Spirafix Limited - Terms & Conditions of Sale
"Seller" means Spirafix Limited located at Unit 2, 64 Tregwilym Road, Rogerstone, Newport NP10 9EJ UK, company registration number 2760390, VAT No. 595 3755 90.;
"Buyer" means the individual or organisation that buys or agrees to buy the Goods from the Seller;
"Contract" means the contract between the Seller and the Buyer for the sale and purchase of Goods incorporating these Terms and Conditions;
"Goods" means the articles that the Buyer agrees to buy from the Seller;
"Terms and Conditions" means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Seller;
"Consumer" means any customer as defined in section 12 of the Unfair Contract Terms Act 1977;
"Force Majeure Event" means any circumstances beyond the Sellers reasonable control, including (but not limited to) accidents, flood, fire, natural disasters, industrial disputes, as a result of which the Goods are unavailable;
"Order" means the Buyer's request to purchase any Goods from the Seller;
"Price" means that amount quoted in the Seller's current price list from time to time plus delivery costs and any applicable Value Added Tax or other taxes or duties;
"Quotation" means the provision by the Seller to the Buyer in writing of details such as prices, cost of delivery, delivery time etc. for Goods such that the Buyer can place an Order with the Seller;
"Order Confirmation" means the acceptance of an Order by the Seller to purchase Goods by the Buyer, which will be issued in writing and delivered to the Buyer either by mail or electronic means (fax or email).
Nothing in these Terms and Conditions shall affect the Buyer's statutory rights as a Consumer.
These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer and shall prevail over any other documentation or communication from the Buyer.
Placement of an Order by the Buyer for Goods shall be deemed conclusive evidence of the Buyer's acceptance of these Terms and Conditions unless otherwise agreed in writing.
A quotation provided by the Seller to the Buyer has a maximum validity of 30 days from the date of the quotation, unless stipulated otherwise in the quotation.
An order from the Buyer shall be deemed to be accepted subject to these conditions and the express terms of the quotation and no qualification or condition contained for quotation, order or other communication from the Buyer shall form any term of the contract unless expressly accepted in writing by the Seller.
The Seller is entitled to refuse any order placed by the Buyer that does not comply with the terms laid out in the Seller's Quotation.
All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Terms and Conditions and are subject to acceptance by the Seller. The Seller may choose not to accept an order for any reason.
An Order Confirmation will be raised by the Seller upon receipt of the Buyer's order to confirm acceptance of the order and to confirm the details contained in the relevant quotation.
All orders are accepted subject to the Buyer's credit worthiness as determined by the Seller. The Seller may at its sole discretion, limit, change, modify or cancel the credit of the Buyer both as to time and amount and the Seller reserves the right to cancel any orders placed by the Buyer or refuse or delay shipment if the Buyer's account is overdue, disputed, or fails to meet payment terms or the credit or financial requirements established by the Seller from time to time. Such cancellation, refusal or delay or part shipment shall not constitute termination or breech of any order or agreement or contract by the Seller. The Seller will be not be held responsible for any loss, damage or consequential loss suffered by the buyer.
Orders placed for Goods that are to the Buyer's personal specifications and which therefore cannot be sold to a third party by the Seller, cannot be cancelled once an Order Confirmation has been sent by the Seller.
Unless otherwise agreed in writing the prices charged will be those ruling at the date of order acceptance. The prices stated on this website are in UK sterling, inclusive of VAT and are ex. Seller's works. Delivery charges quoted are exclusive of VAT.
The Seller reserves the right to adjust the prices and specifications of any Goods advertised.
The Seller also reserves the right to withdraw Goods from sale at any time.
Goods from stock, subject to demand, will be despatched within two working days.
Where the Goods ordered by the Buyer are not available from stock the Buyer shall be notified and given the option to either wait until the Goods are available from stock or cancel the order and, if paid for, receive a full refund within 7 days.
Payment for Goods purchased by Consumers will be by credit or charge card through the Paypal system, bank transfer, cheque, postal order, or cash if collected from the Seller's premises. All cheques must be in UK£ and drawn on a United Kingdom bank. Goods will not be despatched until payment has been received in the Seller's bank account.
For Buyers holding accounts, unless otherwise agreed in writing in the contract of sale, all invoices are payable to the Seller within 30 days from the date of invoice. Interest on overdue accounts shall be payable at the rate of 4% over the Lloyds TSB Bank plc base rate to run from the due date of payments until receipt of the full amount. The Seller reserves the right to cancel or withhold or suspend the delivery of any further Goods and any other performance by the Seller and terminate all or any part of the contract and any unfulfilled contract with the Buyer. Upon commencement of any proceedings or in which the Buyer's insolvency arises, payments shall become immediately due.
