Terms & Conditions
1. CONDITIONS APPLICABLE
1.1 These terms and conditions of business shall apply to all contracts for the sale or supply of Goods and the carrying out of any services by the Supplier (as hereinafter defined) to the Customer (as hereinafter defined) to the exclusion of all other terms and conditions including any terms or conditions which the Customer may purport to apply under any purchase order, confirmation of order, or similar document. They supersede all earlier conditions of contract issued by the Supplier.
1.2 All orders and requests for Goods and the carrying out of any services shall be deemed to be an offer to purchase or contract pursuant to these Conditions.
1.3 Despatch or delivery of Goods by the Supplier to the Customer or the carrying out of any service by the Supplier shall be deemed conclusive evidence of the Customer's acceptance of these Conditions.
1.4 Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Supplier.
1.5 For the purpose of these Conditions the Supplier means oiiocare (a partnership) (having its principal place of business at Oska House, Fitzherbert Spur, Portsmouth, PO6 1TT where a list of the partners is available for inspection). Any reference in this catalogue to oiiocare is as reference to this firm.
1.6 For the purpose of these Conditions the Customer means the person, firm, company or body who submits to the Supplier an order or request for Goods and or the carrying out of any service.
1.7 In these terms and conditions of business the "Goods" means the goods requested by the Customer.
2. BASIS OF QUOTATION
2.1 All prices shown in any price list or quoted by the Supplier are exclusive of value added tax which will be added in accordance with U.K. legislation in force at the relevant tax point date.
2.2 Where prices are stated by the Supplier subject to the Customer's choice of size, quantity, colour, material and finish then such price may be subject to change depending upon the size, quantity, colour, material and finish chosen.
2.3 All measurements in the Supplier's catalogue and in any quotation are approximate. Such should not be used for any purpose by the Customer.
2.4 Functional specifications, colours, anodising, material fabrics, finishes, and other treatments and appearances will be the nearest commercially available in all or any respects to that selected or offered. However the Supplier reserves the right to change such either to take advantage of technical developments, improvements or modifications which the Supplier considers desirable, or to take account of the availability of materials, or to enable compliance with relevant health and safety or statutory requirements.
3. FORMATION OF CONTRACT
3.1 Where any written quotation is provided by the Supplier then the Supplier reserves the right to vary or withdraw any quotation which is not accepted in writing by the Customer within 14 days of the date of its issue.
3.2 The Supplier reserves the right to decline to accept any order unless and until it receives either a written acceptance of any quotation provided by the Supplier or a written order placed by the Customer.
3.3 Once an order is placed by the Customer then it cannot be cancelled by the Customer without the Supplier's written agreement, or the delivery of Goods rejected or returned. If in the Supplier's own discretion it accepts cancellation or variation then it may do so on terms that the Customer shall reimburse the Supplier against all costs, charges and expenses incurred that arise from such cancellation, delay or variation.
3.4 Any cancellation, delay or variation will not affect the rights of the Supplier against the Customer in respect of any Goods already supplied or services already provided pursuant to this Agreement.
4. PRICE AND PAYMENT
4.1 The price for the Goods shall be that quoted (a) in the Supplier's current catalogue for Goods as shown and priced in that catalogue and (b) for all other Goods and services that quoted by the Supplier at the time of the Customer placing its order. The Supplier reserves the right to change prices but not after it has received and accepted any order. Where goods are ordered from the Supplier's catalogue it is the Customer's responsibility to check when placing the order that the price shown remains the current price.
4.2 Payment shall be made for Goods (a) by approved account customers within 30 days of the date of delivery or collection and (b) for all other Customers at the time of delivery or collection and for the carrying out of services (a) by approved account customers within 30 days of the date of carrying out the relevant service and (b) for all other Customers at the time of carrying out the relevant service. The Supplier may decline to commence carrying out any service unless it is satisfied payment shall be forthcoming when completed.
4.3 If any payment is not made when due the Supplier reserves the right:-
- to suspend further deliveries of Goods and or the carrying out of further services; and/ or
- to charge interest for late payment at 4% over Barclays Bank PLC base rate from time to time in force for the period from the due date and until paid both before and after any judgment. If Barclays Bank PLC either ceases to exist or to publish a base rate then the Supplier may nominate (as applicable) another bank or comparable rate of interest.
4.4 Payment shall be made in full when due without deduction or set off whether such rights arise at law or in equity.
4.5 Prices quoted for Goods do not include delivery charges where the value of the order (excluding VAT) is less than £100. Prices quoted for Goods where the value of the order (excluding VAT) exceeds £100 will usually include any charges for standard mainland delivery during normal business hours. Please enquire at the time of ordering. The right is reserved to charge for express or special or overseas delivery requirements or for delivery outside of normal business hours.
4.6 Payment on delivery should only be made by cheque made payable to oiiocare. Unless by prior arrangement with the Supplier cash should not be given to the delivery agent or driver.
5. DATES FOR SUPPLY
5.1 Any date quoted by the Supplier either for the delivery of Goods or carrying out any service is an estimate only: time shall not be of the essence.
5.2 The Customer shall not be entitled to cancel this Agreement or to withhold any payment on account of any delay.
5.3 The Customer shall accept delivery of the Goods when they are ready for delivery and shall provide reasonable assistance for unloading at the point of delivery.
5.4 The Customer shall take delivery of Goods tendered notwithstanding that the quantity so delivered shall be less than the quantity ordered provided the discrepancy in quantity does not exceed 10%.
5.5 Where any service is to be provided at the Customer's or third party's premises the Customer shall ensure that a safe and clear work area is provided.
6. DESCRIPTION OF GOODS
6.1 Subject to the provisions of Clause 6.2 below the Goods shall be supplied in accordance with the description contained in the Supplier's catalogue or where these do not appear in such catalogue in accordance with the Supplier's quotation.
6.2 The Supplier may from time to time make changes in the specification of the Goods which are required to comply with any applicable health and safety or statutory requirements or which do not materially affect the quality or fitness for purpose of the Goods.
6.3 The Customer shall satisfy itself that the Goods are suitable for its purposes and requirements.
6.4 All warranties and conditions whether implied by statute or otherwise are excluded from this Contract Provided that nothing in this Contract shall restrict or exclude liability for death or personal injury caused by the negligence of the Supplier or affect the statutory rights of any Customer dealing as a consumer.
7. DEFECTS, DAMAGE, LOSS OR NON-DELIVERY
7.1 The Customer shall inspect the Goods on delivery and shall within three days of delivery notify the Supplier of any alleged defect, shortage in quantity, damage or failure to comply with description or sample. The Customer shall afford the Supplier an opportunity to inspect the Goods within a reasonable period following delivery and before any use is made of them. If the Customer shall fail to comply with these provisions then the Goods shall be conclusively presumed to have been in accordance with this Contract and free from any defect or damage which would be apparent on reasonable examination of the Goods and the Customer shall be deemed to have accepted the Goods.
7.2 Where required the Customer shall also notify the carrier on any alleged defect, shortage in quantity, or damage.
7.3 If the Goods are not in accordance with this Contract for any reason then the Customer's sole remedy shall be limited to the Supplier making good any shortage by replacing such Goods or if the Supplier shall elect by refunding a proportionate part of the price or giving credit for a proportionate part of the price against any balance arising and due from the Customer to the Supplier.
7.4 Where any service is carried out not in conformity with this Contract then the Customer's sole remedy shall be limited to the Supplier making good that deficiency or if the Supplier shall elect by refunding a proportionate part of the price or giving credit for a proportionate part of the price against any balance arising and due from the Customer to the Supplier.
8. RISK IN GOODS
8.1 Notwithstanding that title has not passed the risk in any Goods or any part thereof shall pass to the Customer on delivery to the Customer's premises or to any other requested place of delivery. Where the Customer requests any special delivery arrangements then risk in the Goods shall pass to the Customer at the point at which the Goods leave the premises of the Supplier or its agent.
9. RETENTION OF TITLE
9.1 The Goods shall remain the Supplier's property until the Customer has paid for them in full. Until that time the Customer shall hold them as bailee and store them (insofar as they have not been used or consumed) in such a way that they can be identified as the Supplier's property and keep them separate from the Customer's own property and the property of any other person.
