Terms & Conditions of Sale for FLYING GADGETS Limited
1. Parties:In these conditions of sale, Flying Gadgets Ltd is referred to as "the Company", and the person/firm, individual or company purchasing from Flying Gadgets Ltd is referred to as "the Customer". The delivery service, or contracted hauliers on behalf of the Company is referred to as "The Carriers".
2. Basis & Application:All purchases by the Customer from the Company are on the basis that full acceptance and agreement of these terms & conditions of Sale by the Customer applies, and that these terms override any other restrictions or terms set by the Customer when orders are placed. These terms & conditions apply to all contracts of sale, whether transmitted to the Company by hand, post, fax, telephone, verbally or e-mail. For CREDIT ACCOUNT CUSTOMERS only, The Company will be authorized by the acceptance of these Terms & Conditions of Sale to effect a search on the Customer through credit reference agencies, which will keep a record of that search and may share that information with other businesses and may also make enquiries about the directors/partners as applicable.
3. Products & Prices:All prices & products quoted by the Company, either by letter, price list, verbally, or by a Sales representative/Agent are subject to change or variation without prior notice, although every effort will be made to give notice of any such changes. All product specifications may be subject to variation without prior notice, although every effort will be made to adhere to previously advised specifications. Sales information, leaflets or information provided on the Company's website (www.flyinggadgets.co.uk) relating to products supplied by the Company are provided as a guide only. All prices are quoted net, (except when indicated), and are exclusive of VAT (except when indicated). All products are “subject to availability” at the time of ordering and a Contract of Sale will only come into effect upon delivery. The Company will have absolute discretion whether to completely or partially fulfil orders (or not), and has the right to cancel or refuse orders without notice. High-Demand items will be despatched in order rotation, except where a Credit Account is overdue for payment. Back Orders will be created for items that are temporarily “Out of Stock”.and will be shipped (when available) by the most economical method for the Company. Orders will be despatched by POST or by CARRIER. Carriage-Paid order value is £1000 (UK Mainland) exclusive of VAT. Carriage is charged (at cost) on shipments sent offshore. Goods returned to the Company in perfect condition for credit, where any such products are NOT faulty, will be subject to a minimum 10% handling & restocking fee, subject to the discretion of the Directors. Items returned in less than perfect condition will be valued at the sole discretion of the Directors.
4. Terms of Payment:4.1) Standard Payment Term is “Payment against Order”, settled by BACS, Electronic Payment or Approved Credit Card before the goods are shipped. These are our standard terms for modest volume, REGULAR CUSTOMERS.
4.2) CREDIT ACCOUNTS: For those customers who order sufficient volume to warrant a CREDIT ACCOUNT, subject to condition (9) below, payment is due for all goods that are supplied on CREDIT ACCOUNT by the Company within 30 days from the date of the supply of goods (Terms I30), unless alternative payment terms are agreed with, and confirmed by, the Company, in writing. In the absence of any other agreement, these will be our standard terms for ACCOUNT CUSTOMERS. Extended credit terms are not permitted, and under the Late Payment of Commercial Debts (Interest) Act 1998 the Company reserves the right to charge interest on any overdue sums which will be levied at the rate of up to 5% per month above Barclay’s Bank Base Rate for any part of a calendar month. These terms may be varied at the discretion of the Directors, and will be indicated to you when you apply for a CREDIT ACCOUNT with us. Orders may not be shipped to customers where an OVERDUE Credit Account exists.
4.3) Cheques are only accepted by prior agreement. Preferred payment is by BACS or other electronic payment method. Customers' cheques that have to be re-presented will be charged to the customer at £15.00 + VAT on each occasion. Customers' Cheques that are refused by their bank will be charged to the Customer at £25.00 +VAT on each occasion. We draw your attention to Condition (9) below regarding payment default by the Customer.
4.4) Account Customers who systemically settle their account outside approved credit terms will be offered new extended credit terms, and all prices will be incrementally increased to reflect such a change, the sum of which is at the total discretion of Directors. Continual systemic delays in settling accounts within trading terms may result in credit terms being withdrawn, at the total discretion of Directors. Statements of Account will be emailed/posted to ACCOUNT CUSTOMERS at the end of each calendar month,. Any discrepancies or errors on our invoices must be reported immediately on receipt.
5. Passing of Property & Risk:Risk in the goods shall pass to the Customer on delivery to the Customer. The goods shall remain the property of the Company while any monies owing to the Company by the Customer under this or any other contract remain unpaid. The Customer is entitled to sell or use the goods in the normal course of his business or activity. Any goods which remain in the Customers' possession and which cannot be identified as supplied under a specific contract shall be deemed to be held on a "first in - first out" basis. Any sale of the Business of the Customer to a third party must be notified to the Company within 28 days. Where a Customer sells the Company’s goods as an AGENT, he shall have NO authority from the Company to make any representation or give any warranties relating to such goods or their fitness for any purpose.
