
be interpreted in accordance with English Law and industry
custom and practice, and English and Welsh courts shall
have sole jurisdiction in respect of any dispute arising
therefrom.
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