Terms of Trading
TERMS OF TRADING NETWORK
1. General These conditions of sale comprise the basis on which the Seller offers Goods for sale and in any resulting contract will take precedence over the Buyer’s conditions of purchase. No variation of, addition to or deletion from these conditions of sale shall be effective unless in writing and signed for and on behalf of the Seller. Where an order for Goods is to be delivered in installments each installment shall comprise a separate contract. In these conditions of sale: • ‘the Seller’ shall be Network, a brand of Pelsis. • ‘the Buyer’ shall be the person, firm, company or corporation by whom the orders placed or with whom the contract is made. • ‘the Goods’ shall be all or any part of the materials supplied by the Seller to the Buyer and the term Special Goods shall have the meaning in clause 8. Any contract shall be personal between the Buyer and the Seller and may not be assigned by either party without the other party’s written consent. The Seller reserves the right to set off against any amount due from the Seller to the Buyer any debt due from the Buyer to the Seller or to any associated or subsidiary company of the Seller. 2. Price and Taxes Goods will be invoiced at the price agreed with the Buyer or as set out in the applicable price list plus VAT. 3. Delivery Charges Except where otherwise agreed in writing prices will not include delivery charges which shall be notified at point of order and charged on the invoice to the Buyer. If delivery charges are not agreed the following shall apply: To each delivery address in Great Britain - meaning Scotland, England and Wales but excluding all islands Orders in excess of £199 + VAT– no charge (unless Special Delivery). Orders less than £199 + VAT will be charged at £9.00 + VAT per order. Orders to be delivered by post will be charged at £4.50 + VAT per order. To each delivery address outside Great Britain, as defined above charges will be agreed with the Buyer 4. Special Delivery The Seller can by agreement arrange special delivery within Great Britain: Before 9.30 a.m. on a working day - £28.00 + VAT Before 10.30 a.m. on a working day - £20 + VAT Before noon on a working day - £15.00 + VAT Saturday morning - £33.00 + VAT 5. Time for Delivery Save under clause 4, the Seller makes no agreement as to time of delivery. The Seller has no control over carriage or post. Any delivery times indicated are estimated only and the Seller accepts no liability for late delivery. Please note: Special delivery cannot be guaranteed for all postcodes. Please check availability at the time of order placement. 6. Address for Delivery and Point of Delivery The Seller shall deliver to the address provided by the Buyer. The Seller accepts no liability if the delivery cannot be made or is not accepted at the address. Undelivered items will be retained by the carrier. The Buyer will be required to collect the Goods from the carrier. Where Goods are collected by the Buyer from the Seller’s premises, the Seller shall in no circumstances be responsible for any collection vehicle or container used by the Buyer, their suitability or condition nor liable for any damage or loss resulting from their use. The “point of delivery” for Goods delivered by the Seller shall be the point at which the Goods are placed with the carrier or post office. The “point of delivery” for Goods collected by the Buyer from the Seller shall be the point at which the Goods are placed on the Buyer’s transport or picked up by the Buyer. 7. Claims for Damage during Carriage or Non-Delivery Any claim for damage or part loss or non-delivery must be made in writing by the Buyer and posted by recorded delivery both to the Seller and the carrier within three days of (non) delivery. The Seller will not entertain claims made after this date, and in the absence of written advice from the Buyer within this time limit the Goods shall be deemed to have been delivered complete and in a satisfactory condition and the risk transferred to the Buyer.
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8. Lead Time for Special Goods Special Goods including bespoke bird netting and bespoke brackets are made to order. The Seller will notify lead times for Special Goods. 9. Price variations The Seller reserves the right to vary prices of Goods and delivery charges at any time without notice. The Seller will notify price changes in writing as soon as practical. Once Goods have been ordered the Seller will not alter the price for those Goods or relevant delivery charges. 10. Credit Accounts The Seller may at its discretion open and close credit account facilities for the Buyer on such terms as the Seller may determine. 11. Payment The Seller accepts payment in cash, by credit card (Visa; MasterCard; Maestro), by cheque or by bank transfer. The Seller may require the Buyer to pay cash on or before despatch of the Goods or to provide security satisfactory to the Seller. Otherwise payment is due to be made by the Buyer without right of setoff or counterclaim so as to be received by the Seller at its business address not later than 30 days from the date of invoice, unless otherwise stipulated by the Seller or agreed in writing. Any credit given by the Seller may be terminated at any time without notice.