Legal ownership & title of the Goods supplied by the Seller to the Buyer shall remain vested in the Seller until the Goods are paid for in full and any of the monies due from the Buyer to the Seller have been paid. The Buyer as bailee until then holds the Goods safe in good order and stores separately from its other Goods. The Seller during this period has the right to remove them from the Buyer & dispose of them at the Sellers discretion. Should the Buyer have passed the Goods in part or whole to a third party, this will be deemed to have been done as the Seller's agent only and any monies recovered by the Buyer in respect of such Goods shall be held in trust for the Seller until all monies due to the Seller are paid. Upon the commission of an act of bankruptcy the immediate right to possession of Goods shall forthwith revest in the Seller and all costs occasioned in the said recovery of Goods shall be paid by the Buyer.
9. CANCELLATION AND RETURNS
If you are contracting as a Consumer, you may cancel a Contract at any time within seven working days (the "Cancellation Period"), beginning on the day after you received the Goods. In this case, you will receive a refund of the price paid, less 20% restocking charge for the Goods, subject to the return of the goods unused and with the original packaging.
For non-Consumer purchases, with the Seller's prior consent in writing, the Buyer can return Goods, carriage paid, for credit, provided such Goods are unused and are in original manufacturers packaging, within 14 days from the date of invoice. A minimum restocking charge of 20% will be made. Any Goods supplied as a special order can neither be cancelled nor returned for credit.
10.1 The Supplier warrants that the Goods and/or Services will for a single install be a period of 30 years
10.2 The Supplier warrants that the Multi use of Goods (removal and reinstall) to be a fixed number of 25 installations from the date of delivery.
10.3 The Warranties in condition 10.1 & 10.2 are given on the following conditions:
10.3.1 The Supplier is not liable for a defect in the Goods or Services caused by, abnormal or unsuitable conditions of storage or misuse or an act, neglect or default of the Customer or a third party;
10.3.2 Multi use by customer will be subject to specific checks that will need to be undertaken by the consumer on a regular basis when using the Goods
10.4 Complaints by the Customer in respect of Goods and/or Services alleged to be defective, shall not be grounds for the Customer to withhold payment of accounts due to the Supplier by the Customer, nor shall give any right to offset against payment due from the Customer to the Supplier.
10.5 Subject to the provisions of clause 10.6 below, the Supplier is not liable to the Customer in contract, tort (including negligence or breach of statutory duty) or otherwise for any of the following losses or damages, whether direct or indirect, arising out of, or in connection with, the supply, non-supply or delay in supplying the Goods and/or Services or otherwise in connection with the Contract, loss or damage incurred by the Customer as a result of third party claims, loss of actual or anticipated profits, loss of business opportunity, loss of anticipated savings, loss of goodwill, injury to reputation, or any indirect, special or consequential loss or damage howsoever caused even if the Supplier was advised of the possibility of them in advance.
10.6 Nothing in this agreement shall operate to exclude or restrict either party's liability for:
10.6.1 death or personal injury resulting from negligence;
10.6.2 breach of the obligations arising from section 12 of the Sale of Goods Act 1979 or section 2 of the Supply of Goods and Services Act 1982 as appropriate; or
10.6.3 fraud or deceit.
11. LIMITATION OF LIABILITY
Except as may be implied by law where the Buyer is dealing as a Consumer, in the event of any breach of these Terms and Conditions by the Seller the remedies of the Buyer shall be limited to damages which shall in no circumstances exceed the Price of the Goods and the Seller shall under no circumstances be liable for any indirect, incidental or consequential loss or damage whatever.
Where the Buyer undertakes to install any Spirafix product, the Buyer assumes the responsibility of ensuring that the site is free from buried services or any impediment that could cause injury or damage.
Nothing in these Terms and Conditions shall exclude or limit the liability of the Seller for death or personal injury resulting from the negligence of the Seller or that of the Seller's agents or employees.
12. WAIVER & SEVERANCE
No waiver by the Seller (whether express or implied) in enforcing any of its rights under this contract shall prejudice the Seller's rights to do so in the future.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid illegal or unenforceable provision eliminated.
All information gathered in the general process of purchasing by the Buyer from the Seller shall be treated in the strictest confidence and not passed onto any third party for any purposes. This information will not be used for any marketing activities undertaken by the Seller at any time.
14. FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations.
15. INTELLECTUAL PROPERTY RIGHTS
The Buyer will not do, or permit to be done, anything that may detrimentally affect the Seller's copyright, design rights, trade marks or any other intellectual property rights in the Goods.
16. CHANGES TO TERMS AND CONDITIONS
The Seller shall be entitled to alter these Terms and Conditions at any time, but this right shall not affect the existing Terms and Conditions accepted by the Buyer upon making a purchase.
17. GOVERNING LAW AND JURISDICTION
These Terms and Conditions shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts