Trading Terms and Conditions.
Mawsley Machinery Limited (“The Company”) are only prepared to trade on these terms and conditions.
The Company’s quotations or offers for supply of goods or services are not capable of acceptance other than on these terms and conditions so that:- i. If the customer purports to accept the Company’s quotations or offer but purports to make that acceptance subject to any other terms and condition or ii. Purports to make a counter-offer by purporting to accept this offer but on their terms and conditions. then (unless the contrary is agreed in writing by the Company) such acceptance or purported counter- offer shall be deemed to have been an acceptance of the offer as if there were no reference in the acceptance or purported counter-offer to any other terms and conditions.
Acceptance of delivery of the goods or services (or part thereof) from the Company shall be conclusive proof that the customer has accepted these terms and conditions as being the only ones affecting any contract between the customer and the Company. Clauses 1, 2 and 3 above are to the intent that there is either:- i. A contract between the parties on these terms or ii. There is no contract at all and if the goods are accepted by the customer this is conclusive proof of a contract on these terms. The Company and the customer have taken into account their respective strength of bargaining position relative to the other and have considered the availability of suitable alternative products and services and sources of supply and the terms on which alternative supply could be obtained and not withstanding all such factors agree that they wish to proceed with this contract on these terms and conditions.
The Company operates a “two-tier” system of prices:- i. Either the customer pays the full price list (as shown in our price lists from time to time) and in which case Conditions 9 and 10 set out below shall not apply, or ii. The customer pays the discount price (i.e. any lower price than the full list price) and in which case all these terms and conditions of contract shall apply. The Company makes every reasonable effort to meet delivery and service times to suit the customer but sometimes through circumstances beyond the Company’s control the Company may be unable to meet those requirements. Consequently, the Company shall not be liable for any damage or losses whatsoever (including consequential losses) which arise through its inability because of circumstances beyond the Company’s control e.g. strikes, accidents or shortages of materials, etc., to supply goods on the times or dates stated.
The Company will do its best to supply the goods and services at the prices agreed but the Company reserves the right to increase its prices or take proper account of fluctuations in exchange rates and/or increases in the cost of materials or other factors which are not under the Company’s control.
Unless the Company have been asked specifically to confirm that its goods or services are fit for the buyer’s particular purpose or purposes then the Company give no warranty nor will it be a term of this contract that the Company’s goods and services will be fit for any particular purpose or purposes. Save that if the Company are asked to confirm fitness for a particular purpose, the Company reserve the right to increase the Company’s prices to take account of the increased potential liabilities arising from that confirmation.
Illustrations, photographs and advertising matter used by the Company are for general information only and, whilst every effort is made to ensure that technical information is correct, such information shall be deemed to be approximate only and minor deviations therefrom shall not render the Company liable in any way to the customer.
Under no circumstances shall the Company’s liability in Tort exceed such liability as might have existed had a claim been brought in contract and the customer shall indemnify the Company in respect of any greater liability which may arise in Tort. The Company shall be entitled to add the reasonable cost of carriage and packing where it delivers goods and the cost of travel when services are rendered.
Unless the Company receives from the customer written notice of a claim for wrong delivery or damage to or loss of goods the subject of delivery within 10 days of the date of posting of the Delivery Note then the lack of such written notice shall be conclusively deemed to show acceptance of goods as being delivered fully in accordance with the Delivery Note. Where the customer makes a valid claim under a manufacturers warranty the customer agrees that the decision of that manufacturer as to payment for parts or labour shall be binding upon the customer to the intent that the customer will not hold the Company liable for any warranty claim rejected in whole or in part by the manufacturer (but without prejudice to the customers rights against the manufacturer).
In the event of it being proven that goods supplied or services rendered were defective then the Company’s liability therefore shall in no circumstances (save in the case of proven negligence resulting in death or injury) exceed the nett invoiced cost of these goods and in no circumstances shall the Company be liable for any consequential loss of any nature.
The Company accepts no responsibility for sites and foundations or (except when supplied by the Company) for any framework or support for machinery or for compliance with Statutory Regulations or Local Regulations or Bye-Laws or the fulfilment of any special requirements binding on the customer. The customer is responsible for the proper adaptation of the Company’s design to the customer’s own circumstances.
Where the Company provides any labour on the Customers site or otherwise on the customers instructions the customer shall indemnify the Company against the consequences of any defect or unsuitability of any plant, tackle or apparatus provided by the customer and against any claims by third parties or any claims howsoever arising under any Statute, Local Regulations or Bye-Laws or at Common Law but not including any claim arising from the fact or neglect to the Company, its agents or servants.
Payment shall be made in accordance with the arrangements agreed by the Company with the customer, but in the absence of such arrangements being agreed in writing payment shall be nett monthly on spares, new machines below £1,000 or for work done, immediate on all new machines over £1,000 and used machines. We understand and will exercise our statutory right to claim interest and compensation for debt recovery costs under the late payment legislation if we are not paid according to agreed credit terms.
All goods delivered to the customer by the Company remain the Company’s sole and absolute property and the Company shall remain legal and equitable owner of them until such time as the customer has paid to the Company the agreed price for those goods together with the full price due for any other goods or services the subject of any other contract between the customer and the Company together with any interest due for late payment.
The customer agrees that the Company may, for the purposes of recovery of its goods, enter upon any premises where those goods are stored or where they are reasonably thought to be stored and may repossess the same.
Until such time as the customer becomes the owner of the goods he will store them on his premises separately from his own goods or those of any other person and in a manner which makes them ready identifiable as the Company’s goods.
The customer acknowledges that he is in possession of the goods solely as Bailee or Fiduciary for the Company until payment of all sums mentioned above has been made.
The customer is licensed by the Company to agree to sell-on the Company’s goods subject to the express condition that the entire proceeds are held in trust for the Company and are not mingled with any other monies or paid into any overdrawn bank account and shall at all times be identifiable as the Company’s monies.
Notwithstanding that property (ownership) shall not pass, save as above, risk passes to the customer as soon as the goods come under his or his agents’ control and it shall be the customer’s duty to insure those goods against reasonable commercial risks. English law only shall apply to this contract and all disputes shall be dealt with by the English courts alone.