Terms & Conditions
Simpson Patterns Ltd Terms of Trading
1 Scope of Contract
1.1 The terms set out overleaf and below together with any specification referred to overleaf, comprise all the terms of the contract between the Seller and the Buyer. No other statement, written or oral, shall be incorporated into the contract or have any legal effect.
1.2 The terms set out below shall prevail over any terms put forward by the buyer. No conduct of the Seller shall constitute acceptance of any terms put forward by the Buyer unless the Seller expressly agrees to them in writing.
2.1 Unless otherwise agreed and stated overleaf the price agreed for the goods is for delivery ex works and it shall be the Buyers duty to take delivery of the goods at the Sellers premises
2.2 When the goods are ready for delivery the Seller will give the Buyer notice of readiness for collection. |It is a condition of this contract that the Buyer shall then within seven days of the service of this notice either collect the goods or give the Seller instructions for their delivery at the Buyers expense.
2.3 The Seller will endeavour to have the goods ready for delivery by the date agreed for delivery but it is agreed that the Buyer shall not be entitled to terminate this contract by reason of the Sellers failure to deliver by the agreed date.
2.4 The Seller shall not be liable to the Buyer for any losses caused to the Buyer by late delivery of the goods.
3 Seller’s Warranty
3.1 The Seller warrants that the goods conform to the contract specification. And with any sample referred to in the specification.
3.2 The Seller shall have no liability for any alleged failure of the goods to conform with the contract specification unless such failure is notified within 21 days of their being delivered.
3.3 The Buyer shall in any case accept and pay at the contract rate for all goods which conform to the contract specification.
3.4 The Seller shall not be liable for any economic loss suffered by the Buyer as a result of the failure of any goods to conform to the contract specification including loss of profits, business, goodwill or any other consequential losses.
3.5 The Seller does not warrant that the goods are fit for any particular purpose of the Buyer.
4.1 Payment for goods delivered is due within 30 days of the date of delivery. The buyer will pay interest on any sums overdue at the rate of 8% above the Bank of England base lending rate of .5%.
4.2 The Buyer will pay the full invoice price of goods delivered without any deduction, set-off or abatement on the grounds of any alleged shortfall in delivery, defect in quality or failure to conform to specification, or any other breach of contract by the Seller.
4.3 If the Buyer fails to pay in full for the goods delivered by the date for payment under Clause
4.1 above the Seller shall be entitled to bring an action for the price notwithstanding that property in the goods has not passed to the buyer.
5 Title and Risk
5.1 Goods delivered shall be at the buyers risk from the time they are delivered.
5.2 Property in goods delivered shall not pass to the Buyer until the Buyer has paid all sums due
to the Seller a) in respect of the goods and b) on any other account.
5.3 Until property in the goods passes to the Buyer in accordance with Clause 5.2, the Buyer shall hold them as bailee for the Seller and shall store them separately from any similar goods of the Buyer or any other person in such a way that they remain identifiable as the Sellers property.
5.4 The Buyers right to possession of the goods shall terminate if the Buyer is declared bankrupt or makes any proposal with his creditors for any composition or voluntary arrangement or, if the Buyer is a company, an administrator, administrative receiver or liquidator is appointed in respect of its business.
5.5 The Buyer hereby grants the Seller, it’s agents and employees an irrevocable licence at any time to enter any premises where the goods are stored in order to inspect them or, where the buyers right to possession has terminated, recover them
6 Applicable Law and Jurisdiction
6.1 The formation, construction and performance of this contract shall be governed in all respect by English law.
6.2 It is agreed that the courts of England and Wales shall have the sole jurisdiction to decide any dispute arising out of or in connection with the formation, construction or performance of this contract.
In this contract: “The Seller” means Simpson Patterns Ltd “The Buyer” means the person or organization named as the Buyer overleaf “The goods” means the goods forming the subject matter of this contract indicated overleaf. “The Sellers premises” means the Sellers premises at 269, Coleford Road, Sheffield, S9 5NF “Condition” means a term of this contract, any breach of which shall entitle the party not in breach to terminate the contract forthwith and without notice to the party in breach.