A. General
1.
In reference within these Terms and Conditions of Sale, ‘the company’ refers to M.G. Industrial Supplies Ltd, and ‘the customer’ refers to the individual person, firm or company with whom the company has business with. In addition, ‘the Government’ refers to either of the Scottish, British, European or International Governments, as applicable.
2.
These Terms and Conditions of Sale apply to any business between the company and the customer, unless otherwise stated on any approved documentation given to the customer by the company, or by agreement in writing with the company before the sale has taken place. Any variation of these Terms and Conditions of Sale shall not be in effect unless expressly agreed by the company in writing.
B. Quotations and orders
3.
All quotations given to the customer, and approved by the company are for information purposes only, and are subject to change within any period of time deemed appropriate by the company. An order from the customer arising from any quotation shall not constitute a contract between the customer and the company unless it has had approval from the company.
4.
Any acceptance of orders from the customer by the company must adhere to these Terms and Conditions of Sale, and also shall be on the basis that all goods will be charged and invoiced at the prices agreed by the company and contained in the company’s current price list for the customer on the day of dispatch of the goods, unless expressly agreed in writing by the company.
5.
Unless otherwise stated by the company, the prices held in the company’s price list for the customer is inclusive of the cost of packaging and documentation included with the sale deemed necessary by the company (for example: sales orders, picking lists, delivery notes). The customer is liable to the cost of delivery unless waived by the company, and the company reserves the right to make additional charges if the customer requires or requests any specific conditions in terms of packaging and delivery.
6.
The customer shall also pay the company, in addition to the net purchase price of any product, the correct value of Valued Added Tax or any other sales tax applicable at the rate imposed by the Government at the time the goods are invoiced.
C. Payment
7.
The cost of the services provided to the customer by the company, and of any goods supplied, will be invoiced to the customer at the time of, or soon after the dispatch of goods. Subject to the payment terms agreed between the company and the customer at any time before dispatch, payment of goods must be received by the company within the agreed time period, normally 30 days after invoice.
8.
In the event of late payment by the customer, the company reserves the right to suspend all further deliveries of goods, of the same or different orders, until such payment has been received in full. It is stressed that all goods remain the property of the company until they are paid for in full.
9.
In the event of the customer disrupting the normal process of sale, for example by postponing delivery; requesting the suspension of the provision of goods as agreed previously; or failing to provide the company with sufficient information to enable the processing of any order, the customer is liable and shall pay any additional costs and expenses thereby incurred by the company. This includes, but is not limited to, the cost of labour, packaging, any unwanted or incorrect goods provided, and delivery.
10.
No discount on any sale will be granted by the company unless expressly agreed before dispatch by the company. All prices agreed should match those on the company’s present price list for the customer at the time of dispatch, although it is the responsibility of the customer to ensure that these match correctly.
11.
If the customer does not make payment of any sum due to the company under any agreed terms, inclusive of these Terms and Conditions of Sale, on or before the day payment is deemed to be due by the company, payable interest on the sum due shall accrue and be payable to the company by the customer from the due day of payment at the standard base rate of 5% above the Bank of Scotland Plc.’s Lending Rate for the time being in force, and such the sum of any payment inclusive of interest shall be a debt due to the company and recoverable as liquidated damages.
12.
All costs incurred by the company in recovering sums due from the customer (in reference to condition eleven on these Terms and Conditions) shall be paid to the company by the customer. This is before or subject to the decision of the Court, after the commencement of any appropriate legal proceedings.
D. Product information
13.
All information, including any illustrations or diagrams, contained in any publication approved and produced by the company are approximate and for information purposes only. Any of such information passed on to the customer by the company which was acquired from the company’s suppliers, also fall underneath this term, and any issues with such information should be fed back to the supplier by the company if it is deemed that this is required. All information is intended only to indicate the general character of the goods, and serves no other purpose.
14.
The dimensions of the goods specified by the company are subject to change, as per manufacture by the company’s suppliers. Any dimensions included in any documentation from the company – for example, within quotations, catalogues, and price lists – are only approximate
E. Substituted goods
15.
The company reserves the right to substitute goods which are deemed similar by the company to the goods ordered by the customer, provided that such subsituted goods are deemed no less suitable for the purpose they are generally used than the goods ordered by the company. This term is applicable in terms of any product being out-of-stock, for example. Any complaints in reference to goods substitution should be made to the company within a time period deemed appropriate by the company, and this shall be acted on in an appropriate way by the company at their discretion.
