1 GENERAL All orders are subject to these conditions of sale and the placing of
an order by the buyer shall be considered as acceptance of these conditions.
These conditions may not be modified or varied unless Eurolighting Ltd. (herein
after referred to as the Company) agrees in writing and the Company shall not be
deemed to accept such other conditions nor waive any of these conditions by
failing to object to provisions contained in any purchase order or other
communication from the buyer.
No person has authority on behalf of the Company to vary any condition except a
Director or the Company Secretary, and then only in writing signed by a Director
or the Secretary.
2 VALIDITY OF QUOTATION The Company reserves the right to refuse the
buyer’s acceptance of a quotation unless such a quotation is stated to be open for
a specific period and is not withdrawn in such period. No binding contract shall be
created by the buyer’s acceptance of Company’s quotation until such notice of
acceptance of the offer has been acknowledged in writing and signed by a duly
authorised representative of the Company, or the Company has indicated its
acceptance of the offer by making delivery or part delivery of the goods. In the
event that no quotation is given by the Company and it has received an order from
the buyer, all deliveries are made subject to these conditions of sale.
3 NEW ACCOUNTS Prospective customers wishing to open a credit account are
requested to furnish two trade references and one Banker’s reference. Until the
opening of a credit account has been confirmed, a remittance should accompany
the order, otherwise delivery will not be made until after the references have
4 PAYMENT (a) All new accounts shall require payment within 30 days of date of
invoice for the first 12 months of trading. Thereafter accounts are payable by the
last day of the month following the month of delivery. Any variation to the terms
will only be accepted where agreed by the Company and confirmed in writing.
Where the Credit Terms are exceeded the Company reserves the right to demand
immediate payment of the account in total. The Company reserves the right to
refuse Credit at any time and demand immediate payment of all moneys
outstanding. No receipts will be issued against payment made by Cheque unless
The Company, at its discretion, reserves the right to charge interest on accounts
outstanding beyond the time specified in this condition. The rate of interest shall
be 8% + the prevailing reference rate in accordance with the Government late
payment legislation. The Company can exercise this right in addition to any other
rights it may have In respect of the goods or non-payment.
(b) Where the contract is to be or may be fulfilled in separate installments,
deliveries or parts, payment for each such instalment, delivery or part, shall be
made as if the same constituted a separate contract.
5 PRICES Unless otherwise agreed in writing all orders are executed subject to
prices and any relevant discounts ruling at the date of despatch and any price list
of the Company whether published or not shall not affect the right of the Company
to charge for goods in accordance with this clause.
All prices are subject to the addition of Value Added Tax at the appropriate rate.
6 CREDIT Any contract shall be subject to the Company being satisfied as to the
buyers credit worthiness and without prejudice to the generality of the foregoing
the Company may, in its absolute discretion, having informed the buyer that the
goods are ready for delivery, refrain from delivering the goods until such time as
the buyer tenders the purchase money to the Company in a form satisfactory to
7 ORDERS Orders sent in confirmation of telephone instructions should be clearly
marked as such, otherwise any additional expense incurred by the Company as a
result of duplication of order will be charged to the buyer.
8 DELIVERY Delivery dates are promises given in good faith by the Company to
indicate estimated delivery times but shall not amount to any contractual obligation
to deliver at the time stated. No liability for direct or consequential loss or damage
arising from delay in delivery will be accepted by the Company.
9 TITLE TO GOODS The Company and the buyer expressly agree that until the
Company has been paid in full for the goods supplied:
The goods remain the property of the Company although the risk therein passes
to the buyer at the point when delivery is made.
The Company may recover these goods at any time from the buyer in his
possession if the Company judges that the amount outstanding from the buyer on
the general statement of account between the parties is in excess of the credit
limit the Company is willing to accord to the buyer, and for that purpose the
Company’s servants and agents may enter upon any land or building upon which
the goods are situated.
If the buyer incorporates such goods into other products, with the addition of his
goods or those of others, or uses such goods as materials for other products, with
or without such addition, the property in those other products is upon such
incorporation or use ipso facto transferred to the Company and the buyer as
bailee of them for the Company will store the same for the Company in a proper
manner without charge to the Company.
The buyer has the right to dispose of the goods or such other products in the
course of his business for the account of the Company and to pass good title to
the goods or products to his customer being a bona fide purchaser for value
without notice of the Company’s rights.