12. Quality and Purpose The Seller warrants that the Goods are of satisfactory quality and fit for purpose. All other warranties, conditions, representations or specifications implied by law or in any Seller literature as to quality or description (statutory or otherwise) are excluded except in so far as such exclusion is prevented by law. The Seller’s liability in contract or in tort for any loss or damage (other than death or personal injury arising from the Seller’s negligence) arising directly or indirectly out of the supply or use of the Goods, or of the packages, pallets or containers by which the Goods are delivered, shall be limited to the invoiced value of the delivery from which the loss or damage arises. In no circumstances will the Seller be liable for any consequential loss or damage no matter how arising. The Seller will reconsider the limits of liability in this clause by agreement with the Buyer if it is possible to insure against higher limits of liability. 13. Special Circumstances 13.1 S hould the Buyer be purchasing Goods for special circumstances such as installation on Grade 1 or Grade 2 listed buildings, historic monuments, bridges, in marine environments or environments with extremes of temperature, the Buyer should discuss its requirements with the Seller before ordering.
13.2 T he Seller can accept no liability for any losses direct or indirect arising from installation of Goods on any structures in clause 13.1 where the Buyer has failed to discuss the matter with the Seller and obtained the Seller’s expert advice or the appropriate Goods and method of installation.
14. Cancellation and return of goods Orders may only be cancelled with appropriate written notice and agreement of Pelsis, with the exception of cut nets which cannot be cancelled or returned. Dispatched orders may not be cancelled. Orders returned after they have been dispatched, either as unwanted goods or as part of a stock cleanse will be subject to a collection charge and a 30% restocking fee. Any initial delivery charge incurred is non-refundable. 15. Defective Goods If the Seller accepts that Goods are not of satisfactory quality or not fit for purpose, the Seller shall replace the Goods at its own cost. If the Seller is unable to replace Goods, it shall refund the Buyer the price of those Goods if already paid. 16. Passing of Risk The risk in the Goods shall pass to the Buyer at the point of delivery as defined in clause 6 above. 17. Retention of Title Notwithstanding delivery, the property in the Goods shall remain vested in the Seller until the Buyer has paid for them in full. In the period from the delivery of the Goods down to such payment the Buyer holds the Goods as a bailee for the Seller and undertakes to store Goods in such a way as they may be clearly identified as the property of the Seller. Should payment of any invoice become overdue or should the Buyer become insolvent, go into liquidation, have a winding up order made against it or have an administrator or an administrative receiver appointed over its assets, income or any part thereof or enter into an arrangement with its creditors, all sums owed to the Seller shall become immediately due and payable and the Seller shall be entitled to recover and resell the Goods the property in which remains vested in it and may enter upon the Buyer’s premises for that purpose. 18. Buyer’s Warranty The Buyer undertakes to provide adequate and proper facilities for the reception and storage of the Goods and warrants that those facilities comply with all relevant statutes and regulations (including health and safety regulations) and that all necessary permits and licenses have been obtained. 19. Patents, Designs, Trademarks and Copyright
19.1 M any of the Seller’s Goods are protected by patents and designs. The Buyer will respect the Seller’s rights in its patents and designs. The Seller grants the Buyer no licence of its patents or designs.
19.2 T he Buyer shall not, in selling its products or promoting the sale thereof, make any reference to any of the Seller’s trade marks or brand names without the Seller’s written consent.
19.3 A ll the Seller’s brochures and written material, including these Terms are protected by copyright. The Buyer will not copy or reproduce the Seller’s brochures or written material.
20. Force Majeure Neither the Seller nor the Buyer shall be responsible for any failure to fulfil any term of the contract, if fulfilment has been delayed, hindered or prevented by any circumstances whatsoever which is not within the control of the Seller or the Buyer. 21. Proper Law The construction, validity and performance of this contract shall be prepared by the law of England.