Sales and Delivery Conditions
1. Fairway Seals Limited only sells and delivers on the basis of the following conditions. These apply to all our offers, consultations and other commercial endeavours. Conditions laid out by the purchaser or customer that we do not expressly acknowledge acceptance of in writing are not binding on Fairway Seals Limited. This also applies to any verbal agreements, which also require our written confirmation of acceptance before taking effect.
2. Our quotations are without obligation to supply and therefore without binding effect. A contract to supply does not come into force and become binding on our part until our written confirmation of order is issued.
3. All moulds manufactured at the request of a customer remain our property even if the customer has made a financial contribution on a pro-rata basis to the total cost.
4. When delivering product a tolerance on the original order quantity of plus or minus 10% is permissible in accordance with normal manufacturing practice in our industry.
5. Unless otherwise expressly agreed, we deliver on an ex works basis. The risk always passes to the customer once the goods are collected by the applicable freight forwarder, carrier or postal service – even in the event of the product being delivered on carriage paid delivery terms.
Delivery and terms for delivery
1. Delivery lead times are estimated only, unless they have expressly been confirmed as fixed. Delivery lead times begin with the date of our written order confirmation but not before all details of the contract are completely clarified. Part deliveries are permissible. Our delivery obligations are subject to the fact that we are supplied with the goods correctly and in time from the applicable source.
2. Delivery lead times will be extended for the period of the hindrance in case of force majeure, labour disputes, in particular strikes and lockouts, and in the event of other unforeseeable occurrences beyond our control if such occurrences delay the production or delivery of the goods. We cannot be held liable for any break of contract based on the afore-mentioned events even if such events occur while we are in default of delivery.
3. If the customer suffers damage because of a delay in delivery for which we can be held liable, the customer is not entitled to claim compensation. The right of the customer to rescind the contract after having granted an additional period of time of reasonable length is excluded. The exclusion of the compensation of damages caused by delay shall not apply in cases of intention or gross negligence by us or in other cases in which the liability cannot be excluded in the General Conditions.
1. Unless otherwise agreed in writing, our invoices are payable within 30 days from the end of the month in which the goods were delivered. Payment should be made to cover the full invoice value free of all bank charges.
2. If payment has not or not fully been effected within the set limit of 30 days from the end of the month of delivery, we reserve the right to charge interest at the rate of 2% over and above the UK base lending rate, or a minimum of 7% per annum, whichever is greater. This does not affect our right to claim additional damages from the customer for the latter’s default. In case of default in payment we are authorised to rescind the contract or only to undertake further deliveries against prior payment or some other form of acceptable security.
3. The customer shall not be entitled to withhold payment or set off against any amount payable unless his counter claim is undisputed or has been decided in his favour by a court.
Retention of Title
1. The title of the goods delivered shall remain vested in ourselves and shall not pass to the customer until he has made payment in full or all sums due to Fairway Seals Limited under this or any other contracts between us and the customer. Until then the goods shall not be pledged nor transferred as security. The customer must immediately inform us in the event of attachment, impounding or other measures by third parties. The customer is liable for all costs or actions of intervention.
2. So long as the title of the goods remains vested in ourselves we shall be at liberty at any time to retake possession thereof and for this purpose to enter upon any premises of the customer.
3. If prior to the passing of the title of the goods to the customer he shall make any addition to or alteration to the goods or carry out an additional process to them, they shall nevertheless remain ours.
4. The foregoing provisions of this clause shall not impede or affect the passing of the risk in the goods.
5. In case the goods delivered are in a country whose laws do not, or in a restricted way, allow reservation of property, then the customer is obliged to provide us with all necessary securities. The customer is obliged to undertake and assist us in all measures, for example, registration, which are necessary for the valid agreement of the reservation or property and to secure those rights or other securities which are permissible in the respective country.
Liability for defects
1. Our technical consultations and quotations are worked out with utmost diligence taking into consideration the parameters and the circumstances known to us. All our recommendations for the use of the products are given with the best of our knowledge. However we cannot give any guarantee for the suitability of the product for a specific application because of the variety of such applications, the different requirements and the individual conditions of the applications. This shall not apply in cases where we guaranteed the suitability of the products expressly in writing. In any case the customer is obliged to scrutinise the suitability of the products for his proposed application himself. For the storage of the elastomer articles the British industrial standard shall apply. Technical modifications to improve the products are permissible.
2. We shall be liable for defects including failure to achieve guaranteed quality standards as provided here under.
a. The customer has to inspect the goods immediately after arrival at the place of destination. Claims on account of deficiencies and defects apparent on inspection can only be recognised by us when they are reported to us by phone, letter, email or fax immediately after arrival of the goods at the place of destination but within two weeks after arrival at the latest. Hidden defects are to be reported to us immediately , but within one week at the latest after being found out. Complaints are excluded after processing or incorporation of goods, unless the defect became only recognisable by the processing or the incorporation. In the case of alleged defects the customer has, at our discretion, to allow us to have the goods inspected by an independent expert. The customer has to give us or any appointed sub-contractor the opportunity to inspect the goods in question and the alleged defects and immediately provide us with samples if requested.
b. Claims are excluded if the processing of the goods or a mixture of the goods with goods of another origin are not immediately terminated after discovery of the defects.
c. We shall replace such goods free of charge where the goods have become un-serviceable or materially impaired in their serviceability. ~If we fail to remedy the defect within such reasonable period allowed by the customer or if performance of the remedy is impossible or refused by us, the customer may claim a reduction of price or annulment of the contract.
d. Further claims by the customer against us are excluded, in particular a claim for damages not arising from the goods themselves. This shall not apply in cases of intentional or gross negligence or in other cases in which an exclusion of liability in General conditions is not allowed by English law.
1. Claims for damage or loss for whatever reason against us or our representatives, in particular claims for damages not arising from the goods themselves are excluded. This shall not apply in cases of international or gross negligence or in other cases in which the exclusion of liability in General conditions is not allowable by English Law.
2. In specific cases, where the liability cannot be excluded, the liability is limited to a maximum of the sales price of the goods in question, the delivery or failure to deliver of which caused the claim.
Place of Performance. Place of Jurisdiction. Law applicable.
1. Place of performance for delivery and payment is Market Harborough.
2. Place of jurisdiction is Market Harborough. We are entitled to institute legal proceedings in the court of law, which has general jurisdiction over the customer’s main place of business, at our discretion.
3. English law shall govern the contract between the customer and us.
4. If one or more of the above-mentioned conditions shall prove inapplicable or legally invalid, the application and the validity of the contract as a whole and of all other conditions is not affected.