Terms and Conditions
1.1 In these conditions:?"BUYER" means the persons who accept a quotation of the Seller for the sale of Goods or whose order for the Goods ?is accepted by the Seller.?"GOODS" means the goods (including any instalment of the goods or any parts for them) which the Seller ?is to supply in accordance with these Conditions.?"SELLER" means ECA SUPPLIES COVENTRY LIMITED (registered in England under Number 1834843).?"CONDITIONS" means the standard terms and conditions of sale set out in this document and (unless the context so otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and the Seller.?"CONTRACT" means the contract or the purchase and sale of the Goods.?"WRITING" includes telex, cable, facsimile transmission and comparable means of communication.?1.2 The headings in these Conditions are for convenience only and shall not affect their interpretation.
2. Basis of the Sale
2.1 The Seller shall sell and the Buyer shall purchase the Goods in accordance with any written quotation of the Seller which is accepted by the Buyer, or any written order of the Buyer which is accepted by the Seller, subject in either case to these conditions, which shall govern the contract to the Exclusion of any other terms and conditions subject to which any such quotation in accepted or purported to be accepted, or any such order is made or purported to be made, by the Buyer.?2.2 No variation to these Conditions shall be biniding unless agreed between the authorised representatives of the Buyer and the Seller.?2.3 The Seller's employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Seller in Writing. In entering into the Contract the Buyer acknowledges that it does not rely on, and waives any claim for breach or any such representations which are not so confirmed.?2.4 Any advice or recommendations given by the Seller or its employees or agents to the Buyer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in Writing by the Seller is followed or acted upon entirely at the Buyer's own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is so not confirmed.?2.5 Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on part of the Seller.
3. Price of the goods
3.1 Any price is exclusive of any applicable value added tax, which the Buyer shall be additionally liable to pay to the Seller.
4. Terms of payment
4.1 Subject to any special terms agreed in Writing between the Buyer and the Seller, the Seller shall be entitiled to invoice the Buyer for the price of the Goods on or at any time after delivery of the Goods, unless the Goods are to be collected by the Buyer or the Buyer wrongfully fails to take delivery of the Goods, in which event the Seller shall be entitled to invoice the Buyer for the price at any time after the Seller has notified the Buyer that the Goods are ready for collection or (as the case may be) the Seller has tendered delivery of the Goods.
5.1 Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods howsoever caused. Time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the quoted date upon giving reasonable notice to the Buyer. Cancelled orders due to delays must be agreed and confirmed by ECA in writing.
6. Risk and property
6.1 Risk of damage to or loss of the Goods shall pass to the Buyer:?6.1.1 in the case of Goods to be delivered at the Seller's premises, at the time when the Seller notifies the Buyer that the Goods are available for collection; or?6.1.2 in the case of Goods to be delivered otherwise than at the Seller's 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.?6.2 Notwithstanding 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 untill the Seller has received in cash or cleared funds payment in full of the price of the goods and all other goods agreed to be sold by the Seller to the Buyer for which payment is then due.?6.3 Until such time as the property in the Goods passes to the Buyer (and provided that the Goods are still in existence and have not been resold) the Seller shall be entitled at any time to require the Buyer to deliver the Goods to the Seller and, if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the Goods are stored by force if necessary and repossess the Goods or Goods to the value of.
7. Sellers Liability
7.1 Where any valid claim in respect of any of the Goods which is based on any defect in the quality or conditions of the Goods or their failure to meet specification is notified to the Seller in accordance with these Conditions, the Seller shall be entitled to replace the Goods (or the part in question) free of charge or, at the Seller's sole discretion, refund to the Buyer the price of the Goods (or a proportionate part of the price), but the Seller shall have no further liability to the Buyer.?7.2 Except in respect of death or personal injury caused by the Seller's negligence, the Seller shall not be liable to the Buyer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Seller, it's employees or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Buyer, except as expressly provided in these Conditions.
8. Insolvency of Buyer
8.1 This clause applies if:?8.1.1 the Buyer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the Purposes of amalgamation or reconstruction): or?8.1.2 an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Buyer; or?8.1.3 the Buyer ceases or threatens to cease to carry on business; or?8.1.4 the Seller reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer and notifies the Buyer accordingly.?8.2 If this clause applies then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to cancel the Contract without any liability to the Buyer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement to the contrary.
9. All goods should be examined immediately on receipt and any discrepancy notified to the Driver and ourselves within 7 days in writing. No complaints will be entertained after the 7 day period.
Goods ordered that are ECA stock lines may be returned by arrangement. Goods ordered that are not ECA stock lines (specially ordered) are not returnable for any reason unless faulty. Also see seperate returns section