6. Delivery:(6.1) All dates/times for despatch or delivery of goods given to the Customer shall be taken as an estimate made by the Company in good faith. Every effort will be made by the Company to comply, but this will not be binding on the Company. The Company will not be liable for any loss/damage sustained by the Customer in consequence of any failure by the Company to despatch/deliver goods within such time, or in consequence of any other delay in such despatch/delivery however caused.
(6.2) Goods will be deemed to have been received & accepted by the Customer in good condition, and complete, with an appropriate Customer's signature confirming receipt. Claused delivery notes or signatures such as "not checked" or similar will not operate to prevent such acceptance.
(6.3) If a delivery is refused without a valid reason, and needs to be redelivered to the Customer, any additional charges levied by the Carriers for such delivery will become payable by the Customer. Goods may be pre-booked for delivery, but booking-in charges will apply. Please refer to the Company for specific costs (if any) relating to your delivery requirements.
(6.4) SHORT DELIVERY or DAMAGE TO GOODS delivered to the Customer must be reported to the Company by telephone/fax/post/email within 5 working days of receipt of such goods, and clearly noted on our carriers own consignment notes (if applicable). Sales Invoices will be sent to the Customer within 3 days from the date of despatch of goods. Non-Arrival of such goods must be reported to the Company within 5 working days of receipt of such invoice.
7. Guarantees:The Company will, at its option, repair, refund or credit the Customer with the cost of any goods which have been damaged in transit, or where there is a shortage in the quantity of such goods, provided that the Customer has reported such damage/shortages to the Company within the time limit set out above in clause (6) above. The Company will at its option repair/replace/refund the price of any purchase from the Company which are shown to have become defective within 3 months from the date of despatch of such goods, provided that the Customer has properly notified the Company and that the goods have not been used/destroyed or disposed of before they have been inspected or approved for disposal by the Company. The Company retains full discretion to determine whether an item deemed “faulty” may be repaired or not, and whether such items should be repaired or replaced at their discretion. Any items returned for repair that are deemed to have been damaged by the Customer, such repairs will be charged to the Customer. The Company will not be liable for any loss/damage sustained by the Customer in consequence of any products supplied that are deemed “faulty” or in consequence of any other factor relating to “faulty” products, however caused. The Company will not accept “RETURN SHIPPING CHARGES unless previously agreed IN WRITING.
8. Exclusions of Liability:8.1)The guarantee in clause (7) is given to the exclusion of all other conditions and warranties express or implied, statutory or otherwise which are hereby excluded, except the statutory warranty of title.
8.2) The goods are sold at a price reflecting their cost and on the basis that the Company does not insure the Customer or his use of the goods.
8.3) The Company's liability arising out of, or in connection with the goods sold and under any contractual terms or conditions representations and in respect of any advice the Company may have made or given to the Customer relating either to the goods themselves, or to their use or to other products and whether in contract or in tort (including negligence) is restricted to the price paid to the Company under this contract.
8.4) The provisions of this sub-clause does not affect the Company's' liability for death or personal injury arising out of its negligence.
8.5) The Company does not in any event accept liability for consequential loss including (without limitation) third party claims, loss of profits or loss of business or goodwill or in respect of the negligence of others.
9. Default of the Customer9.1) In the event of the Customer making default in the punctual payment of any sum due to the Company, or if the Company believes the Customer is, or will become insolvent, the Company shall be entitled to take possession of all of its goods in the possession of, or in the control of the Customer, for which the Customer authorizes/hereby authorizes the Company, or its servants or agents to enter upon any land or premises on which such goods may be situated, and to cancel any contract with the Customer or require payment in advance of delivery. The Company and/or its Debt Recovery Agents shall be entitled to surcharge up to 15% (+VAT) of the overall debt to recover any costs of debt collection.
9.2) A written warning regarding a default will be issued to the Customer,& once the date deadline included in such warning has passed, and Debt Recovery Agents have been instructed, a debt surcharge of up to 15%+ VAT will be payable, irrespective of when a payment is then made by the Customer and received by the Company.
10. Right to Amend:The Company shall be entitled to amend, change or alter the specification of any goods to be supplied to the Customer, according to market conditions and demands. The Company shall also be entitled to alter, amend or change any detail contained in these Terms & Conditions of Sale, at their discretion. Any such changes will be advised to the Customer, in writing at the time of such amendment. Current Terms & Conditions of Sale appear at www.flyinggadgets.co.uk. The Directors of the Company have the right to waive any/all of these Terms & Conditions of Sale at their discretion. In particular, payment terms may be varied only by written agreement with the Directors.
11. Consumers:Nothing in these Terms & conditions of Sale shall affect the statutory rights of a Customer, who in relation to the Company, "deals as a Consumer" as defined in section 12 of the Unfair Contract Terms Act 1977, or any amendments of modifications thereof.
12. Construction & Jurisdiction:These Terms & Conditions of Sale shall be subject to, and construed in accordance with English Law. The English courts shall have exclusive jurisdiction in relation to all disputes arising between the Company and the Customer, arising out of the supply of goods by the Company to the Customer.
Terms & Conditions of Sale as at 01st April 2013