Reed Ward Plastics (NW) Ltd – Standard Terms and Conditions of Sale

  1. Definitions
    • In these Conditions ‘The Company’ means Reed Ward Plastics (NW) Ltd. ‘The Goods’ means the articles (or as the case may be the services) to be supplied by the Company in accordance with these conditions. ‘The Purchaser’ refers to the party to whom the goods are to be supplied. ‘The Conditions’ means the standard conditions of sale as set out in this document and includes special terms and conditions agreed in writing between the Company and the purchaser. ‘The Contract’ means the contract for the supply of goods incorporating these conditions.
    • Reed Ward Plastics (NW) Ltd is registered in England and Wales under Registration No. 9624385 whose registered office is at Units 1 & 2, Foxdenton Lane, Middleton Junction, Manchester, M24 1RW.
  2. Formation of Contract
    • The terms and conditions shall in all respects be construed and have effect according to English Law and the parties agree to submit to the jurisdiction of the English Courts.
    • In no circumstances shall the Company be liable to the purchaser in damages in any amount in excess of the total amount of the goods supplied by the Company to the purchaser.
    • All goods sold by the Company shall be subject to these conditions which may not be altered unless expressly agreed in writing by a person authorised to sign on behalf of the Company (a company signatory). Any contrary or additional items whether or not contained in any document of the purchaser are excluded.
    • Occasionally by accident, we may send to you a document or email that contains typographical error and/or a clerical error and/or some other error or omission. We do not accept liability to you for such errors or omission and we reserve the right to amend such errors or omissions.
  3. Price
    • The price of goods is the price ruling at the date of dispatch. Prices quoted are not fixed unless agreed in writing by a Company signatory.
    • The price is exclusive of Value Added Tax and any other Government Taxes.
    • The price quoted to you for the Goods is only valid for 30days from the day the quote was given.
    • We reserve the right to increase the price of goods by written notice at any time before we deliver the goods to you. You shall pay the increased price when it reflects an increase in costs to us that is due to any factor beyond our control. Examples of this would be currency fluctuations or significant increases in costs of labour and/or materials.
    • We reserve the right to increase the price of goods when you change any of the following:
  • Delivery dates;
  • Quantity of the goods required;
  • Specification for the goods requested by you;
  • Your instructions or failure to give us adequate instructions or information.
  1. Payment
    • If the purchaser does not have an account approved in writing by the Company, payment must be made on placing the order.
    • If the purchaser has an account approved in writing by the Company, payment without deduction is due as per agreed account terms.
    • The purchaser shall not be entitled to make any deduction or set off from any sums claimed by the Company any amount due or claimed against the Company by the purchaser whether under this or any other contract.
    • The Company reserves the right in its absolute discretion at any time to insist upon payment by way of cleared funds for goods before delivery or to demand security for payment before continuing with or delivering any goods notwithstanding any substituting agreement to prove credit to the purchaser.
  2. Orders
    • The purchaser must check any drawings, dimensions, sizes, weight and quantities before ordering. The Company cannot accept responsibility for any errors or omissions or any consequential loss arising there from.
    • You shall ensure that any order submitted by you to us is accurate. It is your responsibility to check the accuracy of any specification or any information in relation to the Goods. You shall tell us in time if there is any correction to be made by you or there is further information we require to be able to perform the Contract. If you fail to comply with this clause we do not have to compensate you in any way, but you shall compensate us for any losses or expenses.
    • The quantity, quality, description or specification of any of the Goods shall be those set out in the quotation.
  3. Cancellation of Orders
    • The Company will not accept cancellation of order or return of any goods once manufactured or one manufacturing has commenced on non-standard/bespoke products.
    • The Company will in its absolute discretion consider accepting cancellation of orders for (or the return of) goods that are a normal stock items and reserve the right to make a restocking cancellation or charge.
    • If you cancel (with or without our consent) an order that we have accepted, you shall indemnify us in full for all our losses, including loss of profit, labour, material, damages, changes and expenses.
    • Please note, bespoke order items (inc. salon screens) will incur a 50% restocking charge if the order is cancelled prior to delivery.
  4. Deliveries
    • Where the contract provides for the goods to be delivered to the purchaser by instalment each delivery shall be deemed to constitute a separate enforceable contract.
    • Any dispatch or delivery date or time given by the Company to the purchaser is only an estimate. The Company accepts no responsibility for any financial or other loss or damage (whether direct or indirect) if delivery is delayed; nor shall any such delay entitle the purchaser not to accept and pay for the goods when they are delivered.
    • The risk in the goods shall pass to the purchaser on delivery or collection.
    • It is the purchaser’s responsibility to provide a good hard road onsite.
    • Delivery vehicles will enter site only at the absolute discretion of the driver and the purchaser will fully indemnify the Company for any actual or consequential loss or damage as a result of the vehicle being on site.
    • It is the purchaser’s responsibility to provide facilities and the labour for the safe offloading of the goods.
    • Where employees or other contractors working onsite accept goods, the goods will be deemed to have been accepted by the purchaser.
