STANDARD TERMS AND CONDITIONS OF SALE
1. Terms and Conditions: These terms and conditions form part of every proposal, quotation, offer or contract of sale made by Liffey Distributors Limited (hereinafter called the “Seller") to the purchaser or customer (hereinafter called the “Buyer") and shall not be varied without the express written agreement of the Seller. "Seller" herein includes Seller's agents or servants.
2. Prices: All orders are accepted at prices ruling excluding Carriage charges. The Seller reserves the right to execute orders at prices ruling at the time of delivery. Prices will be increased or decreased according to any increase/decrease in import duty, exchange surcharges, VAT, freight charges or manufacturers prices. The Seller reserves the right to amend prices to correct errors or omissions. All prices quoted are exclusive of VAT, which will be added at the prevailing rate.
3. Terms of Payment: Credit facilities may only be considered following completion of application for same and submission of the required number of credit / trade references and an undertaking to personally accept liability for any debts that may remain unpaid to the seller shall be signed by the Buyer or in the event of the Buyer being a Limited Company to be signed by at least one Director along with the Company’s internal Purchasing Manager.
Account will be administered by the Sellers Credit Controller who can be contacted any time in relation to the account. Monthly statement will be issued and will become due for Payment through a Direct Debit Mandate on the 15th day of the following month. Mandate should be signed and returned to Seller before opening of account. Should Payment of account exceed the agreed terms at any time the Seller reserves the right to charge interest on the overdue amount at the rate of 1% per month. The Seller also reserves the right to withhold or cancel further credit facilities in the event of failure of the buyer to adhere to the Terms of Payment. A credit limit to be advised may also be applied to the account and may also be revised from time to time.
4. Minimum Order Value: There is a minimum order value applied.
5. Delivery Dates: All delivery dates quoted are estimated, are not guaranteed and do not form a term of this contract. The Seller undertakes to make every endeavor to adhere to the delivery schedule but will not accept cancellation of contract for, or liability for, any direct or indirect losses that may arise from late delivery. Where an order calls for a number of items, the Seller reserves the right to dispatch all or any number of items as and when available and the buyer shall pay all invoices in respect of such deliveries in accordance with the terms of payment set out above.
6. Damage or Loss in Transit: The Seller accepts no responsibility for damage or loss of goods in transit. Any such damage should be noted on the carrier’s paperwork and notified to the Seller within four days of receipt and the goods held for inspection to enable a claim to be made on the carrier. If the goods are lost or not received by the Buyer within six days of invoice the Seller should be immediately notified.
7. Reservation of Title: The Seller reserves title to the goods and the Buyer holds the goods delivered hereunder as bailee for the Seller until the Buyer has:
(a) Paid the Seller in full for such goods, or
(b) Resold such goods or articles containing such goods, whichever shall first occur.
As such Bailee the Buyer will store such goods, if unused, separately and so as to be identifiable as the property of the Seller and the Buyer will on request and at the Buyer's expense separate the goods from any machinery or other articles in which they may be incorporated and re-deliver them to the Seller.
If the buyer shall resell the goods or machinery or other articles incorporate such goods to a sub-buyer without having paid the Seller as aforesaid, the Buyer shall pay the proceeds of such resale to the extent that the
Buyer has not so paid the Seller, into a separate account in the Seller's name in trust for the Seller and pending payment of such proceeds hold the right of enforcing such payment against the sub-buyer in trust for the Seller.
8. Representation, Conditions and Warranties: Save as expressly set out herein, the Seller shall not be liable for any representation made by or on behalf of the Seller and all conditions and warranties expressed or implied, statutory or otherwise are excluded.
9. Warranty and Liability of the Seller: The Seller shall make every reasonable effort to have repaired or replaced free of charge any goods which are, or become, defective through any fault in design, material or workmanship in the manufacture thereof provided that such defect occurs within the lesser of 6 months of the date of Purchase and provided that the Buyer notifies the Seller of any such defect immediately it occurs. Save as aforesaid under no circumstances will the Seller be liable in contract or otherwise, for any loss, damage, expense or injury whatsoever, consequential or otherwise, arising out of or in connection with the supply, installation use or failure of, or defect in, the goods sold hereunder.
10. Spare Parts Warranty: All new spare parts (not consumables) hold a 3-month warranty unless otherwise stated in writing by the Seller. Parts will only be warranted if fitted by an engineer approved by the Seller. If the engineer fitting the item is not an employee of the Seller then the Buyer should ask for written approval of the engineer’s abilities. This will usually require the engineer to hold an appropriate current training certificate. All warranty items will be charged for in full and replaced items must be returned using the Sellers RMA procedure within 14 days of receiving the replacement in order to qualify for a full credit.
11. Spare Parts Delivery: The Seller holds a vast quantity of spare parts and endeavors to hold spares to fix the majority of breakdown and maintenance situations. Next day delivery is the standard to most destinations. All deliveries will be via a courier chosen by the Seller. The Buyer may opt to collect items at their cost, or opt for an alternative carrier providing they state on their purchase order the requested form of carrier and acceptance of all liabilities arising from lost or damaged consignments.
12. Events beyond the Seller's Control: If the Seller shall be unable to comply with the terms of this contract by reason have: -
(a) War, mobilization, riot, act of terrorism, civil commotion, strike, lockout or other industrial action or other circumstances beyond the Seller's control, or
(b) The fact that all or part of the goods ordered by the Buyer hereunder have become obsolete or unobtainable from the manufacturers for any reason whatsoever; the Seller shall be entitled, on giving notice to the Buyer to such effect, to be discharged from further performance under this contract, without prejudice to the rights and obligations of the Seller and the Buyer existing up to the time of giving such notice.
13. Claims: Save as set out under the condition regarding Damage or Loss in Transit, claims of whatever nature in respect of any goods sold or to be sold hereunder must be made in writing within 7 days from receipt of such goods or, in the case of non-delivery, within 7 days from quoted delivery date. Failing such claim, the Seller shall not be liable to the Buyer in any circumstances.
14. Return of Goods: No goods may be returned without the Seller's written consent. Where goods are alleged to be defective or not in conformity with the manufacturer’s specification, full details must be given and credit (or replacements) will not be issued until the manufacturer has agreed defects. In no circumstances will goods that have been used, altered or soldered be considered for credit or replacement.
15. Restocking Charge: The Buyer will be liable for a restocking charge for spare parts equal to 10%. Any returned items found to be used, defective or tampered with will not be credited. Any returns must be carried out within 10 working days. The Seller reserves the right to refuse the request for any item to be returned for credit. The cost of carriage of returns is with the Buyer. Proof of sending is not proof of delivery; we recommend use of a proper carrier.
16. Indemnity for the Buyer: The Buyer shall indemnify the Seller against any claim by any person or corporate body in respect of any loss injury or damage howsoever caused, arising out of, or in connection with the goods to be supplied hereunder after their receipt by the Buyer.
17. Legal: This contract shall be governed by Irish law and any dispute arising out of it, or in connection with it, shall be justifiable only in the Courts of Ireland.