1. This contract
contains the entire bargain between us
and in the case of any inconsistency between
these terms and the terms of any other
contract documents sent by you to us (whatever
their respective dates) in respect to
the goods, these terms shall prevail.
These conditions shall apply except as
may be expressly agreed by us in writing.
Any concession or waiver made by us at
any time shall not prejudice the exercise
of our rights hereunder.
2. We warrant
that, save as otherwise herein specifically
provided, the goods will accord with our
contract specification and will be of
sound materials and workmanship. Reasonable
variations in thread counts, strength,
weight, width, shrinkage, shade, colour
fastness and fluidity shall be allowed.
Unless stated on the contract, we shall
be deemed not to be aware of any special
purpose for which the goods or any product
made there from is required. If any special
characteristics are required in the goods
they must be stated on the contract. Any
samples supplied by us to you are so furnished
only to give an indication as to the quality
of the goods. We do not warrant that the
samples will accord with the contract
specification or that the goods supplied
will accord with the sample.
3.
a) Delivery date(s) means date(s) upon
which the goods are ready for despatch
to the point of delivery specified. b)
All deliveries must be taken up by the
final delivery date stated in the contract.
c) The promised delivery date specified
is a genuine forecast in the light of
the current conditions, but it is given
without legal commitment and we accept
no liability if in the event we are unable
to meet it.
4. We will endeavour
to supply the exact quantities of goods
ordered but, unless otherwise specifically
agreed: a) The total quantity shall be
subject to a tolerance either way of 10%
and you will pay for the actual quantities
of the goods delivered. b) The indicated
piece lengths are given as a general indication
but without legal commitment.
5. a) In the event of our costs increasing
between the hereof and the actual date
of the delivery owing to wars, Queen's
enemies, defence measures, imposition
of new customs, excise or other duties
or taxes, or increase of customs, excise
or other duties or taxes, increase in
the cost of raw materials or labour, scarcity
of labour or any other cause whatsoever,
the price at which your order is booked
may be increased in respect of that portion
of the Order which is undelivered on the
day when written notice of such increase
in the costs shall be given by us to you.
b) In the event that you fail to take
delivery of any part of the goods in accordance
with Condition 5(a) above, we shall be
entitled by notice in writing to you to
increase the price of the goods remaining
undelivered to our standard price or prices
ruling on the actual date of delivery.
6. a) If events beyond
our reasonable control prevent us from
delivering any goods by the appropriate
date, such date shall be postponed for
a reasonable period. Beyond such period
we may without liability cancel this contract
as regards such goods, or we may without
liability cancel this contract as regards
such goods unless the products either
have been, or are in the course of being
made, or have been appropriated by us
to this contact. b) If, by reason of any
such circumstances we are prevented from
supplying you with the full quantity of
the goods delivered under this contract
and also at the same time maintaining
if full our other business, then we shall
be at liberty to withhold, reduce, or
suspend delivery to you to such an extent
as we shall consider reasonable and equitable
in all the circumstances. c) We shall
give as much advance notice as possible
of any proposed action by us under paragraph
(a) or (b) above to enable you to make
alternative arrangements for the purchase
of the goods during the period of reduced
or suspended delivery, and in this event
you will be free to purchase from other
suppliers your requirements of the goods
to make good your anticipated or actual
deficiency but we shall not be bound to
acquire by purchase or otherwise additional
quantities of the goods from other suppliers.
7. a) Complaints on
quality are will only be considered provided
notice in writing is given to us within
28 days after receipt of goods by you
or your agents and the defective goods
are placed aside for inspection by our
representative. This shall be a condition
precedent to giving of any credit allowance
in respect of replacing the goods alleged
to be defective. b) Our liability in respect
of goods proved by you to be defective
is limited to giving you a reasonable
credit allowance in respect of (or at
our option to replacing at the point of
delivery specified overleaf) the goods,
but in no circumstances will our maximum
liability here-under exceed the invoice
value of the defective goods. c) In particular,
we shall not be liable for - (i) adverse
effects resulting from the application
to the goods of any process, operation
or treatment, unless specifically recommended
by us and we have agreed to be so liable,
nor (ii) for any goods which have been
cut or processed by you in a way or damage
after the risk in the goods has passed
to you (iii) any expenditure incurred
by you in respect of goods proved or alleged
to be defective, nor (iv) loss of profit
not for consequential loss of any kind
to you however caused. d) Claims for loss
or damage in transit of goods shipped
at our risk will only be considered if
made so as to reach us within such period
as will enable a valid claims to be made
against the carrier. e) In the event of
your failure to give us notice as specified
in paragraph (a) or (d) above, your claim
shall be deemed to have been waived and
shall be absolutely barred. f) Where a
complaint or a claim has been made in
respect of goods proved or alleged to
be defective we may suspend further deliveries
of goods under this contract until the
validity of such complaint or claim has
been finally determined and in such events
the applicable delivery date(s) shall
be postponed accordingly. g) If on or
after delivery we make any allowance to
you in respect of any claim and such allowance
is accepted by you, no further claim may
be made by you in respect of that matter.
8. a) If you purport
to cancel this contract or refuse to accept
delivery of goods hereunder, you will
be liable to us for the full contract
price. b) We shall be entitled to charge
interest at the rate of 1.5% per month
on: (i) all overdue payments (ii) the
price of any goods of which you shall
have failed to take delivery until the
date they were actually delivered to you
or otherwise disposed of. c) We shall
be entitled to suspend or cancel further
deliveries under this and any other contract
between you and us: (i) if payment is
overdue or (ii) if you shall have failed
to take delivery of any goods or (iii)
(after notice) if and to the extent of
the goods delivered would exceed, your
credit limit whether or not advised to
you and whether or not payment is overdue.
d) For the purpose of this condition time
of our receipt of payment shall be of
the essence of this contract. e) You shall
not be entitled to withhold or set off
payment for goods delivered for any reason
whatsoever.
9. a) The risk in the
goods shall pass to you when we deliver
the goods in accordance with the terms
hereof to you or to your agent or other
person to whom we have been authorised
by you to deliver the goods, and we shall
have no responsibility in respect of the
safety of the goods thereafter and accordingly
you should insure the goods thereafter
against such risks (if any) as you think
appropriate. b) However, the ownership
of the goods shall remain with us and
we reserve the right to dispose of the
goods until payment in full for all the
goods has been received by us in accordance
with the terms of the contract or until
such time as you sell the goods to your
customers by way of bona fide sale at
full market value.
10. All designs and
sketches are submitted by us in confidence
and unless otherwise agreed in writing
they and the copyright in them remain
our property.
11. This contract contains
all the terms and conditions of purchase
and the sale relating to the supply of
the goods to which it relates. No further
conditions will be recognised by or binding
on either you or us apart from the actual
quantities, prices and delivery dates
notwithstanding that such conditions may
be annexed to any documents exchanged
between us relating to this contract or
the supply of goods hereunder.
12. This contract shall
be interpreted exclusively according to
the laws of the United Kingdom (as it
applies in Northern Ireland) and you hereby
accept the jurisdiction of such courts,
whether in the United Kingdom or elsewhere,
as we may nominate for the purpose of
trying any action arising out of this
court.
13. While we try and
ensure that all prices on our Web site
are accurate, errors may occur. If we
discover an error in the price of goods
you have ordered we will inform you as
soon as possible and give you the option
of reconfirming your order at the correct
price or cancelling it. If we are unable
to contact you we will treat the order
as cancelled. If you cancel and you have
already paid for the goods, you will receive
a full refund. |