General In these conditions the Seller means Divilly’s limited and the Buyer means the purchaser of the goods or services. The Goods mean the products or services of the Seller.
Quotations and Orders
1. All quotations, acceptances, undertakings or transactions are subject to these terms and conditions and any additional or different terms proposed by the Buyer shall not amend or modify these terms and conditions and shall, to the extent that they purport to so amend or modify these terms and conditions, be of no effect. The Buyer will be deemed to have agreed to and accepted these terms and conditions upon the placing of any order for Goods. 2. No order in pursuance of any quotation or otherwise shall be binding on the Seller unless and until such order is accepted by the Seller.
3. The Seller reserves the right to vary its prices.
4. Delivery shall be within a time period agreed between the parties and the Seller shall use its best endeavours to ensure that delivery takes place within the period agreed. Failure by the Seller to deliver the Goods within the agreed time period shall not amount to a breach of this contract by the Seller and the Buyer shall not be entitled to damages or other compensation or to cancel this contract by reason of such failure. 5. The Seller reserves the right to deliver in instalments. Each part delivery shall be deemed to constitute a separate contract, the fulfilment or non-fulfilment of which shall not affect any other part of the contract or the contract as a whole. 6. Where any order involves more than one delivery and default is made on payment on the due date (either under this contract or any other contract made between the Seller and the Buyer) the Seller shall have the right to suspend all further deliveries until payment is made or to terminate the contract without prejudice to any existing claim. 7. The Seller shall not be liable to the Buyer for any loss or damage which may be suffered by the Buyer as a direct or indirect result of the supply of the Goods by the Seller being prevented, hindered or delayed by reason of any circumstances whatsoever which are outside the control of the Seller. 8. Once delivery has been accepted the Buyer shall not be entitled to withhold or postpone payment of all or any portion of the price agreed therefore.
9. Notice of claims for damage to goods or shortages must be given in writing to the Seller within one working day of the date of collection or delivery. 10. Claims for defects in quality, nature, condition etc., must be received in writing within three working days of delivery of goods. 11. In the event of such a claim, and upon receipt of the aforementioned notice with the time specified, the Seller shall, if possible, make good the said shortage, and or as appropriate, replace, without admission of liability, any Goods found to be defective. In the event that it is not reasonably possible either to make good the said shortage, or replace the said Goods, the Seller may elect to give credit to the Buyer in respect of such shortage or replacement.
12. In no circumstances whatsoever shall the Seller’s liability to the Buyer arising out of or in connection with this contract or the Goods supplied exceed the invoice price of any particular item in regard to which a claim is made. Insofar as any Goods supplied by the seller are found to be defective, in no circumstances shall the Seller be liable to the Buyer (or to any third party) for any consequential losses whatsoever. 13. Notice of claims in relation to errors in pricing or discount must be given in writing within three days of date of invoice.
14. Goods may be returned by prior arrangement only and are accepted for credit at the sole discretion of the Seller. A handling charge may apply on all Goods returned for credit.
Special Terms/Product Specific
15. The seller accepts no responsibility or liability where goods or services have been affected by misuse, neglect, accident, improper storage, installation or handling or by repair or alteration not effected by the seller. 16. Returns of products will not be accepted. It is the responsibility of the buyer to ensure that correct quantities are ordered.
Retention of Title
17. All Goods supplied to the Buyer, notwithstanding delivery and the passing of risk, shall remain the property of the Seller until such time as all monies due to the Seller, whether in relation to the specific goods or otherwise, have been discharged in full. Furthermore and in the event that the Buyer has not discharged all sums due to the Seller, the Seller reserves the right to repossess any Goods supplied in respect of which payment has not been made and thereafter to sell on these Goods. The Buyer hereby grants an irrevocable right and licence to the Seller, its representatives or agents to enter upon all and any of its premises to recover such Goods. This clause shall be binding on the Buyer, its staff, agents and any receiver, liquidator or examiner or such other person as may be appointed by the Courts.
18. The Buyer shall effect payment to the Seller for all Goods supplied on or before the due date, as agreed with the Seller. 19. Interest will be charged on all overdue amounts at a rate of 0.8% per month (or as amended from time to time) at the time payment is due – this shall apply even in the event that the Seller continues to supply Goods to the Buyer on credit. 20. The Seller reserves the right to recover all and any charges incurred by it in collecting overdue monies including debt collector’s fees, solicitor’s fees and/or Court costs. 21. The Seller will charge the Buyer for any Cheques returned from the Bank marked unpaid, refer to Drawer or any other reason. 22. Direct Debit contracts agreed between the Seller and the Buyer are binding. Breach of the agreement will reflect in payments made by the buyer to the supplier where needed as pointed out in note 18.104.22.168#