Terms & Conditions
1.1 In these conditions “The Seller” means Pennine Optical, a Lenstec Optical Group company. “The Buyer” means the individual, firm, or company with whom the Seller contracts to sell the Goods, and “The Goods” means the goods, materials, or services which are the subject of these conditions.
1.2 All quotations are given and all orders are accepted on these Conditions which shall override and exclude any other Conditions stipulated or referred to by the Buyer and all orders made by the Buyer shall be deemed to be made subject to these Conditions.
1.3 No modifications of these Conditions shall be effective unless made by an express written agreement between the Buyer and the Seller.
2.1 All descriptions and illustrations in the Seller’s catalogues, price lists, and advertisements or otherwise communicated to the Buyer shall not form part of the contract, but shall be treated as approximate.
2.2 Notwithstanding that a sample of the Goods may have been exhibited to and inspected by the Buyer, the Goods shall be taken by the Buyer at its owners risk as to their corresponding with the sample and their quality, condition or fitness for any purpose.
2.3 The Buyer shall determine the suitability of the Goods for their intended use and the Buyer shall not rely upon any representation made by or on behalf of the Seller.
3.1 The price to be paid for the Goods is to be the Seller’s list price prevailing upon the date upon which the Seller accepts the Buyer’s order for the Goods.
3.2 The Seller shall be entitled to adjust the price to be paid for the Goods by such amount as it thinks fit at any time before dispatch of the Goods in the event of any increase in the cost to the Seller in supplying the Goods, whether such an increase shall result from higher costs of raw materials, labour, transport, or overhead expenses, or from any other cause whatsoever.
3.3 The Seller shall be entitled to make an additional charge for postage and packing.
3.4 Value Added Tax will be charged at the rate prevailing upon the date of dispatch.
DELIVERY & RISK
4.1 Every effort is made to meet delivery dates, but a fixed date shall not be the condition of the supply of the Goods.
4.2 Late delivery shall not be a ground for cancellation or refusal to take delivery of the Goods and the Seller shall not be liable for any loss, including consequential loss or damage resulting from such delays.
4.3 The Seller shall not be liable for any delay or non-delivery of the Goods caused by any circumstances beyond the Seller’s control, including without limitation any Act of God, explosion, fire, flood, war, hostilities, accident, delay in delivery by the Seller’s suppliers, breakdowns or accidents to machinery, labour strike or dispute, order or decree of any court, or action of any Governmental authority, or any other causes or circumstances whatsoever beyond the Seller’s control and, on the occurrence of any of the above events, the Seller reserves the right to cancel or suspend the whole or any part of the delivery.
4.4 Where the Seller concludes the contract of carriage and / or insures the Goods in transit, the Seller shall be deemed to be acting solely as the Buyer’s agent and sections 32(2) and 33(3) of the Sales of Goods Act will not apply.
4.5 If the Goods or any part thereof are damaged or lost while in the custody of the carrier, the Seller will, at its sole option either replace such Goods or such part thereof, or refund to the Buyer the cost of the same, but in no circumstance shall the liability of the Seller in connection with any such Goods or part thereof exceed the cost of replacement of the same or price paid by the buyer for the same.
4.6 The Seller shall not be liable for non-delivery of a whole consignment of the goods, unless the Buyer informs the Seller in writing within twenty days of the date of invoice.
4.7 The Seller shall not be liable to the damage of the Goods or loss of part of a consignment unless the delivery note is endorsed accordingly and the Buyer notifies the Seller within forty-eight hours of delivery and confirms such notification in writing within five days.
4.8 Risk or loss or damage to the Goods shall pass to the Buyer at the time of delivery.
5.1 Payment for the goods shall be made within thirty days of the month in which the Goods are invoiced by the Seller without deduction or set off.
5.2 The Seller shall have the right to claim and be paid interest at the Bank of England base rate plus 8% per annum accrued from the date the debt falls due to the date of payment. Other reasonable costs will also be chargeable if we have to take legal action after making reasonable attempts to recover the overdue debt.
