Terms of service

Agenda Boxes & Packaging Ltd

 

Terms & Conditions of Trade Sales

 

 

1.                        These conditions of sale shall govern the contract between the seller and the buyer to the exclusion of any other terms and conditions subject to which any order is made or purported to be made by the buyer. No waiver of or variation to these conditions shall be binding unless it is written, specifically refers to these conditions and is signed by the seller and the buyer.

 

2.                        Orders placed by the buyer will be acknowledged by the seller either by post/fax or e-mail. This acknowledgement and these conditions will form the basis of supply and the contract shall be concluded on these terms. Any query or disagreement with this acknowledgement must be advised to the seller within 24 hours. Any cancellation of orders placed must be notified in writing to the seller. Any cancellation of orders requested by the buyer will only be accepted if raw material has not been manufactured. We reserve the right to manufacture orders 4 weeks in advance of the required delivery date. We reserve the right to substitute liners proving the performance of the sheet is equal or better than the comparable board grade ordered.

 

3.                        The price at which this order or contract is accepted is the price ruling on the date of order of contract. The Seller shall have the option to alter such price at any time before the date of despatch of the goods. Should such alterations result in an increase in price the seller shall advise the buyer before despatch of the goods, and the buyer shall have no option of cancelling the outstanding balance of this order or contract if material has already been manufactured. Any orders placed prior to quotation, will be manufactured to the rounded up quantity.

 

4.                        Any prices quoted by our company are exclusive of VAT.

 

5.                        Prices are calculated on the quoted quantities for delivery as stated and any variation in the customers delivery requirements may call for a corresponding variation in price.

 

6.                        A tolerance of up to the thickness of material in any dimension is to be allowed due to board grade

 

7.                        Goods are not sold as fit for any particular purpose and any term, warranty or condition expressed, implied or statutory to the contrary is excluded.

 

It is hereby declared and agreed:

 

a)      the buyer is skilled and knowledgeable with regard to the goods

b)     the buyer does not rely on the sellers skill or judgement with regard to the goods

c)      That the buyer will inspect the goods in a reasonably thorough manner at its own premises prior to use.

 

Goods manufactured to the design, specification or sample of the buyer carry no undertaking except compliance (subject to conditions 6,7 and 9) with the design or specification.

 

   All terms expressed or implied relating to the quality of the goods are warranties the breach of which gives no right to reject the goods or terminate the contract in any circumstances whatsoever.

 

8.                        The seller shall not be held responsible for delays in delivery caused by war, hostilities, strikes, lockouts, accidents, breakdowns of machinery, delays in transport or delivery, Acts of God, or any other contingencies whatsoever over which it has no control; any such delay over which the seller has no control shall entitle the seller, at its option, either to suspend delivery for a reasonable time or cancel the deliveries affected by such delays.

9.                        Orders are accepted on the agreement of +/- tolerance of 10% on the quantity ordered - delivered

 

10.                    Each delivery shall be made irrespective of any other, as though it constitutes a separate contract and any difficulty affecting any one delivery shall not vitiate the contract as to others. Time for delivery shall not be of the essence under the contract.

 

11.                    Tooling and Stereos purchased by the buyer will remain at Agenda Boxes & Packaging Ltd, unless requested to deliver. Prices quoted can only be approximate. These will remain the property of Agenda Boxes & Packaging Ltd until payment is made in full. These are upto the buyers to have adequate insurance to cover replace costs in the event of damage or loss through fire, flood.

 

12.                    Payment shall be made no later than the last day of the month on the first month following the delivery or as agreed with the seller.

 

13.                    Should the buyer default in payment or commit an act of bankruptcy or (being a limited company) go into liquidation or have a receiver appointed or the seller has grounds for considering that the buyer may become insolvent, the seller shall have the option to cancel further deliveries unless special terms of payment are agreed upon in respect of such deliveries.

 

14.              Notice of any claim arising out of or in connection with this contract must be given in writing to the seller as soon as the buyer becomes aware of the same but in any event within seven working days from when the goods were collected or delivered failing which all claims (other than claims arising out of or in connection with defects not discoverable upon full and proper examination of the goods) shall be deemed to be waived and absolutely barred two months after goods are collected or delivered.

In no circumstances whatsoever shall liability of the seller to the buyer (in contract, tort or otherwise) arising under, out of or in connection with this contract or the goods exceed the invoice price of the goods the subject matter of any claim. For the avoidance of doubt, under no circumstance shall the seller be liable to be buyer for loss of profits or market or consequential or economic loss whatsoever whether direct or indirect.

The buyer shall only be entitled to pursue claims in respect of goods available for inspection by the seller and in any event the seller shall in respect of any claim be entitled to assume that any goods not available for inspection are satisfactory in all respects for the purposes of contract

 

15.       The risk of damage to or loss of the goods shall pass to the buyer:

 

1.      In the case of goods to be delivered at the sellers premises at the when the seller notifies the buyer that the goods are available for collection; or

2.      In the case of goods to be delivered otherwise than at the sellers premises at the time of delivery, or if the buyer wrongfully fails to take delivery of the goods, the time when the seller has tendered delivery of the goods, the time when the seller has tendered delivery of the goods.

 

Not withstanding delivery and the passing of risk in the goods or any other provision of these conditions the property in the goods shall not pass to the buyer until the seller has received cash or cleared funds payment in full of the price of the goods and any interest due thereon and all other goods agreed to be sold by the seller to the buyer for which payment is then due whether under this contract or any other contract. Retention Of Title with seller until full balance cleared.

 

Until such time as property in the goods passes to the buyer, the buyer shall hold the goods as the seller’s fiduciary agent and bailee and shall keep the goods separate from those of the buyer and third parties and properly stored, protected and insured and identified as the sellers property.

 

Until such time as the property in the goods passes to the buyer the seller shall be entitled at any time to require the buyer to deliver up the goods to the seller and if the buyer fails to do so forthwith to enter upon the premises of the buyer or any third party where the goods are stored and repossess the goods.

 

The buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the goods which remain the property of the seller but if the buyer does so all monies owing by the buyer to the seller shall (without prejudice to any other right or remedy of the seller) forthwith become due and payable.

 

16.       Where delivery of goods or services is affected by us by more than one consignment whether at the request of the purchaser or not then each such consignment shall be deemed to be a separate contract subject to these Conditions of Sale and the purchaser shall pay Agenda Boxes & Packaging Ltd in full the amount payable under the invoice raised for each consignment notwithstanding any rights which the purchaser may claim to have against us in respect of any other contract between us and the buyer.

 

17.       The construction, validity and performance of the contract shall be governed by the law of England.