Terms Of Trading
The following terms govern any agreement between Tigfusion Limited (“the Company”) and any customer (“the Customer”) for the supply of goods by the Company. No officer or employee of the company has the authority to alter or waiver any of the following terms save a director of the company who may do so in writing. These terms shall prevail over any other terms of the agreement which are inconsistent, whether directly or indirectly, with these terms, and the Company supplies goods only on a basis that these terms override any other terms referred to by the Customer.
In the absence of a written undertaking to the contrary, the Company may vary or modify the design specification or finish of the goods without prior notice to the customer.
2.1. Unless otherwise stated all prices are exclusive of VAT, customers’ dock or harbour dues, consular or any other taxes or charges not specifically quoted by the company. In addition to the quoted price the Customer will be liable to meet any additional cost of the Company resulting from changes in market conditions between the date of quotation and the date of supply, including but not limited to the increase in the cost of labour, materials and transport.
2.2. Where supply by the Company involves export from the UK the goods will be sold ex works and the Customer will pay the cost of packing and any other charges accruing at the time of despatch.
2.3. Where the total orders value less than £50 the Company may require payment of a (small) handling charge (not exceeding 10% order value).
3. Delivery and Performance
3.1. All dates quoted for delivery or the performances of service are estimates only, and time shall not be of the essence of the contract. The Company shall not be liable for any loss or damage directly or indirectly through delay in delivery.
3.2. In the event of deferment or non-acceptance of delivery after notification to the Customer that the goods are ready for despatch, the Company may levy a demurrage charge of 2.5% invoice value per month and charge for any delivery costs.
4.1. Goods are normally shipped ex works. Where delivery of the contract goods is ex works, the risk shall pass to the Customer at the commencement of loading onto any vehicle transporting the goods from such works.
4.2. Where it has been agreed in writing that delivery of the contract goods is to a designated place, the risk shall pass to the Customer upon arrival at such place immediately prior to unloading. The Company will replace or repair at its option any goods damaged in transit provided that the Customer gives written notice of damage within 3 days of receipt of goods. The Company will not have any further liability of any nature whatever in respect of goods damaged in transit.
Unless otherwise specified by the Company in writing payment is due for account customers 30 days from the date of invoice, Customers without an account must pay COD or against proforma invoice.
Title in any goods supplied by the Company shall remain vested in the Company until the Customer has paid in full (a) for such goods (b) for any other goods which have been delivered to the Customer at any time by the Company. The Customer may not resell any goods supplied by the Company before payment in full to the Company, and in the event that the goods are resold before such payment has been made by the Customer, the Customer shall hold the proceeds of the sale of such goods on trust for the Company.
7. Warranty and Liability
7.1. Provided that the Customer has paid in full for the goods not later than the dates due for payment hereunder, and has properly maintained the goods in accordance with any instructions given by the Company, and has allowed full access to the goods for inspection and testing, the Company will replace without charge any goods of its manufacture which have become faulty by reason of defective materials or workmanship within 12 months of delivery to the Customer.
7.2. The Company shall not in any circumstances be liable for any consequential loss occasioned by any use of or defect in the goods supplied and shall have no liability under clause 8.1 .
7.3. The Company shall not be responsible for damage or loss of any kind whatsoever to any property or persons howsoever arising from the use of the goods or otherwise in connection with the installation or erection of the goods.
8. Third Party Liability
8.1. The Customer is responsible for effecting insurance to cover any injury to persons or damage to property caused by whatever reason by the goods or by the uses of the customer or any other persons, and will indemnify the Company in full against any claim brought against it by any person (including the Customer) in respect of personal injury or damage to property so caused.
8.2. For the purposes of the Contracts (Rights of Third Parties) Act 1999 and notwithstanding any other provisions of this agreement this agreement is not intended to, and does not, give any person who is not a party to it any right to enforce its provisions
Should the Customer default in paying any monies due to the Company (a) the Customer shall be liable to pay interest on the unpaid balance of such monies at 4% above Bank base rate during such period as the monies remain unpaid and (b) the Company shall be entitled to suspend all further deliveries of goods to the Customer until all sums outstanding have been paid or cancel any contract between it and the Customer not then executed in full.
10. Patent and other rights
Where work is carried out by the Company to the Customer’s specifications the Customer shall indemnify the company against all claims in respect of which the Company may be liable and all costs and expenses incurred by the Company in respect of such claims arising out of an infringement or alleged infringement of any patent, registered design or other intellectual property right.
11. Force Majeure
The Company shall be relieved of all its obligations to the Customer the fulfilment of which is prevented or impeded by Force Majeure events, including but not limited to: (a) war, invasion, act of foreign hostility (whether declared or not), civil insurrection, riot, disturbance or unrest; or (b) any statute, rule or regulation, order or requisition issued by any competent authority; or (c) any strike, lockout, breakdown or plant; or (d) any cause beyond the Company’s control.
12. Headings, Severance and Waiver
12.1. All headings are for ease of reference only and shall not affect the construction of this contract.
12.2. Severance. Any provision of this contract which is or may be void or unenforceable shall to the extent of such invalidity or unenforceability be deemed severable and shall not affect any other provision of this contract.
12.3 Waiver. No waiver or forbearance by the Company (whether express or implied) in enforcing any of its rights under this contract shall prejudice its right to do so in the future.
13. Proper Law
The supply of any goods by the Company shall be subject to English Law and the courts of England or Wales shall have exclusive jurisdiction in respect of any dispute or whatever nature arising in respect of such supply.