5.3 The Seller may at any time require the Buyer to make payment in advance of delivery.
5.4 Should the Buyer fail to make payment by the due date or when required, the Seller reserves the right without prejudice to any other remedy which it may have to cancel this contract and / or any other contract between the Buyer and the Seller and / or to suspend delivery until payment shall have been made.
RETENTION OF THE TITLE
6.1 The title of the goods shall not pass to the Buyer until all sums due or owing by the Buyer to the Seller on any account whatsoever, (including the contract for the supply of the Goods), have been paid in full.
6.2 So long as property in the Goods shall remain in the Seller the Goods shall be set aside from the Buyer’s general stock and shall be made with an indication that they remain the property of the Seller.
6.3 If the Buyer shall commit any breach of its obligations or shall make any default in payment of any sum due to the Seller under this contract or any other contract or if any distress, execution or other legal process shall be levied against the Buyer’s property or assets, or the Buyer shall make or o er to make any arrangement or composition with its creditors, or any petition or order be presented or made against the Buyer, or if any resolution or petition to wind up the Buyer shall be presented or passed, or an Administrative Receiver be appointed of all or any of its assets, then in each case the Seller will have the right with or without prior notice at any time to retake possession of the whole or any part of the Goods (and for that purpose go onto the premises occupied by the Buyer or any subsidiary, parent or associated company of the Buyer) to the value of all sums due to the Seller, without prejudice to any other remedy of the Seller.
6.4 The Seller shall be entitled to maintain an action to for price of the Goods, notwithstanding that title in the Goods may not have passed to the Buyer.
6.5 The Buyer shall be entitled to sell in the ordinary course of its business any of the Goods which are the property of the Seller, on the condition that the Buyer shall hold on trust for and on demand pay or transfer to the Seller (to the extent of the monies due to the Seller) the proceeds of such sale and all claims that the Buyer may have against its purchaser as a result of the sale.
7.1 If the Goods prove on inspection to be defective in materials or workmanship, the Seller undertakes at its option to replace the same or refund the Buyer the price of the Goods and in no circumstances will liability exceed the cost of replacement or the price paid by the Buyer for the Goods.
7.2 The liability of the Seller shall only apply to defect that appear under proper use and under conditions of operation not more onerous than those declared to the Seller and, in particular, shall not apply to defects which arises from the Buyer’s neglect, misuse or from normal wear and tear.
7.3 Any Goods returned to the Seller and replaced by the Seller shall be the property of the Seller.
7.4 The Seller’s liability under this clause will be in lieu of any warranty or condition implied by law as to the quality or fitness for any particular purpose of the Goods and, save as provided in this clause, the Seller shall not be under any liability, whether in contract or otherwise, in respect of defects or injury.
7.5 Complaints by the Buyer in respect of the Goods alleged to be defective shall be made within five days of delivery and shall not entitle the Buyer to withhold or set off payments due to the Seller.
7.6 The original order / invoice should accompany orders to avoid delay.
8.1 If the Buyer shall commit any breach of its obligation under this or any other contract, or shall make any default in payment of any sum due to the Seller under this or any other contract, or if any distress, execution or other legal process shall be levied against the Buyer’s property or assets, or the Buyer shall make or o er to make any arrangement or composition with its creditors, or any petition or order be presented or made against the Buyer, or if any resolution or petition to wind up the Buyer shall be presented or passed or if an Administrative Receiver be appointed of all or any of its assets, then in such case the Seller shall have the right forthwith to determine the contract and to cancel any outstanding delivery without prejudice to any other remedy.
8.2 The Buyer shall not be entitled to cancel this contract without the consent of the Seller, which if given, shall be deemed to be on the express condition that the Buyer shall indemnify the Seller against all loss, damage, claims or actions arising out of such cancellation.
9.1 The contract between the Seller and the Buyer for the supply of Goods shall be governed and construed in accordance with the Laws of England and the Buyer agrees to submit to the jurisdiction of the Courts and law in England in respect thereof.
9.2 No forbearance or indulgence shown or granted by the Seller to the Buyer shall in any way affect or prejudice the right of the Seller against the Buyer or be regarded as a waiver of these conditions.