1.1 All products sold by Photoscreen Ltd (the "Company") are sold subject to these terms and conditions and these terms and conditions shall be the sole terms and conditions of any sale by the Company to any person, firm or company placing an order with the Company (the "Customer"). Terms and conditions on the Customer's order form or other similar document shall not be binding on the Company and the placing of an order for or the acceptance of the products by the Customer shall indicate unqualified acceptance of these Conditions.
1.2 No representative, agent or sales person has the Company's authority to vary, amend or waive any of these Conditions on behalf of the Company and no amendment or addition to any of these Conditions shall be deemed to have been accepted unless accepted in writing by the Company.
The Company reserves the right (without prejudice to any other remedy) to cancel any uncompleted order or to suspend delivery in the event of any of the Customer's commitments with the Company not being met. If an order is cancelled by the Company in the aforementioned circumstances, or is cancelled by a Customer then the Customer shall indemnify the Company against all loss, costs (including the cost of all labour and materials used and overheads incurred), damages, charges and expenses arising out of the order and the cancellation thereof, (the Company giving credit for the value of such materials sold or utilised for other purposes).
In the event of any suspension of supply through the Customer’s instructions or lack of instructions the price(s) for the order shall be increases to cover any extra expense thereby incurred by the Company.
Any times quoted for dispatch are to be treated as estimates only. Whilst reasonable endeavours will be made to meet these estimated times for dispatch, the Company shall not be liable in any manner whatsoever for failure to dispatch within the time quoted.
5.CARRIAGE DELIVERY RISK AND TITLE
(a) Unless otherwise specified the price(s) given exclude delivery to any point within the United Kingdom or the rest of the world.
(b) The risk of loss and/or damage to goods supplied by the Company shall pass to the Customer when they are delivered to the Customer or other person to whom the Company has been authorised by the Customer to deliver the goods, whether expressly or by implication, or (if relevant) to the carrier by the Customer. The Company shall not be liable for the safety of the goods thereafter (and accordingly the Customer should insure the goods thereafter against such risks as may be commercially prudent).
(c) Any damage to goods or the container that the goods are contained within in transit should be notified to carrier immediately and the Company within 24 hours of receipt; packing and contents to be held for inspection. If the goods are not received by the Customer within four days of the date of the invoice, the carrier and the Company should at once be informed.
(d) Notwithstanding the provisions of paragraph (b) above, the ownership of the goods shall remain with the Company, (which reserves the right to dispose of them) until payment in full for all goods and materials under this contract and all previous contracts between the Customer and the Company has been received by it in accordance with the relevant terms and:
(1) If payment is overdue in whole or in part; or
(2) Immediately upon the commencement of any act or proceeding in which the customers solvency is involved or
(3) Should any cheque fail to clear the Company's bank when presented,
the Company may (without prejudice to any of its other rights) recover or sell the goods or any of them and may enter upon the Customer’s premises by its servants or agents for that purpose and the Customer hereby grants to the Company and its agents an irrevocable licence to do so. If the goods are incorporated in or used as materials for other goods before such payment, the ownership in the whole of such other goods shall be and remain with the company until such payment has been made or the Company's rights hereunder in the matter shall extend to those other goods.
6.1 SALES TO THE UNITED KINGDOM
(a) ACCOUNT HOLDERS ONLY: Unless otherwise quoted, terms are strictly 30 days from invoice date. Should any payment for goods not be made as and when due, the Company shall be entitled (without prejudice to any other right or remedy) either to suspend all further deliveries until such payments are made or to cancel any balance of the order.
(b) If terms of payment are not complied with the Company shall, without prejudice to any other right or remedy, have the right to charge interest at 10% per annum or £25 per month, whichever is the greater. If the Customer shall fail to pay any amount when it is due under this or any other contract with the company, then the Company shall have the right, notwithstanding clause 6.1(a) above, to treat the purchase price that is unpaid on all goods invoiced or dispatched by the Company as having become forthwith due and payable and in substitution for the provision contained sub-clause (a) of this condition.