In the event of such disposal the buyer has the fiduciary duty to the Company to
account to the Company for the proceeds but may retain therefrom an excess of
such proceeds over the amount outstanding and due to the Company, and the
Company has the additional right to recover the buyer’s price from the buyer’s
customer to the extent unpaid; it the Company avails itself of this right, it will
account to the buyer for any excess less any expenses incurred by effecting
10 CARRIAGE The Company normally makes no charge for delivery from its own
warehouse within its van delivery area, but reserve the right to charge carriage on
deliveries outside its usual delivery area, to special addresses and for low value
Where goods are specially ordered from manufacturers, and a carriage charge is
made, the Company reserves the right to recover this charge from the buyer.
11 PACKING AND CASES Boxes and cases which have been charged will be
credited in full if returned and received in good condition, carriage paid within 14
days from the date of invoice. Cable drums are charged in accordance with the
12 DAMAGE IN TRANSIT AND SHORTAGES The Company will, when the price
quoted includes delivery, repair or replace free of charge goods damaged in
transit provided that the carriers and the Company receive written notification of
such damage within three days of delivery. Goods received in a damaged or
unsatisfactory condition must be signed for as such.
On receipt, goods should be checked with the advice note enclosed with the
goods. Shortage claims will only be considered if the carriers and the Company
receive written notification of such shortage within three days of delivery, failing
which no liability will be admitted. The packing and contents should be retained for
13 RETURNS Goods correctly supplied may not be returned without the
Company’s written agreement. Goods so returned must be considered ‘carriage
paid’ and accompanied by a packing note stating the Company’s invoice number
and date thereof together with the reason for return. Any article which has been
supplied to special requirements cannot be accepted for credit under any
circumstances, and in other instances, a re-stocking charge may be imposed.
14 WARRANTY The Company’s liability in respect of all goods supplied by it shall
be limited to giving the buyer the benefit of any guarantee or warranty given by the
manufacturer of such goods. The Company shall not be under any further liability
howsoever arising and all conditions and warranties expressed or implied by or
under status custom or trade usage are hereby expressly excluded.
15 WEEE COMPLIANCE B2B TERMS & CONDITIONS When supplied as B2B
EEE Eurolighting Ltd invokes regulation 9.2 and passes all WEEE obligations to
the B2B end user.
The B2B end user is responsible for all liabilities regarding the environmentally
sound disposal of this WEEE when it is discarded as WEEE. Eurolighting Ltd
may, for commercial reasons only, offer a take back option when a B2B end user
is purchasing a new product, however, this will be decided on a case by case
basis and may incur a charge.
For local environmental sound disposal please contact 0845 257 7024 or
firstname.lastname@example.org for a free no obligation quote for the removal of WEEE
items from a B2B end user.
Environment Agency Registration Number:
16 DESCRIPTIVE MATTER AND ILLUSTRATIONS All descriptive and forwarding
specifications, drawings and particulars of weights and dimensions issued by the
Company are approximate only and are intended only to present a general idea of
the goods to which they refer and shall not form part of the contract.
17 LIMITS OF CONTRACT Any quotation includes only such goods accessories
and work as are specified therein.
18 PATENTS In the event of any claim being made or action being brought
against the buyer In respect of infringement of British Patents by the use or sale of
goods supplied by the Company, the buyer shall notify the Company immediately
and the Company shall be at liberty with the buyer’s assistance if required, but at
the Company’s expense, to conduct through the Company’s own lawyers and
experts all negotiations for the settlement of the same or any litigation that may
arise therefrom; subject to such notifications and provided that no goods or any
part thereof, shall be used for any purpose other than that for which the Company
supplied, the Company will indemnify the buyer in respect of any such claim.
19 BANKRUPTCY In the event of the buyer committing any breach of contract
with the Company or if any distress or execution is levied upon goods of the buyer
or if he offers to make any arrangement with or for the benefit of his creditors or
commits any act of bankruptcy or being a Limited Company, has a Receiver
appointed of its undertaking or assets or any part thereof or, for the purposes of a
reconstruction or amalgamation without insolvency, goes into liquidation, the
Company shall there upon be entitled without prejudice to its other rights forthwith
to suspend all further deliveries until the fault has been made good or to
determine the contract or any unfulfilled part thereof, or at the Company’s option
to make partial deliveries.
20 COPYRIGHT All drawings, descriptions and other information submitted by the
Company shall remain the property of the Company together with the copyright
21 VALUE ADDED TAX Where chargeable, Value Added Tax will be charged at
the rate applicable at the date of despatch. Cash settlement discount is not
available on Value Added Tax
22 LEGAL CONSTRUCTION Unless otherwise agreed by the Company in writing,
these conditions shall in all respects be construed and operate as an English
Contract, in conformity with English Law.