9.2 Although the Goods remain the Supplier's property until paid for the Goods shall be at the Customer's risk from the time of delivery or as the case may be from the time of leaving the Supplier's premises in accordance with the provisions of Clause 8 above and
Customer shall insure them against loss or damage accordingly and in the event of such loss or damage shall hold the proceeds of such insurance on behalf of the Supplier as trustee for the Supplier.
9.3 The Customer's right to possession of the Goods shall cease if:-
(i) the Customer has not paid for the Goods in full by the expiry of any credit period allowed for by this Contract; or
(ii) the Customer is declared bankrupt; or
(iii) the Customer makes any proposal to his or its creditors for a composition or other voluntary arrangement; or
(iv) a receiver, or administrator is appointed in respect of the Customer's business or assets; or
(v) the Customer being a limited company enters into liquidation (voluntary or compulsory) or being any other body ceases to exist
9.4 On cessation of the Customer's right to possession of the Goods in accordance with this Clause the Customer shall at his own expense make the Goods available to the Supplier and allow the Supplier to repossess them.
9.5 The Customer hereby grants the Supplier, their agents and employees an irrevocable Licence to enter any premises where the Goods are stored in order to repossess them or to inspect them at any time.
10. GENERAL EXCLUSION OF SUPPLIER'S LIABILITY
10.1 The Supplier shall be under no liability whatever to the Customer for any indirect loss and or expense (including loss of profit or loss or business or loss of revenue) suffered by the Customer arising out of a breach by the Supplier of this Contract.
10.2 In the event of any breach of this Contract by the Supplier the remedies of the Customer shall be limited to damages. Under no circumstances shall the liability of the Supplier exceed the price (as the case may be) for the Goods ordered or the charge quoted for the performance of the relevant service.
10.3 It is agreed that no representation, statements or warranties given by the Supplier, its employees and agents whether verbally or in writing form conditions of this Contract.
10.4 Where the Customer provides any information to the Supplier to specify Goods or to carry out services then the Supplier shall be entitled to rely upon that information and shall be under no obligation to check or verify such.
10.5 Nothing in this Clause shall limit the liability of the Supplier for any negligence by the Supplier resulting in death or personal injury.
11. OTHER PROVISIONS
11.1 This Contract is subject to the law of England. The Customer hereby irrevocably agrees to submit to the jurisdiction of the Courts of England for the purpose of trying any action or dispute arising out of this Contract.
11.2 This Contract is personal to the Customer who may not assign or transfer or part with its benefit without the Supplier's consent.
11.3 No third party shall become entitled to any rights under this Contract under the Contract (Rights of Third Parties) Act 1999.
11.4 If the Customer fails to make payment for the Goods and or the performance of any services or commits any other breach of this Contract or if any distress or execution shall be levied upon the Customer's own goods or if the Customer offers to make any arrangement with its creditors or if any petition in bankruptcy is made against the Customer or if the Customer is unable to pay its debts as they fall due or if being a limited company any resolution or petition to wind-up the Customer (other than for the purpose of an amalgamation or reconstruction without insolvency) shall be passed or presented or if a receiver, administrative receiver or manager shall be appointed over the whole or any part of its business or assets or if any petition for the appointment of an administrator is presented against the Customer or the Customer shall suffer any analogous proceedings under foreign law all sums outstanding in respect of the Goods shall immediately become payable. The Supplier may in its absolute discretion without prejudice to any other rights which it may have:-
(i) suspend all future deliveries of Goods and or
(ii) suspend the performance of any further services and or
(iii) terminate this contract without liability on its part and or
(iv) exercise any of its rights pursuant to Clause 9
12. DELIVERY INSTRUCTIONS
12.1 Delivery instructions will be given in the checkout to express the customers preference, as to how the supplier delivers the product. The supplier is not liable for any delivery times entered within this field by the customer, it is at the discretion of oiiocare that these delivery times/ specifications will be acknowledged.
13. ALTERATION OF THESE TERMS OF BUSINESS
13.1 The Supplier reserves the right from time to time to change or amend these terms and conditions of business. Customers are invited to ask for details of any current changes when placing any order.
oiiocare Ltd Trading as OSKA™
All prices exclusive of VAT
All prices liable to alteration without notice
Proprietors BA, GO and OM Woodcock