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1.0 |
DEFINITIONS |
| 1.1 |
In these conditions:
"Buyer" means the person who accepts a quotation from the seller for the sale
of goods or whose order for the Goods is accepted by the Seller.
"Goods" means all Goods supplied by the Seller in accordance with these
conditions.
"Seller" means Helionova Ltd, Hyperion House, 19 Frensham Road, Sweet Briar
Industrial Estate, Norwich, Norfolk NR3 2BT. Smart Buy and Ultranova are
trading divisions of the Seller.
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2.0 |
FORMATION OF CONTRACT |
| 2.1 |
A contract under these conditions shall arise upon either the Buyer agreeing to
purchase Goods in accordance with the Seller's written quotation or the Seller
accepting any written order of the Buyer. In either event the contract formed
shall be subject to these conditions to the exclusion of any other terms and
conditions subject to which any quotation is accepted or any order is made by
the Buyer.
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3.0 |
PRICE |
| 3.1 |
Prices for goods shall be as quoted by the Seller from time to time and, unless
otherwise agreed shall exclude the cost of delivery. Prices are subject to any
applicable value added tax at the prevailing rate from time to time.
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4.0 |
PAYMENT TERMS |
| 4.1 |
The Seller shall be entitled to invoice the Buyer for the price of Goods upon
delivery or upon the Seller notifying the Buyer that the Goods are ready for
collection.
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| 4.2 |
The Buyer shall pay the price of the Goods within 30 days of the date of the
Seller's invoice. The time of payment of the price shall be of the essence of
the contract. In the event of late payment the Seller shall be entitled to
charge the Buyer interest (both before and after any judgement) on the amount
unpaid (including amounts in respect of VAT) at the rate of 4% per annum above
the base rate from time to time of Barclays Bank plc from the date payment fell
due to the date payment is received in full.
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| 4.3 |
In the event that the Seller shall instruct a Solicitor or other person to
collect amounts due from the Buyer but unpaid then the Seller shall be entitled
to recover in addition to the principal amount due a further amount by way of
extra judicial costs equal to 15% of the principal amount due.
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5.0 |
DELIVERY |
| 5.1 |
Any dates quoted for delivery of the Goods are approximate only and the Seller
shall not be liable for any delay in delivery of the Goods howsoever caused.
Time for delivery shall not be of the essence unless previously agreed by the
Seller in writing.
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| 5.2 |
Risk of damage to or loss of the Goods shall pass to the Buyer upon delivery.
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| 5.3 |
Notwithstanding delivery and the passing of risk in the Goods, the Goods shall
remain the sole and absolute property of the Seller and title to and legal and
equitable ownership of the Goods shall not pass to the buyer until payment is
received by the Seller of all monies due from the Buyer to the Seller on any
account.
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| 5.4 |
Until such time as property in the Goods passes to the Buyer, the Seller shall
be entitled at any time to require the Buyer to deliver up the Goods to the
Seller and, if the Buyer fails to do so forthwith, to enter upon any premises
of the Buyer and repossess the Goods.
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6.0 |
GUARANTEE |
| 6.1 |
The Seller warrants that all accessories and kits supplied to the Buyer will be
free from defects in material and workmanship for a period of 12 months from
the date of delivery. The Seller at is option will repair or replace Goods
which are notified as defective within the guarantee period provided all monies
due from the Buyer to the Seller on any account have been paid in full by the
due date for payment.
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| 6.2 |
The guarantee referred to above is subject to the Goods having been stored and
used in an appropriate manner and as prescribed in the operating instructions
and not having been misused modified or repaired otherwise than by the Seller
and the Goods being returned to the Seller if so requested at the Buyer's
expense.
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| 6.3 |
No guarantee whatsoever is given in respect of any defect in the Goods arising
from fair wear and tear wilful damage negligence abnormal working conditions
nor in respect of Goods damaged by vandalism.
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7.0 |
LIMITATION OF LIABILITY |
| 7.1 |
The Buyer warrants to the Seller that Goods purchased are for use in the course
of the Buyer's business. The Buyer acknowledges that specialist training in the
use of the Goods will be required and the Seller shall be under no liability in
respect of any damage or injury caused by reason of the Goods being used by the
Buyer or its employees or agents who have not undergone adequate training in
the use of the Goods. The Seller can arrange for training to be provided upon
request.
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| 7.2 |
The Seller is not the manufacturer of the Goods and accordingly, save where the
Goods are sold to a person dealing as a consumer and save to the extent that
the same cannot by law be excluded, all conditions and warranties express or
implied in relation to the Goods are hereby excluded save that the under
takings implied by Section 12 Sale of Goods Act 1979 are not excluded nor does
the Seller exclude liability in respect of death or personal injury arising
from the negligence of the Seller.
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| 7.3 |
The Seller shall not be liable for any financial consequential or indirect loss
suffered by the buyer or any third party whether such loss arises from breach
of a duty and contract or tort and the Buyer acknowledges that it must maintain
suitable insurance cover in respect of such risks.
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| 7.4 |
In the event of the Seller failing to deliver Goods for any reason the Seller's
liability to the Buyer shall be limited to the excess cost (if any) to the
Buyer in the cheapest available market of obtaining similar Goods to replace
the goods not delivered over the price of the Goods.
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| 7.5 |
Where Goods are supplied with the benefit of a guarantee from the manufacturer
then the Seller shall be under no liability to the Buyer until the Buyer has
exhausted all rights afforded under the terms of such guarantee.
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| 7.6 |
To be valid any claim against the Seller whether in contact or in tort must be
brought within two years of the date of the relevant invoice and any such claim
shall be limited to an amount by way of liquidated damages equal to the invoice
value of the Goods in respect of which the claim is made.
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8.0 |
INTELLECTUAL PROPERTY RIGHTS |
| 8.1 |
Copyright and all other intellectual or industrial property rights in the Goods
or any brochure or catalogue or manual in which the Goods are depicted or
described are vested in the Seller or (as the case may be) the manufacturer of
the Goods.
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