In these conditions ‘the Seller’ means Swiftpak Ltd (CRN 7676249) or any subsidiary company or agent authorised by them and ‘the Purchaser’ means the person or persons’ firm or company purchasing from or doing business with the Seller.
‘The Goods’ means all products supplied by the Seller to the Purchaser whether by means of sale hire rental or otherwise and whether the property of the Seller is distributed by the Seller as agents for another.
Contracts and orders are only accepted subject to these Conditions of Sale, acceptance of which is hereby confirmed by the Purchaser as being unqualified. If any qualification or variation is made by the Purchaser it shall not form part of the contract unless expressly agreed in writing by the Seller. Furthermore, these Conditions of Sale over-ride all clauses with a contrary intention whether printed or not, which may be proposed by the Purchaser, until expressly accepted in writing by the Seller.
Quotations are subject to written confirmation (and errors and omissions excepted).
Quotations are valid for 30 days.
All prices quoted or accepted are exclusive of Value Added Tax and the contract shall be such prices plus VAT.
All accounts are due and payable under these Conditions not later than 30 days from the end of the month of invoice.
- There shall be no payment, for purposes of these conditions, until any cheque has been cleared or cleared funds received into the account of the Seller.
- Time for payment shall be of the essence.
- The Seller reserves the right to charge interest at the rate of 5% above the base rate from time to time of Lloyds TSB on all overdue accounts, such interest being deemed to accrue on a day to day basis from the due date of payment under Paragraph (a) of this Condition.
- The Purchaser shall have no right of set off statutory or otherwise.
- If the Purchaser (being a company) has a petition presented for its winding up or passes a resolution for voluntary winding up or otherwise than for the purposes of a bona fide amalgamation or reconstruction or compounds with its creditors or has a receiver appointed of all or any part of its assets or (being an individual) becomes bankrupt or insolvent or enters into any arrangement with its creditors or commits a material or serious breach of this Agreement (and in the case of such a breach being remediable fails to remedy it within 7 days of receiving notice to do so) he will be deemed to have repudiated the Contract but without prejudice to all pre-existing obligations which shall remain fully binding and enforceable by the Seller against the Purchaser.
- If the Purchaser (being a company) fails to pay an account by the due date its directors will be personally, jointly, and severally liable to the Seller.
- If at any time any sum owed by the Purchaser is overdue the Seller reserves the right to withhold provision of any delivery of any of its goods and services until such time as all monies due to the Seller have been paid.
- The Seller reserves the right at any time at its discretion to demand security for payment before continuing with or delivering any order.
Delivery will be deemed to have been effected after the Goods leave the premises of the Seller or as the case may be the premises of the suppliers to the Seller in circumstances where the Goods are delivered direct from such suppliers.
- Time of delivery is not of the essence.
- The Seller shall not be liable for any loss whatsoever or howsoever arising caused by late or non-delivery or by the failure to make Goods ready for collection on the due date.
- The Seller reserves the right to make delivery by instalments and to tender a separate invoice in respect of each instalment.
- When delivery is to be by instalments or the Seller exercises its rights to delivery by instalments under paragraph (d) of this Condition or if there by any delay in the delivery of any one or more instalments for whatever reason this will not entitle the Purchaser to treat the Contract as repudiated or to damages.
- The Seller reserves the right to make a delivery charge according to the circumstances of each order. Deliveries of £150 net goods value and over where the delivery address falls in the Gold zone area are carriage paid within the Seller’s normal delivery programme. Under £150 a surcharge of £11.95 will be applied, and special deliveries will be charged at the cost to the Seller. Outside of the Gold zone, an extra courier charge will apply. An indicative cost of £30 will be added to the order and Swiftpak remains the right to change these costs to match the actual courier charges. The customer will be informed of the courier charges.
- Shortages must be notified to the Seller immediately upon receipt and no later than within three days of delivery.
Where an order for successive deliveries is accepted by the Seller each delivery shall be treated as a separate contract and disputes arising out of or in connection with one delivery shall not affect the balance of deliveries to be made in execution of the order.
A shortage or surplus charges pro rata not exceeding ten per cent will be considered due execution of any order.
8. Manufacturing Standards
All products are supplied in accordance with recognised trade tolerances. Every endeavour will be made by the Seller to match colours, but exact matching cannot be guaranteed nor a condition of these Conditions of Sale. Material thickness is calculated on a plus or minus 10% tolerance, and sizes given are subject to a plus or minus 5% tolerance.
9. Sketches and origination work
All sketches and origination work remain the property of the Seller.
10. Special printing and construction
Alterations from original copy on and after the first proof including alterations in style of construction will be charged extra. Proofs of all work may be submitted for the Purchaser’s approval and no responsibility will be accepted for any errors in proofs which may be passed by him. The Purchaser shall be solely responsible for any matter which the Seller causes to be printed on the goods on the instructions or at the request of the Purchaser, for any design or construction which the Seller causes to be executed on the instruction or at the request of the Purchaser, and solely responsible for any claims or proceedings made or brought by a third party arising therefrom.
Complaints or claims will only be considered if notified in writing by the Purchaser to the Seller within three days of the delivery of the goods complained of. Claims related to the transport of goods must be notified immediately on receipt to enable the Seller to comply with the time limit procedure of carriers by whom the goods were transported. The return of goods will not be accepted until the Seller or his representative shall first have had the opportunity of examining them and given his consent in writing.
12. Consequential loss
The Purchaser agrees that no condition or warranty is to be implied as to the merchantable quality of the goods ordered, or as to their suitability for any purpose whether known to the Seller or not, and that the Seller shall not be liable for in any circumstances any consequential damage or loss arising directly or indirectly out of the goods supplied by it land/or late delivery of the same. (b) The Seller shall not be responsible or liable for in circumstances for any consequential loss directly or indirectly arising as a result of any error in printing applied to any goods supplied by the Seller.
13. Limit of liability
In no circumstance whatsoever shall the Seller’s liability to the Purchaser arising under, out of or in connection with this contract or the goods supplied hereunder exceed the invoice price of the goods concerned.
14. Retention of title
The risk in the goods shall remain in the Seller until delivery to the Purchaser whereupon it will pass to the Purchaser.
- The goods shall remain the property of the Seller and the Purchaser shall hold the goods as bailee for the Seller until such time as all sums owing to the Seller under this or any other contract are paid.
- Without prejudice to the Purchaser’s continuing obligation to the Seller as bailee of the goods the Purchaser shall be entitled to resell the goods in the ordinary course of its business and monies received by the Purchaser upon resale shall be the property of the Seller until all sums owing by the Purchaser to the Seller under this or any other contract have been paid.
- The Purchaser grants to the Seller an irrevocable licence to enter on to the premises where the goods are kept to repossess them in the event of insolvency defined in Paragraph 4 (f) of these Conditions, or the Purchaser fails to pay an account by the due date.
15. Cost Variation
Prices may be revised in the event of any increase in costs to the Seller between the receipt of order and date of delivery to Purchaser.
16. Purchaser's property
Purchaser’s property when supplied will be held at the Purchaser’s risk. Every care will be taken to secure the best results where materials are supplied by Purchasers but responsibility will not be accepted for imperfect work caused by unsuitability of such materials.
17. Exclusion of sale by sample
Notwithstanding that in connection with any order the Seller may submit a sample of the goods to the Purchaser as indication the quality, colour of type of goods which may be supplied, no order for goods or acceptance thereof shall be deemed to constitute a sale by sample.
18. Force majeure, etc
The Purchaser shall not be liable for any delay in delivery or non delivery of goods caused by any circumstance beyond the Seller’s control including without limitation by any fire, flood, breakdown of machinery, strike, lock out or Court Order and in such circumstances the Seller reserves the right to cancel or suspend the whole or part of any delivery.
19. Variation of terms
Any quotation is made subject to the above noted terms and conditions and no alterations, exclusions additions or qualifications to the quotation and specification will be made unless confirmed in writing by the Seller.
20. Governing Law
These conditions and contract of which they form part shall be governed and construed in accordance with the Laws of England and the Purchaser and the Seller agree to submit to the jurisdiction of the Courts of England.