    • No responsibility can be accepted by the Company for shortages or damages unless this is indicated by the purchaser at the time of delivery in writing on the delivery note or delivery documents issued by the Company.
    • In the event of any goods supplied by the Company proving defective in material or workmanship the Company will, at its option, replace such items free of charge which shall be the limit of the Company’s responsibility. This is providing that the complaint is made within three days of delivery and subject where the goods have been used or fixed to the defects being such that an examination by the purchaser ought to have revealed them before using or fixing.
    • The Company will not be responsible for any consequential losses sustained by the purchaser as a result of any such defects.
    • We have no liability to you if we fail to deliver goods to you either due to reasons beyond our control or due to your fault.
    • We will not compensate you for the following circumstances:
  • For fair wear and tear;
  • Damage caused by your deliberate or negligent use of the goods;
  • Use of the goods in abnormal conditions;
  • Failure to follow our instructions whether written or oral;
  • Failure to treat the goods in a sensible and proper manner;
  • If you repair or alter the goods without our written consent.
  1. Retention of Title
    • The property in the goods shall not pass to the purchaser and shall remain with the Company until the purchaser has paid to the Company all monies outstanding to the Company, whether under this or any other contract with the Company.
    • Until payment has been made in full, the purchaser shall keep the goods as bailee and trustee for the Company and shall return such goods to the Company upon request.
    • If such payment is overdue in part or in while the Company may, by its servants or agents, and without prejudice to its other rights, enter upon any premises where the goods are stored, and recover the goods for disposable as the Company sees fit.
    • Notwithstanding the above, the goods may be used either on their own or mixed with any other product and sold by the purchaser at full market price in the normal course of bona fide business. The Company shall retain title to the goods supplied to the purchaser and shall assume title to all new composite products formed by mixing of the goods with other products until such time as all monies due by the purchaser to the Company have been paid. All monies received by the purchaser from such sale shall be held by the purchaser in trust for the Company, until such time as all monies due to the Company by the purchaser have been paid as aforesaid.
    • Payment of all sums owing to the Company shall become due immediately upon the commencement of any act or proceedings concerning the purchaser’s solvency.
  2. Liabilities
    • We shall not be liable to you for any consequential loss, economic loss or profit under any circumstances.
    • We shall not be held in breach of the Contract nor shall we have to compensate you if due to circumstances beyond our reasonable control if we cannot perform any of our obligations under this agreement. The following this a non-exclusive list of circumstances beyond our reasonable control:
  • Act of God;
  • Explosion;
  • Flood;
  • Tempest;
  • Fire;
  • Accident;
  • War or threat of war;
  • Sabotage;
  • Insurrection;
  • Civil disturbance;
  • Requisition, act, restrictions, regulations, by-Laws, prohibitions or measures of any kind on the part of any Government, Parliament or Local Authority;
  • Import or export regulations or embargoes;
  • Strikes, Lock-outs or any other industrial actions or trade disputes (whether invoicing our employees or employees of a third party);
  • Difficulties in obtaining raw materials, labour, fuel, parts or machinery;
  • Power failure or break down of machinery.
  1. Insolvency
    • We shall be entitled to cancel this Contract and suspend any further delivery of goods under this Contract or any other agreement with you without having to pay you compensation. Nor shall you have any other remedy against us. You must also immediately pay for all goods that you have received from us under this Contract and which you have not paid for, and pay all money owing to us from you (whether due or not) if any of the circumstances below occur:
      • If you take any step of any of the procedures relating to Bankruptcy, Liquidation or Administration or such a step is taken in relation to you by any third party.
      • If you cease to carry on business or threaten to cease to carry on business.
      • If you fail to pay your debts when they are due.
      • If we find out that any of the above circumstances have occurred and we notify you that we know about these circumstances.
    • The exercise of the remedies mentioned above shall not weaken or affect any other remedy that we may have.
  2. General
    • If either party want to serve notice on the other party, said notice must be in writing and sent to any premises that have been identified as the place for the service of notices. If no place has been identified then the notice may be sent to the registered office or principal place of business of the other party.
    • If we forgive one breach of the Contract, it does not mean that we shall forgive any other breaches of the Contract, and shall be entitled to take legal action against you for any new breaches of the Contract.
    • If any words in this Contract make the Contract invalid or unenforceable, if however those words were to be omitted the Contract would be lawful and enforceable, you agree with us that those words will be deleted and the rest of the Contract would be valid and enforceable.
    • The parties agree to choose an arbitrator to judge any dispute between parties.
    • If the parties cannot agree on an arbitrator, then either party may ask the President of the Law Society to nominate and arbitrator.
    • English Law shall apply to the Contract and its interpretation. Only the English Courts may judge any disagreement between the parties.
    • You shall not transfer any of your rights or duties or subcontract them without our written consent. We may pass any of our rights and duties or subcontract them without your written consent.
    • A person who is not a party to this Contract shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to rely upon or enforce any term of this Contract provided that this does not affect any right or remedy of the third party which exists or is available apart from that Act.
  3. Data Protection Act 1998