Contracts
are only accepted subject to the standard terms and conditions of Allerton
Landscaping Services herein referred to as the CONTRACTOR. The CLIENT of the Contractor will on
accepting delivery or commencement of the contract be deemed to have agreed
that any printed conditions on the Clients orders or other documents shall only
be effective to the extent to which they are not inconsistent with these terms
and conditions. Any CLIENT who
objects to these terms must prior to delivery of goods, inform the Contractor
of objections in writing, whereupon the order shall be deemed to be cancelled
unless any proposed variation is accepted in writing by the Contractor. The Contractor
will take due care and attention at all times, and will therefore accept no
responsibility for any accidental damage that may occur.
PRICES: Prices
charged will, unless otherwise specified, be those ruling at the date of order
acceptance. Prices quoted are
exclusive of value added tax unless stated.
ORDERS: All Contracts shall be
subject to the Clients credit worthiness as determined by the Contractor from
time to time. Upon request by the
Contractor the Client shall furnish the Contractor with such financial
information requested as will enable the Contractor to evaluate the
Client’s financial status. The Contractor may at its sole discretion,
limit, modify, or cancel the credit of the Client both as to time and account,
and the Contractor shall have the right to cancel any orders or contracts
placed or agreed by the Client or refuse or delay shipment if the Client shall
fail to meet payment schedules or other creditor financial requirements
established by the Contractor from time to time. Such cancellation, refusal or delay shall
not constitute termination or breach of any order, contract or agreement by the
Contractor.
Deliveries: Deliveries will only be made by the
method of the Contractor’s choice, unless otherwise agreed. Every effort
will be made to effect delivery on the given date or to any programme of dates
agreed but no guarantee of delivery dates can be given and time is not of the
essence of the contract for delivery.
Failure in any one delivery shall not invalidate the contract as to the
remaining deliveries (if any) or
work
to be completed.
Start Dates: Every
effort will be made to effect the start date on the given date or to any
programme of dates agreed but no guarantee of start dates can be given and time
is not of the essence of the contract for start. Failure in any one delivery shall not
invalidate the contract as to the remaining work to be completed.
PAYMENTS All monies are due to be
paid on receipt of invoice unless otherwise agreed in writing. All contracts will
have staged payments. The stages printed on the estimate are as a guide and the
contractor maintains the right to insist on earlier payments.
TITLE TO THE GOODS Until the Contractor has
been paid in full for goods comprised in the order or in any other sales
contract between the Contractor and the Client or until title to the goods is
relinquished to the Client by the Contractor by writing under the hand of the
Contractor:
1.
The goods comprised in the order
shall remain the Contractor’s property and the Contractor reserves the
right to dispose of the goods or any of them.
2.
The Contractor may at any time
repossess any of the goods in the possession or control of the Client if any
amount outstanding from the Client is overdue for payment. The Contractor, its servants and agents
may enter the Clients premises where the Contractor has reason to believe any
of the goods are situated.
3.
The Client as bailee undertakes to
keep all goods safe and in good order and condition and clearly identified as
the Contractor’s property.
4.
Should the Client have passed the goods or any of them to a third party
(or have incorporated them in work for a third party) this will be deemed to
have been done as the Contractor’s agent only and any sums received by
the Client in respect of such goods or such work shall be held in trust in a
separate account for the Contractor until all sums due to the Contractor are
discharged.
5.
Upon an event of insolvency
occurring affecting the Client the immediate right to possession of the goods
shall forthwith, automatically reverse to the Contractor.
6.
All costs (including legal tees
disbursements and VAT on a solicitor and own Client basis) occasioned in the
recovery of goods or the enforcement of obligations of the Client in relation
to these terms and conditions shall be paid on demand by the Client.
REMEDIAL WORK: Any
remedial work will be discussed and carried out after the final payment.
