1.These conditions of sale by WACK Wholesale apply to its sale and distribution of builders hardware and other items from time to time offered for sale by WACK Wholesale ("Goods") and purchased by any customer ("Customer").
2. The following terms and conditions supersede any inconsistent or supplementary provisions contained in the Customers purchase order or any other communication, WACK Wholesale contracts with the customer on condition that the customer accepts these terms and conditions without modification or qualification and, without prejudice to this, the delivery of Goods or the acceptance of Goods or any other act or conduct of the customer in confirmation of the supply of Goods shall constitute an unqualified acceptance by the customer of these terms and conditions No representations, warranties or guarantees other than those contained herein and no variation of these terms and conditions shall be binding on FIRM unless contained in a written document signed by WACK Wholesale's company secretary. Any variation representation or guarantee made as aforesaid will apply only to the particular order concerned except where otherwise agreed.
1. WACK Wholesale reserves the right to change the price of Goods stated on its price list in force at the date of order acceptance of the Goods. Value Added Tax and any other taxes or duties chargeable in respect of the sale of Goods shall be payable by the Customer in addition.
2. Payment is due in full on the date of written notification to the Customer that the Goods have been dispatched. If payment is not made on or before the 30th day from the date of written notification or delivery (as appropriate) WACK Wholesale reserves the right to change interest at 5% per annum over National Westminster Bank PLC base lending rate from time to time on any outstanding balance calculated from the expiry of such period until date of payment.
3. Any delivery date quoted is only an estimate and not of the essence. WACK Wholesale accepts no responsibility for any delay or failure to deliver.
3.1 Shortages should be notified in writing to WACK Wholesale within (3) three working days of delivery, marked for the attention of the Administration Department. Any claims submitted after this timescale shall be rejected.
3.2 Deliveries are to Mainland UK Addresses only
4. WACK Wholesale's only liability in the event of any breach of this warranty shall be to replace without charge any defective Goods returned to it within ninety days from the date of delivery and to refund to the Customer any postage costs incurred in returning defective Goods. This warranty does not oblige WACK Wholesale to replace Goods damaged through misuse or neglect.
5. The undertaking to replace or repair Goods which fail to comply with the warranty contained in clause 4 shall be the full extent of FIRM 's liability in respect of the sale of the Goods. Except as aforesaid, all warranties or representations expressed, implied statutory or otherwise and whether arising under the contract of sale, or under any prior agreement, or in oral written statements made by or on behalf of WACK Wholesale
in the course of negotiations with the customer or its representatives are hereby excluded. Under no circumstances shall WACK Wholesale be liable for any direct, indirect, consequential or incidental loss or damage or injury of any kind whatsoever (including without limitation loss of revenue contracts or profits) or for any damage to or destruction of property, however caused or arising and whether or not as a result of negligence of WACK Wholesale except for death or personal injury caused by the negligence of WACK Wholesale.
6. WACK Wholesale reserves the right to change designs, colours, material or specifications of goods at any time without prior notice.
RETURN OF GOODS
7. No returns are permitted unless pre-authorised. Returns requests must be submitted in writing, with the reason for the return clearly marked on it. As a general principle WACK Wholesale will replace free of charge or give credit for all faulty goods returned in accordance with WACK Wholesale's current returns policy.-
8. The customer must notify WACK Wholesale within (3) three working days after delivery of any damage to Goods in transit and WACK Wholesale will replace such goods free of charge. WACK shall not be required to replace any Goods damaged in transit and the customer shall be obliged to pay for them if the customer does not comply with this notification requirement.
PROOF OF DELIVERY
9. Proof of delivery requests will be accepted within three months of the invoice date. A charge will be made for proof of delivery where it is proved that delivery was made and a signature obtained. Upon presentation of the proof of delivery WACK Wholesale will charge £2.00 plus VAT for these P.O.D. requests which are placed within one month of the invoice date, and £5.00 plus VAT for requests placed after one month of the invoice date.
RISK, PROPERTY & REPOSSESSION
10.1 Risk of loss or damage to the Goods shall pass to the customer on delivery by WACK or its agents to the customer.
10.2 Absolute property in the goods shall remain in WACK Wholesale and shall not pass to the customer until WACK Wholesale has received payment in full for all Goods delivered and any additional sums due under the contract under which the Goods are supplied. For these purposes WACK has only received a payment when the amount of that payment is irrevocably credited to its bank account.
10.31 Subject to clause 10.2 WACK Wholesale shall retain title to the goods where the Goods had been attached to any other product not owned by WACK Wholesale provided the goods are readily identified or separate from the resulting composite or mixed product.
10.32 If any goods owned by WACK Wholesale are attached to, mixed with, or incorporated into any other product not owned by WACK Wholesale and the goods are not identifiable from the resulting composite or mixed product title to the resulting composite or mixed product shall rest in WACK Wholesale and shall be retained by WACK Wholesale for as long as and on the same terms as those which it would have retained title to the Goods.
10.4 10.4 The customer shall store any Goods owned by WACK Wholesale in such a way that they are clearly identifiable as WACK Wholesale's property, shall maintain records of them identifying them as WACK Wholesale's property, of the person to whom it sells or disposes of such property and of the payments made by such persons for such property. The Customer will allow WACK Wholesale to inspect these records and the Goods themselves upon request. In the event of any doubt as to ownership, any Goods in the Customers possession supplied by WACK Wholesale shall be deemed to belong to WACK Wholesale unless the Customer can prove otherwise WACK shall be free at any time when any payments from the Customer are outstanding to appropriate payments made by the Customer to any outstanding invoice not withstanding any express appropriation by the Customer at the time of payment.
10.5 If the Customer sells or otherwise disposes of or makes any insurance claim in respect of the Goods prior to making payment in full for the Goods, it shall not give any warranties or incur any liability on behalf of WACK Wholesale, WACK Wholesale shall be entitled to trace the proceeds of sale and any insurance proceeds received in respect of the Goods. Such proceeds shall be paid into a separate bank account and shall be held by the Customer on trust for WACK Wholesale.
10.6 If the customer fails to make any payment to WACK Wholesale when due, enters into bankruptcy or a composition with a creditor has a receiver or Manager appointed over all or parts of its assets, or become insolvent, or if WACK has reasonable cause to believe that any of these events is likely to occur, WACK Wholesale shall have the right, without prejudice to any other remedies.
10.6.1 10.6.1 To enter without prior notice any premises where property owned by it may be and to discharge any sums owned to by the Customer.
10.6.2 To require the customer not to resell or part with possession of property owned by WACK Wholesale until the Customer has paid in full all sums owned by it to WACK Wholesale.
10.6.3 To withhold delivery of any undelivered Goods and to stop any Goods in transit.
11. WACK Wholesale shall not be liable for any loss or damage caused by the delay in the performance or by the non-performance of any of its obligations here under where the same is occasioned by any cause whatsoever which is beyond WACK Wholesale Media 's control including but not limited to Acts of God, hostilities, civil disturbance, requisitioning, governmental or municipal restrictions prohibitions or enactment of any kind, lockout or trade disputes (whether involving its own employees or those of any other person) difficulties in obtaining workmen or materials, breakdown of machinery, fire or accident. Should any such event occur WACK Wholesale may cancel or suspend any order of Goods by the Customer without incurring any liability for any loss or damage thereby occasioned.
12. These conditions shall be governed and construed by English law and the English courts shall have exclusive jurisdiction in connection herewith.
13. In the event that any provisions of the Commercial Terms and Conditions of sale or any such provision shall be held by a court of law to be contrary to law, the remaining provisions of the commercial Terms and Conditions shall remain in full force and effect.