Baddeley Brothers Terms & Conditions of Sale

1 DELIVERY

Carriage is charged extra at cost outside our London van area. We do our best to keep dates given for delivery or shipment; however, they are not to be treated as a condition of sale.

2 RETURN OF GOODS

You may return goods ordered and correctly supplied within 28 days. However, we make a charge for this service of 20% (of the invoice) or £20, whichever is the greater.

3 FAULTY GOODS CREDIT

(Only) when goods are returned to us will we be able to credit the cost and VAT of faulty goods.

4 MINIMUM ORDER AND QUANTITIES

Our minimum (invoiceable) order, for delivery to one address is £25 exclusive of VAT. Deliveries of bespoke or processed orders are subject to tolerances of up to plus or minus 10%.

5 LIMIT OF COMPENSATION

Our limit for compensation shall not exceed the value of processes we have been asked to carry out, notwithstanding the value of goods supplied to us. Where goods only have been supplied by us, justified cause for complaint (is) to be met by replacement or credit at the invoice value (at this company’s discretion) regardless of any work or process undertaken after the goods left our premises. In no circumstances shall we be liable for any consequential loss.

6 VALUE ADDED TAX

The full amount of VAT shall be paid at the same time as payment is made for the related goods.

7 BESPOKE/PROCESSED ORDERS

As exact quantities of bespoke or processed orders cannot be guaranteed, deliveries are subject to tolerances of up to plus or minus 10%.

8 COMPLAINTS

Complaints regarding bespoke goods supplied must be made in writing within 7 days of delivery or they will not be considered.

9 COST OF VARIATIONS

a) The price(s) agreed upon in the contract shall prevail unless before the date of despatch of the goods or part thereof there is either (in the case of goods included in any of our current price lists) an increase in our list price(s) for such goods above the list price(s) in force when the order was accepted or (in the case of goods not included in any of our current price lists) an increase in our list price(s) for comparable goods above those in force when the order was accepted in which case the goods or the undelivered balance thereof shall be invoiced and paid for at the agreed price(s) plus the amount of the relative increase(s).
b) If by reason of any war, hostilities or warlike operations the cost to us of fulfilling the contract or any part thereof would exceed the cost calculated by us at the date of the contract, we shall give the Buyers notice thereof and they shall have the option (to be exercised in writing within 7 days of receipt of the notice) of paying such excess in addition to the price payable under the contract or of cancelling the contract or any unfulfilled part thereof without prejudice to the accrued rights of either party.

10 RISK AND BENEFICIAL OWNERSHIP

a) The risk in the goods passes to the buyer upon delivery but equitable and beneficial ownership shall remain with us until full payment has been received (each order being considered as a whole), or until prior re-sale, in which case our beneficial entitlement shall attach to the proceeds of resale or to the claim for such proceeds.
b) Should the goods become constituents of or be converted into other products while subject to our equitable and beneficial ownership we shall have the equitable and beneficialownership in such other products as if they were solely and simply the goods and accordingly sub-clause (a) shall as far as appropriate apply to such other products.

11 FAILURE TO PERFORM CONTRACT

a) We shall not be liable for any loss or damage whatsoever arising from our failure wholly or in part to perform the contract by reason of (i) default by our Suppliers and failure by us to make arrangements with other Suppliers or (ii) any cause whatsoever beyond our control.
b) In no circumstances whatever shall we be liable for consequential loss.

12 BUYER’S CONDITIONS

Buyer’s standard Conditions of Purchase shall not apply unless specifically accepted in advance in writing.

13 TERMS

Our Standard Terms of trading for non-account customers are: payment on pro-forma invoice or cash on delivery as may be agreed. Settlement terms are strictly 30 days net of invoice.

14 LAW

The Law of England shall govern the validity, construction and performance of the contract. These terms and conditions supersede all previous terms and conditions.

November 2009.