Terms & Conditions

EWBANK PRODUCTS LIMITED

TERMS AND CONDITIONS OF SALE

1. Applications of Conditions
Unless expressly agreed in writing by the seller these conditions will apply to all contracts and transactions between the seller and the buyer to the exclusion of all others. No servant or agent of the seller has the authority to agree any written or oral variation, qualification or addition to them or this contract in any circumstances.

2. Proper Law
This contract shall be governed by English Law and by the jurisdiction of the English Courts.

3. Prices
The prices quoted are the Company’s current rates and whilst every effort will be made to adhere to them, orders are only accepted on the understanding that goods will be invoiced at prices ruling at the date of despatch. This condition does not apply to fixed increases in the Company’s prices that may be occasioned by the increase or imposition of any duty or tax payable in respect of the Company’s products.

4. Cancellation
Cancellation by the purchaser or any order which has been accepted will be at our discretion and cannot be made without our consent in writing.

5. Suspension or Termination for Default
If the buyers shall make default in or commit any breach of any of their obligations to the sellers hereunder or commit any act of bankruptcy or commence liquidation except for the purposes of reconstruction or amalgamation the sellers shall thereupon become entitled (without prejudice to their other claims and rights under this contract) to suspend further performance hereof for such time not exceeding six months as they shall have been given) to treat the contract as wrongfully repudiated by the buyers and forthwith determine the same.
The sellers shall notify the buyers or the exercise of their option to suspend or determine this contract within a reasonable time of their becoming aware of the act of default on the part of the buyers giving rise to the sellers rights under this condition.

6. Delivery
Every effort will be made to deliver within the time agreed however, the sellers are not to be held liable for any loss, direct or indirect, which may arise from delay or non-delivery and any provisions for penalties for delay in delivery or non-delivery is excluded from any order.

7. Damage or Non-Delivery (U.K. Only)
(a) Partial loss or damage to a consignment must be notified in writing within three days of date of delivery of the consignment. Failure to adhere to this instruction may result remedial action being taken only at the discretion of the seller.
(b) Non-delivery of a whole consignment must be notified within fourteen days of date of despatch. Written notice must be given to our Head Office and it is advisable for the customer also to give written notice to the Carrier. Failure to adhere to this instruction may result remedial action being taken only at the discretion of the seller.

8. Carriage (U.K. Only)
When customers request goods to be despatched by airfreight, passenger train or other special means the seller reserves the right to charge the entire cost of such freight.

9. Return of Goods
(a) Goods made to special order cannot be returned for credit unless incorrect or defective. In exceptional cases where it may be agreed, a handling charge of 50% will be made.
(b) We do not supply ‘Consignment Stock’ or goods on a ‘Sale or Return’ basis.
(c) Only goods claimed to be defective may be returned to the seller in accordance with the seller’s conditions of warranty. In order to return claimed defective goods to the seller, the buyer must first contact the seller and advise accurately the product code/style, date of purchase and detail of the claimed fault. Only after such information is made available to the seller from the buyer will action be taken to further investigate, return and or remedy. The seller reserves the right to inspect any goods claimed to be faulty, before they are returned to the seller.
(d) The seller will not accept any returns from consumers made to the buyer for reasons other than for fault, this is in particular response to Internet sales where goods have been returned to the buyer for any other reason than a claimed fault.

10. Warranty
If goods supplied by the seller are claimed to be defective in material or workmanship within a 12 month period of purchase, they must be returned to the seller carriage paid with proof of purchase and detail of the defect. Our liability under this warranty shall be limited to either
(a) Making good without charge by repair or replacement, at our absolute discretion.
(b) Crediting the purchase price paid by the buyer or replacing the goods free of charge any goods which we are satisfied were defective in materials or workmanship at the time of delivery. The guarantee expressly excludes any items amended in any way. Except where liability related to death or personal injury resulting from the negligence of the seller its employees or agents the seller liability in relation to the contract shall be on the basis provided above and in no event shall the seller be liable for the following loss or damage howsoever caused and whether foreseeable or conceivable:
(i) Economic loss which shall include loss of profits, business revenue, goodwill and anticipated savings.
(ii) Damages in respect of special, indirect or consequential loss or damage (other than expenses or direct physical damage to tangible property of the customer caused by negligence of the company its employees, agents or sub-contractors).
(iii) Any claim made against the buyer or any other party.
This provision shall not detract from a consumer’s existing rights law.
(c) This warranty does not apply to any defect caused by fair wear and tear, such as worn out or clogged filters, broken or damaged drive belts, accidental damage, negligent operation in contradiction to the operating instructions supplied or use in a non domestic environment.

11. Title
The title to goods shall not pass to the buyer until payment has been made of the full contract price and in case of non-payment the seller shall be entitled to repossess or trace the goods of the proceed of the sale in the buyer’s hands or in the hands of any Liquidator or Receiver and enter on to any of the premises where the materials are located to exercise this right.

12. Terms (U.K Only)
Payment of invoices in full is due either by separate written contract or in the absence of such 30 days from the end of the month following the date of invoice.
Failure to make due payment in respect of deliveries or instalment under this or any other contract with the seller shall entitle seller to delay, suspend or cancel delivery at this option. Interest at the rate of 3% above the then current base rate of HSBC UK Plc shall be entitled to be demanded by the seller on all overdue accounts. The
seller may exercise the above right, suspend or cancel deliveries if the buyer becomes bankrupt or makes any assignment, agreement, or composition with creditors or goes into liquidation (otherwise than for voluntary restructuring or amalgamation purposes) or if a Receiver is appointed. These rights may also be exercised by the seller if it has reasonable grounds to believe that any such event is likely to occur.

13. Property
Property in goods shall not pass to Buyer until such time as all monies due in any matter or way from Buyer to
Company have been paid or until Buyer re-sells goods to a third party in the normal course of business.
So long as property in goods remains in Company and Buyer is in default of any obligation hereunder, Company shall have the right without notice to Buyer to retake possession of goods (and for that purpose to go upon any premises occupied by the Buyer at any time) and on such retaking the contract of which the conditions forms part, shall be terminated. Until property in goods passes to Buyer, Buyer shall keep Company informed of the location of goods and shall keep goods in good and marketable condition.
However, the risk of loss, damage or deterioration of the goods shall pass to the Buyer upon delivery to their premises or upon the buyer’s collection from our premises

14. Force Majeure
We shall have no liability if the performance of our obligations is in any way prevented or adversely affected by war, flood, accident or trade dispute or any other cause beyond our reasonable control.

15. Intellectual Property Rights
The sale of goods by us does not confer any right or licence upon the Buyer to use or exploit any intellectual property rights relating to the goods of which we are the proprietors or to which we are entitled. The seller does not permit the use of any copyright material, either graphic or text to any third party whatsoever.

14.11.2014.

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Head Office

Ewbank Products Ltd.
Ashcombe Court
Woolsack Way
Godalming
Surrey
GU7 1LQ

United Kingdom

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