F. Delivery
16.
Delivery of goods shall be to places specified by the customer at the time of order in the delivery instructions provided, or failing such instructions, at the company’s premises. These places shall be found within the United Kingdom, or the company reserves the right to cancel such an order if it is outwith this geographical area.
17.
The customer shall be responsible for unloading the goods at the point of delivery and for loading and removal if the goods are collected by the customer or his carrier from the Company’s premises.
18.
The goods shall be considered to be under the customer’s responsibility from the point the goods are passed from the company or any courier employed by the company to the customer. A signature will normally be asked for by the company or its courier to confirm this at the point of delivery.
19.
The company aims to comply with any delivery date agreed at all times. However, the company cannot be held responsible for any loss or damage whatsoever caused by late delivery.
20.
The company reserves the right to delivery and require the customer to accept delivery of the goods up to a maximum of 14 days prior to any requested date for delivery.
21.
If the customer fails to take delivery of any goods at the time of delivery, the company shall be entitled to return of the goods at the cost of the customer, and any subsequent delivery date can be agreed between further communication between the company and the customer. All returns in this way are also governed under the conditions given in the ‘payment’ section of these Terms and Conditions of Sale.
G. Risks
22.
The risk in the goods sold by the company shall pass onto the customer when the goods are delivered, or when the goods are invoiced, in accordance within condition 18 of these Terms and Conditions of Sale.
23.
In agreement with the company until payment for any services and/or goods have been paid and this payment received by the company in full:
a) the goods themselves shall remain the property of the company;
b) the customer shall clearly mark or designate the goods so that they can be easily identifiable as the property of the company, and shall store them in a suitable and adequate location within their premises, without any charge to the company;
c) if payment is not received or any events within the customer deemed as insolvency by the company occur, the company shall be entitled to recover any or all of the goods in the customer’s possession to which ownership belongs to the company, as per the conditions set out in these Terms and Conditions of Sale. The company reserves the right to allow any employee, individual contracted under prior knowledge of the company and/or any agent to enter any premises occupied to the customer, or to which the customer has access, and where any goods belonging to the company are situated. The customer agrees at the time of ordering that if this is ever required, the customer will allow any individual from or representing then company access in this way, without threat or provoking the individual or company. Any assaults or failures to agree to this term will be met with the appropriate legal proceedings as deemed necessary by the police, court and/or any legal agent employed by the company;
d) the customer shall have the right to resell the goods in which the customer and or its business are entitled to, and the customer shall be liable to account to the company for the proceeds of any resale to the extent of the debt due to the company. The customer is not entitled to represent or refer to the company in the conditions of any resale.
H. Limitation of liability
24.
Goods may be delivered in any packaging deemed appropriate by the company. Where it is agreed by the company that any goods have been damaged or lost during transit, the company will, at its own cost, repair or replace the goods in question provided that:
a)the company is notified in writing within 14 days of the receipt of invoice, where total loss has occurred;
b) the customer has returned to a representative of the company or the representative of the courier employed by the company, and agreed after inspection by the representative that there are damaged or missing goods which shall make up the whole delivery, in the case of partial loss or damage; and the customer agrees to notify the company of such action and agreements under this action with any representative within 7 days of delivery.
25.
Where any damaged goods are retained by the customer for inspection by the company or its representative, the company shall not be liable for any loss or damage in transit, except as stated in condition 24 of these Terms and Conditions of Sale.
26.
Where it is agreed by the company that any goods delivered are damaged (to the company’s judgement) due to transit or at the time of packing, and not due to the actions of the customer or a third party (e.g. neglect), and the goods are returned to the company at the expense of the customer within 3 months of dispatch to the customer, the company will at its own cost repair or replace the goods at their own discretion. Any replacements are also liable to condition 15, referring to goods substitution, of these Terms and Conditions of Sale.
27.
The company will not be held liable to the customer for any loss or damage whatsoever (deemed by the company) suffered to the goods provided, and shall not be held responsible for any risk or damage caused when applied to any purpose by the customer, including installation to any purpose.
28.
No warranty or advice given by or on behalf of the Company, including reference to installation, to the application of any goods supplied by the company, shall be binding upon the company unless specifically stated in writing.
