Terms and Conditions
These Terms and Conditions shall apply to all contracts for the sale of goods or stock by John Ayrey Die-Casts Limited (the ‘Company’) to the purchaser (the ‘Customer’) and shall comprise the only Terms and Conditions of contract between the Company and the Customer to the exclusion of all others, with the exception of such Terms and Conditions as shall be agreed in writing by a Directors of the Company. In the event of any inconsistency between these terms and those passing between parties, these Terms and Conditions shall prevail. No variation of the Terms and Conditions shall be allowed unless expressly accepted in writing.
1. All orders accepted by the Company are subject to these Terms and Conditions
2. The Company reserves the right to alter prices without prior notice. Trade prices exclude VAT. Prices charged are those current at the time of despatch of order. VAT where applicable will be added to all prices and charges.
3. All scales and measurements are approximate only. Items on the price list or the Company website may be the subject of patents and registered designs. The Company reserves the right to withdraw or modify the design or specification of any item at any time without notice.
4. All retail prices are recommended retail prices (‘RRP’) and are give as an approximate guide only. RRP include VAT where applicable.
5. Orders are accepted by the Company subject to availability of stock. Acceptance of an order and therefore the existence of a contract of sale will only come into effect at the time when the Company undertakes delivery of stock to the Customer.
6. The Company reserves the right to undertake partial deliveries and therefore raise invoices in instalments or partial deliveries. Each individual delivery will represent a separate contract of sale.
7. The Company may at any time refuse or cancel the delivery of an order or balance of an order without notice.
8. First orders will be on a ‘Pro-forma’ basis only and must be for a minimum invoice value £250 excluding VAT. Satisfactory proof of trading must be provided before orders can be accepted. Credit accounts may be opened at the discretion of the Company.
9. The Company accepts no responsibility for non-delivery or late delivery. All delivery dates quoted are approximate and subject to amendment without notice,. Time shall not be of the essence of delivery. A delivery date will only form part of the delivery contract if agreed in writing by a Director of the Company. The Company shall not be liable for any loss of damage or expense whatsoever or howsoever arising from delay in delivery or failure to deliver.
10. The Company accepts no responsibility for goods damaged or lost in transit unless notified in writing within 3 days of receipt or in the case of loss in transit within 7 days of our statement date.
11. The Company does not offer sale or return terms on any stock. Contracts and orders may only be cancelled by the Customer with the written agreement of the Company. Goods made or ordered specially for the Customer may not be cancelled or returned. If in exceptional circumstances the Company agrees to the return of any goods which were supplied against a correctly executed order they will be credited at our current Trade Price and will be subject to a 25% handling charge.
12. Every effort will be made to despatch complete orders. If this is not possible outstanding items will be automatically placed on back order. Where items have been held for four weeks or more and the total value of the order is less than £250, the Company reserves the right to cancel the order without notice. If items are not required to be placed on back order, this must be specified at the time of placing the order.
13. All published data of any kind by the Company relating to goods / stock are approximate. No warranty or condition is given of accuracy. The Company accepts no liability for any loss or damage direct or indirect arising out of or in connections with this clause.
14. Unless otherwise agreed by the Company in writing, payment of invoices shall be made in full without deduction or set off. Credit account invoices are due for payment in full within 28 days of invoice date. Accounts can be paid by bank transfer, credit card (Visa or Mastercard), or debit card (Delta or Switch), cheque or cash. The Company reserves the right to charge a fee for the use of a business credit or debit card. This charge may be varied from time to time at the discretion of the Company.
