In these Terms and Conditions the following words have the following meanings: “the Company” means Brearley Signs whose registered office isRookfield Avenue, Sale, Manchester M33 2BQ “Contract” means the agreements between the Company and the Purchaser for the purchase of the Goods and incorporating these terms and conditions and any special conditions detailed in the Order or on the website. “Goods” means the goods to be supplied or procured by the Company and purchased by the Purchaser on the terms of the Contract. “Order” means the purchase order containing details relating to the Goods and Contract. “the Purchaser” means the person, rm, company or other organisation purchasing the Goods from the Company.
2. GENERAL 2.1 The Company do business upon and subject to these general conditions which will be deemed to be incorporated into all Contracts between the Company and the Purchasers to the exclusion of any other terms and conditions of the Purchasers. 2.2 A quotation shall only constitute an invitation to treat. All Orders are subject to acceptance by the Company, the Purchasers acceptance of delivery of said acknowledgement of Orders shall be deemed to include acceptance of these general conditions. 2.3 Telephone Orders must be confirmed in writing by letter, fax or email. No responsibility will be accepted if this is not done. 2.4 The Company cannot guarantee that the Goods will be exactly the same as previously supplied. Samples are available on request to check for size, materials etc.
3. BASIS OF THE CONTRACT All illustrations contained in the Company’s brochures, catalogues, advertisements or price lists are approximate only and are intended merely to give a general idea of the Goods described therein and shall not form part of the contract. These terms and Conditions apply to all purchases of Goods from the Company whether it’s Website, by telesales, facsimile, e-mail or otherwise. Orders will not be processed by the Company until they have received a signed copy of the Order form, Artwork Approval Form, and full payment for the Order unless otherwise agreed with the Company.
4. WAIVER Failure by the Company at any time to enforce any of the provisions of these general conditions shall not be construed as waiver by the Company of such provisions or in any way affect the validity of these general conditions.
5. PRICES All prices shall be as per the Company’s price list current at the date of this dispatch and all prices are exclusive of VAT. All prices are subject to increase without notice owing to circumstances beyond the Company’s control
6. ORIGINATION All blocks, dies and screens required for printing will incur additional costs.
7. ARTWORK All artwork including reductions, enlargements and touching up will be chargeable. Minimum artwork charge: £15
8. VARIATION IN QUANTITY The Company shall use all reasonable endeavours to deliver the Goods ordered and detailed in the Order but there shall be allowed a variation of up to ten per cent (10%) in the quantity of the Goods per Order. In the event of such variation the Company reserves the right to increase or decrease the price accordingly.
9. LIABILITY 9.1 The Purchasers shall be responsible for the Goods being suitable in every way for the purpose for which they are intended to use them and no warranty, condition or representation is given by the Company as to the fitness of any Goods for any particular purpose. 9.2 In the event that the Company is prevented from carrying out it’s obligations under a Contract for sale as a result of any cause beyond its control, such as but not limited to Acts of God, War, Strikes, Lock-outs, Flood and failure by third parties to deliver goods, the Company shall be relieved of its obligations and liabilities under such Contract for sale for as long as such fullfiment is prevented. 9.3 Any liability of the Company to the Purchasers shall be limited in total to the price of the Goods. 9.4 In the event of incorrect or faulty Goods supplied, credit will only be given if the entire consignment is returned.
10. SAMPLES Samples can be sent on approval and charged for unless returned in good condition within 14 days.
11. TERMS OF PAYMENT First three orders are pro-forma, than following a credit rating check, strictly 30 days Nett unless otherwise agreed. Time of payment shall be of the essence and if any amount shall not be paid on the due date the Purchasers shall pay to the Company on demand interest thereon at an annual rate of 7% above Barclay’s Plc’s base lending rate, such interest to accrue from day to day and run after as well as before any Judgement.
12. DELIVERY Any time or date given for delivery of the Goods whether specified in the Order or otherwise given by the Company shall be taken as an estimate made by the Company in good faith but shall not be binding upon the Company as a term of the Contract or otherwise. Time of delivery is not of the essence for the purposes of the Contract and the Company will not be liable for any loss or damage sustained by the Purchaser in consequence of any failure to deliver within such time or by such date or in consequence of the delay howsoever caused.
13. NOTICE OF NON-DELIVERY, SHORTAGE OR DAMAGED GOODS The Purchasers shall inspect all Goods immediately upon delivery and shall within seven days from delivery notify the Company of any matter or thing by reason of which they may allege that the Goods are not in accordance with the Contract. If the Purchasers shall fail to give such notice within such period it shall conclusively be determined that the Goods are as to quality, number, weight, volume and in all respects in accordance with the contract and that the Purchasers have accepted them. The Purchasers shall have no right to reject the goods, but shall be bound to pay for the same accordingly. Goods damaged in transit should not be accepted from the carrier and no credit will be given for or replacements made of Goods accepted from the carrier in a damaged condition. Non delivery by any carrier must be notied to the Company in writing within 14 days. Goods are only returnable with our expressed agreement. Goods will not be accepted back without prior agreement.
14. CANCELLATIONS All cancellations must be notfied in writing. Charges will be made for all work done or materials bought with a minimum admin fee of £25 .
15. PRINTING Unless otherwise specfied printing colour, size and position will be at our discretion even on repeat orders. Where Pantone colour matches are requested, a 100% match cannot be guaranteed. We reserve the right to use your logo or advertisement in our brochures unless otherwise instructed in writing.
16. REPEAT ORDERS The onus is on the Purchaser to ensure that the Company has all the correct details from previous Orders.
17. TITLE OF GOODS
a) Immediately upon delivery to the customer of any goods agreed to be sold by the Company to the customer, the customer shall become the bailee thereof, and the customer shall store such goods in a suitable and separate place where they can be readily identfied as property of the Company. The legal title thereto shall be retained by the Company as Bailor. The risk in the goods shall pass from the Company to the customer upon delivery of such goods to the customer. However, not withstanding delivery and the passing of risk in the goods, title and property in the goods, including full legal and benecial ownership, shall not pass to the customer until the Company has received in cash or cleared funds payment in full for all goods delivered to the customer under this and all other contracts between the Company and the customer for which payment of the full price of the goods thereunder has not been paid. Payment of the full price of the goods shall include the amount of interest or other sum payable under the terms of this and all other contracts between the Company and the customer.
b) Notwithstanding the terms of (a) above, the customer shall be entitled before discharging its obligations to the Company, to resell the goods or any of them. Upon such resale and without derogating from the Company’s other remedies (including it’s right to trace) the customer shall have the duciary duty to hold the proceeds of sale on trust for the Company until such time as all the customers indebtedness to the Company under any contract sale entered into between them or otherwise shall have been discharged.
c) The Company may at any time revoke the right of the customer to recall the goods or any of them.
d) The customer grants to the seller (the Company) an irrevocable licence to enter upon its premises for the purpose of inspecting the goods, taking an inventory, removal of signage, and repossessing the same or any goods provided by the Company unless payment has been received in full or that the buyer be in breach of any contract entered into between the Company and the customer.
18. JURISDICTION. The agreement shall be governed by and construed in accordance with English Law, and the Courts of England shall have jurisdiction to hear all disputes arising in connection with the agreement.