Remedial work is anything that has been fitted or part fitted, including unsecured items, i.e. top
soil, gravel, forestbark, etc,
DEMONSTRATION SUPPLIES Paragraphs (1) (2) (3) (4) (5) and (6)
of these conditions shall apply to goods made available by the Contractor to
the Client otherwise than by way of sale for demonstration trial or other
purposes. The Client will at all
times keep and maintain the same insured against all normal perils in safety
and in a condition no worse than the condition of the goods when first made
available (normal wear and tear excepted). In no circumstances will the Client
purport to sell the goods or make them available commercially or otherwise for
use by third parties without the prior written consent of the Contractor. Where the Client tails to return the
goods within 14 days of the date from time to time stipulated by the Contractor
(whether before the goods were first made available or at any time thereafter)
the Client shall on the expiry of the 14th day after such date become obliged
to purchase the goods at such price as the Contractor would ordinarily have
sold the same at the time they were first made available. Upon return of the goods within the time
permitted the Client will pay to the Contractor such sum as the Contractor may
reasonably demand for any deterioration of condition suffered by the goods
while made available to the Client or if the Contractor requires reinstate the
goods to the condition they were in when first made available (wear and tear
excepted)..
GUARANTEES All works are guaranteed for
twelve months, All product
guarantees apply only to the first Client purchase from the Contractor and
where the goods are covered by a guarantee the terms of such a guarantee shall
be deemed to be part of these conditions.
The Contractor guarantees
all goods to be free from defects in material and workmanship under normal use
provided the goods have been maintained in accordance with the instructions
from the Contractor. The
commencement date for all guarantees
is the date of completion of the contract. The Contractor makes no other
guarantees, express or implied with respect to the goods, their merchantable
quality or fitness for any particular use or purpose. In particular but without prejudice to
the general provisions of these terms and conditions no responsibility is
assumed for incidental or consequential damages by reason of any guarantees or
breach of duty of care express or implied.
Any other liability of the Contractor found
hereunder or arising in connection with an order in contract negligence or
otherwise shall be limited to the lesser of the value of the invoice (exclusive
of value added tax, packaging, carriage and insurance) recording the sale of
the goods the subject of the claims and the sum of £20,000. In any event the Client will make no
claims against the Contractor until it has exhausted all legal rights against
the manufacturer or the supplier.
CLAIMS Claims may be
made subject to the Client:
a)
examining the goods on their delivery for any obvious
damage or shortage and reporting any damaged or short delivery in writing to
the Contractor and the carrier within five days of the delivery date.
b)
reporting non-delivery by telephone (and confirmed in
writing) to the Contractor within 10 days of the invoice date or expected
delivery date.
If the Client fails to give notice or to report in accordance with
these terms or shall deal with goods in any manner or if there shall be any
conduct by the Client inconsistent with rejection of the goods, then the goods
of the quality specified in the contract shall be deemed to have been delivered
to the Client. No claim or
rejection properly made pursuant to these terms and conditions in respect of
any part delivery of goods shall be a ground for cancellation of the contract
or order.
RIGHTS OF CANCELLATION BY CONTRACTOR Right of cancellation by Contractor will become
operable if the Client fails to meet its obligations as they fall due for any
reason or if in relation to it any event of insolvency occurs. The Contractor shall be reimbursed by
the Client for any fair and reasonable costs occasioned due to such
cancellation.
12. FORCE MAJEURE The Contractor shall not be responsible
or liable for its failure to perform its obligations, if such failure is beyond
the control of the Contractor, whether caused by acts of God unavailability or
shortages of materials or energy necessary to produce and/or deliver goods by
usual modes of transportation, fire, flood, war, embargo, strikes, labour
disputes, explosions, riots, change of laws, rules, regulations, restrictions
or orders of any government authority, or any other cause, other than
financial, beyond the control of the Contractor or its contractors
NOTICES Any notice given by one
party to the other for the purpose of this contract may be given in writing by
facsimile transmission or by first class pre-paid post addressed to the
registered office or in the absence of a registered office to the last known
principal place of business of the party being served and notices so given will
be deemed served at the time of facsimile transmission or on the second business
day following the date of posting from and to a place within the United Kingdom
or on the fifth business day if posted from or to a place outside the United
Kingdom as the case may be.
14. LAW This contract shall be governed and construed in
accordance with English law and the parties will submit to the non-exclusive
jurisdiction of the English courts.
If translated to a language other than English, the English text of this
contract shall be the governing text.