16. Title Of Goods
a) The risk in stock shall pass to the customer upon delivery. However the legal title to the stock shall not pass to the Customer until full payment has been received in the form of cleared funds for the price of the goods and all other sums due to the Company from the Customer on any account. b) Until the Customer has legal title to the stock, it must be held on the Company’s behalf and should be kept safe, insured and identifiable from other stock. Provided the Customer is purchasing the goods for resale, the Customer may as agent for the Company, sell and deliver the goods to a third party in the ordinary course of Customer’s business on condition that until such payment, as aforesaid, the Customer shall hold all proceeds of such sales in trust for the Company.
c) The Customer hereby assigns to the Company all rights and claims which the Customer may have against its customer arising from such sale until payment is made in full.
d) The Customer grants an irrevocable License to the Company to remove any goods supplied by the Company from the Customer premises up to a total value of all sums that might be owing to the Company. The Company can seek an injunction to prevent the Customer selling, transferring or otherwise disposing of the stock.
e) All risk in goods shall pass to the Buyer on delivery or to any person on the Customers behalf.
f) Upon the commencement of any act or proceeding in which the Customer’s solvency is involved, or if the Customer in any way charge the stock, the Customer’s right to possession of the stock shall end immediately and the Company may end the contract immediately. Any outstanding invoices will become immediately due for payment.
g) Claims in respect of alleged faulty goods, shortages or non-delivery shall not be grounds for withholding payments of accounts and shall not give the Customer any right of set off against payments due to the Company unless by prior arrangement with the Company.
The Company shall be entitled to trace its legal ownership of the stock into the proceed of sales or any claim for such proceeds. The Company licences the Customer in the case of the Customers business to deal with the goods supplied without prejudice to any right of action of the Company against the Customer in respect of this clause
a) Carriage and packing are free for orders dispatched with a net invoice value of £250 excluding VAT to UK mainland addresses and £300 excluding VAT to Northern Ireland and the Highlands and Islands of Scotland. Carriage and packing for orders with a net invoice value of under £250 (Northern Ireland £300) will be charged at our current carriage rates. Export carriage including non-UK mainland addresses, Eire and Channel Islands will be charged at cost. No allowance will be made for items not in stock.
a) Damaged or faulty goods may only be returned by the Customer with the prior consent of the Company. Goods must be properly packed upon return. The Customer will be issued a credit invoice for return postage upon receipt of goods providing the postage amount is agreed by the Company prior to return of the goods. The Company will always repair or replace a faulty item unless a replacement is not available in which case a credit invoice will be issued.
18. Settlement Discount
a) The Company can, at its discretion, offer a settlement discount to Customers on goods only. The discount and period for settlement discount are shown on each invoice where applicable. If the invoice is not paid within the specified settlement discount period the settlement discount will no longer apply and the invoice must be paid in full.
b) The Company reserves the right to repayment of any discounts deducted by the Customer from payments that fall outside the above terms or that have not been previously agreed by the Company.
c) Settlement discount and any other discount may be withdrawn at any time for any reason.
19. Overdue Accounts
a) The Company reserves the right to allocate payments from the Customer to any invoices outstanding.
b) The Customer shall pay the Company reasonable expenses incurred in the recovery of monies due, plus all court costs incurred in the collection of overdue accounts.
c) The Company reserve the right to charge interest at 3% above the Company’s bankers base rate on all amounts not paid within the invoice date.
d) If the Customer is, in the opinion of the Company, unable to fulfil its financial obligations or commits any breach of contract, the Company may stop any goods in transit and suspend further deliveries and forthwith determine the contract without prejudice to its rights hereunder and to any existing claims. The Company reserves the right to refuse further credit in cases where accounts are or have been overdue.
e) The Company reserves the right to make a service charge of £25 on each and every notification of an unpaid or re-presented cheque
20. The Company warrants that on delivery any stock will be of satisfactory quality and free from defects in material or workmanship. The Company gives no other warranty to the Customer for the stock.
21. If either party fails to exercise a right or remedy that it has or which arises under this agreement, such failure shall not prevent that party from exercising that right or remedy subsequently for that or any other incident.
22. If any of these conditions is, or at any stage in the future becomes invalid, illegal or cannot be enforced by law, it will not effect the other terms that will stay in force.
23. These Terms and Conditions shall be governed by and construed exclusively under the laws of England in the Courts of England and Wales