(c) If no account is held with the Company all invoices shall be payable on completion and may require a deposit before acceptance of order.
(d) The Company reserves the right to add all legal fees to the balance of the invoice.
6.2 SALES TO THE REST OF THE WORLD
(a) If no account is held with the Company all invoices shall be payable on completion but prior to dispatch and may require a deposit before acceptance of order.
(b) The Company reserves the right to add all legal fees to the balance of the invoice.
7.1 The Company warrants that at the time of delivery the products will be free from defects in materials and workmanship and the Company will at its option refund the purchase price of or repair or replace free of charge any products which its examination confirms are defective provided:
7.1.1 the Customer makes a full inspection of the products immediately upon delivery,
7.1.2 the Customer notifies the Company forthwith of any defects which it discovers,
7.1.3 the Customer has used the products in accordance with any instructions or recommendations of the Company,
7.1.4 the products have not been adjusted, altered, adapted or repaired by any party other than the Company,
7.1.5 the products are either made available to the Company for inspection or returned to the Company at the Customer's own expense, as the Company may request,
7.1.6 the defect does not arise from a design supplied by the Customer.
7.2 The Company shall be under no liability under the above warranty if the total price for the products has not been paid on or before the due date.
7.3 In no circumstances shall the Company's liability to the Customer exceed the price paid for the products with respect to which a claim is made.
7.4 Except as provided for in these terms and conditions, there are no warranties, express or implied, of merchantability or of fitness for a particular purpose, or of any other kind except as to title. In particular, all conditions and warranties which would otherwise be implied by statute or under the common law are hereby excluded to the fullest extent permitted by law.
The Company shall not be responsible for non- performances in whole or in part of its obligations, nor under any liability to the Customer in respect thereof, if such non-performance is due to acts of God, war, insurrection, government regulations, embargoes, strikes, labour disputes, illness, flood, fire, tempest or any cause beyond the reasonable control of the company.
9.TERMINATION BY GOVERNMENT
Notwithstanding the provisions of condition 8 if goods are to be used in the performance of a Government Contract or sub-contract, and the Government terminates such contract in whole or in part, the order placed on the Company in respect thereof may be cancelled in the same proportion, and the liability of the Customer for termination allowance shall be determined by the then applicable regulations of the Government pertaining to termination of contracts.
10.1 The Company shall under no circumstances be liable for any indirect, special or consequential loss (including loss of anticipated profit or third party claims) howsoever arising either from breach or non-performance of any of its obligations under the contract or from the supply of or intended use of the products, even if the Company has been advised of the possibility of such potential loss; save that nothing in these terms and conditions shall limit the Company's liability for death or personal injury.
10.2 The Customer shall indemnify the Company against all claims made against the Company by any third party in respect of the Customer's use of the products supplied.
If, in the Company’s judgement, the Customer's financial condition does not justify the terms of payment specified, the Company may cancel unfulfilled orders unless the Customer shall, upon written notice, immediately pay for any goods delivered or shall pay in advance for all goods ordered but not delivered or both at the Company's option.
The contract to which this contract relates shall be binding upon and inure to the benefit of the successors and assigns of the entire business and goodwill of either the Company or the Customer or of that part of the business of either used in the performance of such contract, shall not be otherwise assignable.
These conditions and the contract to which this document relates shall in all respect be constructed and operate in accordance with English Law. The Customer submits to the non-exclusive jurisdiction of the English courts and in respect of any claims or actions against the Company the English courts shall have exclusive jurisdiction.
Credit will not be issued on any goods without prior authorisation. Goods will be refused without a clearly visible returns number on the box.
Whilst every endeavour has been made to ensure the accuracy of the prices quoted, no responsibility can be accepted for any errors or omissions. Prices are subject to alteration without notice.