I. Consequential loss
29.
The company shall not in any circumstances be held liable to the customer for any indirect or consequential loss, damage or expense to the customer.
J. Insolvency loss
30.
The company shall have the right by notice in writing to the customer to suspend delivery or business with the customer in any of the following events, or any event deemed as insolvency by the company:
a) should any sum owing by the customer to the company be deemed overdue;
b) should the customer be in breach of any terms of these Terms and Conditions of Sale, or any other terms agreed with the company;
c) should the customer enter any arrangement with or for the benefit of its creditors; or in the case of having received an order of bankruptcy, should it go into liquidation (either voluntary or compulsory, and under supervision or otherwise).
K. Health and safety
31.
As the company is held under the Health and Safety at Work Act (1974) in respect to the design, manufacture and supply of any article for use at work, the customer shall be deemed to have been afforded by the company reasonable opportunity for the testing and examination of any goods, services and/or materials provided, in respect to their safety and risk to health prior to delivery to the customer; and the customer shall be deemed to have been given by the company adequate information about the goods, services and/or materials in respect of the use for which they are designed and have been tested and of any conditions necessary to ensure that when put to use, they will be safe and without risk to health, whether or not such information has been requested by the customer.
L. Force majeure
32.
In the event of war, invasion or foreign enemy hostilities (whether war has been declared or not), civil war, rebellion, revolution, insurrection or military power, the company shall be relieved of any liability held to the customer to the extent to which fulfilment f such obligations is prevented or impeded as a consequence of any such event or by any statutes, rules, regulations issued by the Government, or any other duly constituted authority, or from strikes, lock-outs, breakdown of premises, or any other causes (whether or not of alike nature) beyond the control of the company.
M. Waiver
33.
Forbearance by the company shown or granted to the customer whether in respect to these Terms and Conditions of Sale, or otherwise, shall not affect the rights of the company against the customer, or be taken as a waiver of any of these Terms and Conditions of Sale.
34.
Any business adhering to these Terms and Conditions of Sale shall be governed by and construed in accordance with the laws of Scotland and the company hereby agree to submit to the jurisdiction of the laws of Scotland, and the company hereby agree to submit to the jurisdiction of the Scottish courts.
N. Returns
35.
Please keep any receipts given by the company as proof of purchase, as the company is unable to accept return of any goods without proof of purchase. The company reserves the right to request the proof of purchase at any time.
36.
The company grants the customer the right to cancel any order, in whole or in part, for any reason before dispatch, or within 7 working days after delivery subject to the following conditions:
a) the product must be unused;
b) orders which are cut, made to measure, personalised or altered to suit the customer’s requirements will not be exchanged or refunded;
c) the customer will receive a full refund of the price paid (minus any administration, delivery or collection charges);
d) in the case of return of part of an order, the company will recalculate any applicable delivery charge for the remaining part of the order and also deduct this from the refund, or allow the customer to make use of their own courier service or means of returning any goods;
e) if the goods have been delivered to the customer prior to any notification to the company of the customer’s wish to cancel the order, it is the customer’s responsibility to return the goods to the company at their own expense;
f) the company are under no obligation to arrange for the collection of goods to be returned. However, if the company agree to arrange for the return of goods, the company will advise the customer of the costs incurred in doing so, and will require payment or deduction of the sum from the refund applicable, to cover these costs;
g) the company reserves the right to refuse a return or to require proof of purchase and identity;
h) the company will refuse any refund to any credit/debit card which differs from that used in the original transaction.
37.
In the case of any return, the customer should meet the conditions outlined in term 36 of these Terms and Conditions of Sale, and contact the company in the first instance. This should be done in writing through either email, use of the company’s website to contact the company by email, or by post.
O. Faulty Products
38.
If any product purchased from the company is deemed by the customer to be faulty, the company may offer a repair, exchange or refund as appropriate in accordance with the consumer rights of the customer. All faulty products will be subject to scrutination by the company, and no compensation will be made where the company does not agree with the customer’s classification of any item as faulty.
39.
In the case of any faulty product, the customer should meet the conditions outlined in term 38 of these Terms and Conditions of Sale, and contact the company in the first instance.
P. Headnotes
40.
The headnotes and references in the ‘general’ section of these Terms and Conditions of Sale have been included for convenience and shall not affect their construction or impede their action in any use required by the company or customer.