In these Terms and Conditions, the following words shall have the following meanings:
“the Company” shall mean Gowen & Bradshaw Ltd.
“the Customer” shall mean the person, firm or company offering to purchase goods from the company
These Terms and Conditions shall apply to the exclusion of any other terms which the Customer shall seek to impose or incorporate or which are implied by trade, custom, practice or course of dealing.
Credit terms are granted only to approved accounts. Accounts are strictly net as per Balance on Statement and due for payment not later than the last day of the month following the date of invoice in respect of goods supplied (“the Goods”). Time shall be of the essence with respect to payment terms. Interest shall be charged on overdue accounts at a rate calculated as the higher of (i) 10% p.a. or (ii) the European Central Bank refinancing rate plus 8% p.a. Interest shall accrue on a daily basis and will be calculated from the first day of the month following the date of invoicing of supplies.
CONDITIONS OF SALE
1 Reservation of Title:
(a) The Company operates under the ‘current account / all sums due clause’ or ‘all monies clause’ whereby the Goods shall remain the sole and absolute property of the Company until unconditional payment in full has been received and cleared by the Company for the Goods and all other monies due to the Company. Notwithstanding these provisions, risk shall pass on delivery of the Goods to the Customer’s premises or where such Goods have come under the Customer’s control.
(b) If the Customer (who shall in such case act on his own account and not as an agent of the Company) shall sell or otherwise dispose of the Goods, the Customer shall hold all monies received from such sale or other disposition in trust for the Company and at the request of the Company shall furnish the Company with the name and addresses of persons to whom such disposals have been made and all appropriate particulars thereto so as to enable the Company to recover direct from such persons sums owing to them.
(c) So long as the property in and the title to the Goods shall remain in the Company, the Customer shall hold the Goods as bailee for the Company and store the Goods so as to clearly identify them to be the property of the Company. The Customer is obliged to maintain the Goods in good condition and will not remove, deface, or obscure any identifying mark or packaging on or relating to the Goods.
(d) So long as the property in and the title to the Goods shall remain in the Company, the Customer shall keep them insured against all risks for their full price from the date of delivery.
(e) The Company shall have the right, without prejudice to the obligations of the Customer to purchase the Goods, to retake possession of the Goods and for that purpose to go on to any premises occupied by the Customer or of any third party where the Goods are stored. The Customer hereby grants a specific licence to the Company to enter onto their property to recover same.
(f) In the event of the Customer suspending payment of its debts or is unable to pay its debts as they fall due, commencing negotiations with any class of its creditors with a view to rescheduling any of its debts or going into liquidation, receivership or bankruptcy, the Customer shall immediately notify the Company. The Company reserves the right to retake possession of all unpaid Goods being the property of the Company and in that event the Customer hereby grants a Licence to the Company to the Seller to enter any premises occupied by the Customer where the Goods might be stored from time to time,
(g) Nothing in this clause shall confer any right on the Customer to return the Goods. The Company may maintain an action for the price notwithstanding that the property in the Goods shall not have vested in the Customer.
(h) It is expressly agreed that the provisions herein do not create a charge within the meaning of the Companies Act 1963-2013 as amended.
(a) Where queries on accounts arise, such queries must be communicated in writing to the Company within 1 month of receipt of relevant documentation, otherwise no liability will be accepted by the Company. Queries on isolated elements of the account must not hold up settlement of the remainder of the account.
(b) Claims for short delivery or damage in transit will not be entertained unless brought to the attention of the delivery man at the time of delivery, and notified in writing to the Company within 48 hours. The Customer may return the Goods to the Company as the cost of the Customer. The Company shall be give a reasonable opportunity to examine the Goods and the Company, at its option may repair or replace any defective Goods or take redelivery of the Goods.
(c) The Company shall not be liable to the Customer by reason of any representation or any implied warranty, condition or other term or any duty at common law or under the express provisions of these conditions for any loss of profit or any indirect or consequential loss, damage, costs, expenses or other claims for compensation (whether caused by negligence of the Company or otherwise) which arise out of or in connection with the supply of the Goods by the Company or their use or re-sale by the Customer. All warranties, conditions or other terms implied by statute including, without limitation, the Sale of Goods Act 1893 or the Sale of Goods and Supply of Services Act 1980 or common law are excluded to the fullest extent permitted by law.
(d) Any dates for delivery of the Goods are approximate only and time shall not be of the essence in this regard. The Company shall have no liability for failure to deliver the Goods.
The Company shall be entitled to charge the Customer with an amount of equal to all costs and expenses (whether incurred pursuant to the issue of legal proceedings or not), incurred by the Company in any way connected with the collection of monies due to the Company from the Customer which may have not been paid within the agreed time limit. The amount of such costs and expenses will be submitted to the Customer by a statement and thereupon such costs and expenses shall immediately become due to the Company.
If any provision or part-provision of these conditions is found to be invalid, illegal or unenforceable, it shall be deemed to be modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification or deletion of a provision shall not affect the validity and enforceability of the remaining provisions.
(a) Normal Business hours are 9.00a.m – 1.00p.m. and 2.00p.m. – 5.00p.m. Monday to Friday at our Sales Office and Warehouse. Other hours by prior appointment.
(b) All new accounts must provide two Trade and one Bank Reference. Trading will be on a Cash-on-Delivery or Pro-Forma basis for a minimum of six months or as otherwise authorised by the Company.
(c) Payments are strictly 30 days nett,that is all Goods must be paid in full in the month following the date of the Invoice. We regret that deliveries will be suspended on all accounts which are overdue for settlement. Cheques which are returned unpaid are subject to a charge of EURO €25.00 to cover Bank and Administration costs.
(d) The Company reserve the right to alter prices without notice and prices charged are those applicable at date of despatch, irrespective of price ruling at order date.
(e) The Company, whilst endeavouring to send complete orders in one delivery, reserves the right to forward order balances as soon as possible, unless written instructions to the contrary are received.
(f) In all cases of Goods covered under warranty being returned, the Company will endeavour to effect repairs whenever possible and a full report will be required to validate any claim
(g) The Company does not operate a sale-or-return business and no Goods may be returned without the written approval of the Company. In such cases as may be agreed, the Company reserves the right to implement a restocking charge of 15%.
(h) CARRIAGE – Orders over EURO €750.00 nett will be carriage paid.
Goods are supplied to such other terms and conditions as are set out in the Company’s Price List and/or on Invoices supplied with all Goods. Such terms and conditions shall be deemed to be part of these conditions as if included herein.