James Technical Services Terms and Conditions
Interpretation: In these conditions
“The Buyer” means the person who accepts a quotation of the Company for the sale of the Goods or whose order for the Goods is accepted by the Company. “Goods” means the Goods (including any instalment of the Goods or any part for them) and/or services which the Company is to supply in accordance with these conditions. “The Company” means James Technical Services Limited (registered in England and Wales under No 771838986 ), whose registered address is King Morter Proud, 36 Watton, Brecon LD3 7EF. “Conditions” means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between The Buyer and The Company. “Contract” means the contract for the purchase and sale of the Goods.The headings in these terms and conditions are for convenience only and shall not affect their interpretation.
Order & Prices
No order submitted by the Buyer shall be deemed to be accepted by The Company unless and until confirmed in writing by The Company’s authorised representative. All prices quoted, should be regarded as fixed and firm for the validity period shown. Where no period is shown, it shall be understood that the period is 30 days. Unless otherwise stated, prices quoted will be exclusive of carriage and packaging. All prices quoted are exclusive of any applicable VAT.
Payment Terms
Invoices shall be generated as detailed on the quotation, or when the goods are despatched or made ready for despatch if held at The Buyer’s request and will be payable forthwith. Unless otherwise agreed in writing, payment term shall be thirty days open credit from date of invoice, subject to satisfactory references. Until payment is made in full to the seller the goods shall remain the property of the seller but the risk therein and all liability to third parties in respect thereof shall pass to the buyer on delivery. If The Buyer fails to pay The Company within the agreed terms, The Company shall be entitled to withhold delivery of any goods due to be delivered to The Buyer under this or any other contract with The Buyer. The Company reserves the right to charge interest on any account, at commercial rates which will not be less than 3% over the Basic Rate from time to time applicable until the sum due is paid.
Delivery
It shall be understood that the time quoted is based on ‘Order Acceptance’ i.e. from the time that The Company acknowledges the Order and not from Order receipt. The time for delivery shall be extended by a reasonable period if delay in delivery is caused by instructions or lack of instruction from The Buyer. Time for delivery shall not be of the essence unless previously agreed by The Company in writing. Unless previously agreed in writing it is the Buyers responsibility to provide handling equipment and insurance, once equipment has arrived through customer’s perimeter. The full delivery address will be stated at the time of order. Any additional cost incurred by the Company in delivering Goods to a different address than the one quoted shall be borne by the Buyer.
To allow the Company to perform our obligations under this Contract, the Buyer will provide to us (where applicable):
a) Sufficient and suitable access to any site at which Services are to be performed;
b) A cleared, prepared, suitable and safe site which complies with all applicable statutory or other regulations and codes of practice;
c) All necessary information, including but not being limited to any relevant health and safety policies applicable to any of our personnel when carrying out the Services.
The Buyer will indemnify the Company for any Liability incurred by the Company as a result of the Buyer (or any applicable third party) not doing any of the things set out above. The Company shall not be liable for any additional costs incurred if the Buyers premises are not prepared sufficiently for any site installation work to commence. Should it not be possible to commence installation at the designated time, The Company will discuss an alternative installation date that is convenient to The Company. A return to site will not take precedence over existing commitments.
Specification
The quantity, quality and description of and any specification for the Goods shall be those set out in the Company’s quotation (if accepted by the Buyer) or the Buyer’s order (if accepted by the Company). The specifications of good supplied under this Contract are as stated in the appropriate datasheets and product descriptions included with the quotation insofar as the specifications are valid at the time of formation of the contract. All specifications are an approximate guide only to the nature, quality and function of the goods unless all or part of the Specifications is or are expressly stated in the quotation to be an essential term of any contract.
Sub-Contracting
The Company shall be free to sub-contract aspects of the manufacture and installation as they deem suitable. Where The Company sub contracts it shall ensure that any and all sub-contractors are reasonably skilled in the relevant practices.
Guarantee
The Company, will make good, by repair or at its option by the supply of replacements, defects which, under proper use, appear in the goods within a period of 12 months from the date of supply, unless otherwise agreed in writing, and arise solely from faulty design, materials or workmanship. Any exclusion to this will be agreed in writing with The Buyer.
Liability
The Company’s liability under this clause shall be in lieu of any warranty or condition applied by law as to the quality or fitness for any particular purpose of the goods, and save as provided in this clause, The Company shall not be under any liability, whether in contract, tort, or otherwise in respect of goods delivered or for any injury (other than personal injury caused by our negligence as defined in the Unfair Contract Terms Act 1977), damage or loss resulting from such defects or from any work done in connection therewith. In no event shall The Company be liable for loss of anticipated earnings, loss by reason of plant shutdown, non-operation, or increased expense of operation of alternative equipment or other costs, expenses, whether real, incidental or notional.
Publications
Illustrations contained in Technical specifications provided by The Company are for identification only and are not binding. All sketched and origination work shall remain the property of The Company unless paid for by the buyer. All designs are subject to variation and improvement and the form, function and build specifications of products may vary. The accuracy of tables of dimensions, working capacities and other specifications are not guaranteed and do not form part of the Contract unless specifically agreed by The Company.
Claims
The buyer shall upon delivery of the goods examine them to determine their quality and quantity.
After a period of 7 days The Company shall not be liable if the buyer fails to do this and suffers damage or loss.
Cancellation
A Contract cannot be cancelled except by written consent from a director of The Company and on terms which will indemnify The Company against all loss. The Company may terminate the contract immediately if:
a) The Buyer commits a material breach of its obligations under these terms and conditions or
b) The Buyer is or becomes the subject of a bankruptcy order or takes advantage of any other statutory provision for the relief of insolvent debtors or
c) The Buyer enters into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with its creditors or
d) The Buyer convenes any meeting of its creditors, enters into voluntary or compulsory liquidation, has a receiver, manager, administrator or administrative receiver appointed in respect of its assets or undertakings or any part therefor, any documents are filed with the court for the appointment of an administrator in respect of the Buyer, notice of intention to appoint an administrator is given by the Buyer or any of its directors or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the insolvency Act 1986), a resolution is passed, or petition presented to any court for the winding up of the Buyer or for the granting of an administration order in respect of the Buyer, or any proceedings are commenced relating to the insolvency or possible insolvency of the Buyer.
Force Majeure
No liability will be accepted by the seller for any failure or delay in performance which is due wholly or partially to Act of God, war, fire, explosion, riot, civil commotion, restriction by government or competent authority, strikes, locks out, failure in suppliers to our factory of raw materials or to any cause whatsoever beyond our control.
General
Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice. No waiver by the Company of any breach of the Contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision. If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provision of these Conditions and the remainder of the provision in question shall not be affected thereby.
Severance
In the event that one or more of these Terms and Conditions is found to be unlawful, invalid or otherwise unenforceable, that provision shall be deemed severed from the remainder of these Terms and Conditions, which shall remain valid.
Governing Law
Any dispute arising under or in connection with these Conditions or the sale of the Goods shall be resolved by the Courts of England and Wales.
The Buyer submits to the exclusive jurisdiction of The English and Welsh Courts and agrees that the Contract shall be governed by the laws of England and Wales.
