1.1 In these conditions 'The Company' means UK Catering Limited, 207 Parkway House, Sheen Lane, East Sheen, London, SW14 8LS, and 'The Customer' means the person, firm or company contracting with The Company. 'The Goods' means any products, machinery, equipment and services of all kinds to be supplied by The Company.
1.2 These conditions of sale will override any standard or other terms or conditions referred to by The Customer and will supersede all earlier versions.
1.3 All quotations remain commercial, in confidence and the property of The Company. The Customer must not pass such information to third parties and on request must return all such documents to The Company.
1.4 The Customer is responsible for disposal of all packaging materials and must do so in accordance with all relevant legislation.
2 Acceptance of Orders
2.1 No binding contract shall be deemed to have been effected until confirmed in writing by The Company by an acknowledgement of order. Quotations, price lists and other publications of The Company's shall not constitute offers.
3.1 Every effort is made to ensure that the descriptions, technical data and illustrations contained in catalogues, leaflets and advertisements are correct; however, they do not constitute a sale by description. The Company's policy is one of continuous updating and improvement and The Company reserves the right to supply Goods that have been modified by design, finish or specification, without notice.
4.1 Quotations and prices are subject to withdrawal and alteration at any time. The Company reserves the right to revise prices without notice and the invoice price payable, unless otherwise agreed in writing, shall be that ruling at the date of dispatch.
4.2 Prices are exclusive of VAT and other sales taxes and do not include the cost of delivery, off-loading, location, erection and connection unless otherwise agreed in writing. Installation work, which can be undertaken at The Customers request, is subject to a separate quotation.
5.1 The Company will deliver as near as possible to The Customers premises as a safe hard road permits.
5.2 Time of delivery is not of the essence. Whilst every effort is made to adhere to delivery estimates, The Company shall not be liable for any losses, costs, damages or expenses, however arising, suffered by The Customer or any other person or company.
5.3 Any carriage costs incurred by The Company when delivering The Goods to The Customer will be charged to the customer unless otherwise stated in writing. All light goods orders with a net value of £500 or less will be subject to a minimum carriage charge of £10 net. Deliveries outside mainland Great Britain normally incur an additional charge.
6.1 The Company's standard terms are strictly payment with receipt of order. Any variation in terms will be agreed in writing before despatch of the Goods. If variation in terms is agreed and payment is not received in full when due, The Company reserves the right to cancel any discounts applied to the invoice/statement and charge interest on the unpaid amount at a rate of 4% above Bank of Sotland base lending rate. This entitlement to interest does not preclude The Company from the right to pursue any other right or remedy to collect said payment and to suspend all further deliveries without notice. Any costs incurred by The Company in collecting said payment will be charged to The Customer.
7 Claims For Damage In Transit, Shortage In Delivery Or Loss Of Goods
7.1 If Goods are accepted from a carrier without prior checking, or signed for 'unexamined', no claim whatsoever can be accepted by The Company. It is the responsibility of The Customer to inspect the goods immediately, sign the delivery note accordingly and inform The Company immediately of any alleged damage or shortages. The Company has no liability for any damage caused during off-loading.
7.2 No claim for damage in transit or shortage in delivery will be considered unless immediate notice is given verbally and in writing both to the carrier and to The Company within 24 hours of receipt of the Goods, followed by a more detailed claim within 48 hours of receipt of the Goods. Any Goods in respect of which The Customer makes a claim must be preserved by The Customer intact as delivered and at his/her risk for a period of ten working days from the date of notification in order to enable The Company or its agent to inspect the Goods. No Goods returned to The Company will be accepted without prior written authorisation. A breach of these conditions shall debar The Customer from making any claim.
7.3 The Company will not accept responsibility for any damage incurred resulting from the movement of The Goods into or within The Customers premises. In the event of such a possibility arising, The Customer should seek the advice of The Company.
8 Property And Risk
8.1 Risk in the Goods shall pass to The Customer when the Goods are delivered to or collected by The Customer or its agent.
8.2 Until full payment has been made, The Customer holds the Goods in trust for The Company and is responsible for keeping the Goods separate from any other assets and in a state of good repair.
9 Warranty And Limits Of Liability
9.1 The Company warrants that (subject to the other provisions of these terms and conditions) upon delivery, the Goods will, for a period of 12 months from the date of invoice for such Goods, be of satisfactory quality under the Sale of Goods Act 1994. Save for the condition implied by the Sale of Goods Act section 12, all other warranties or conditions or other terms whether express or implied by statute, common law custom or otherwise are hereby excluded.
9.2 Where there is a breach of warranty as set out in clause 9.1 The Company undertakes, given reasonable opportunity and time, to rectify the Goods or to replace free of charge. The Company shall not be liable for a breach of clause 9.1 unless: -
9.2.1 The Goods have been installed correctly by a qualified person in accordance with the manufacturers recommendations and all regulations and by-laws appertaining at the time.
9.2.2 The Goods have been properly maintained and cleaned regularly.
9.2.3 No misuse of the Goods has taken place and the operating instructions as to storage, installation, commissioning, use or maintenance has been properly adhered to.
9.2.4 The Goods have been used for the purpose for which they were originally designed.
9.2.5 No unauthorised alterations to design or usage have been implemented or the defect in the Goods does not arise from any design defect in any drawing, design or specification provided by The Customer.
9.2.6 The Goods must have been correctly and regularly serviced during the warranty period by an authorised service agency.
9.2.7 No repair or alteration work has been carried out on the Goods without the express authority of The Company.
9.2.8 The Customer gives written notice of the defect to The Company and if the defect is as a result of damage in transit, to the carrier, within 3 days of:
(i) the date of delivery (where the defect would be apparent to The Customer on reasonable inspection )
(ii) the date when The Customer knew or ought reasonably to have known of the defect (if not apparent on a reasonable inspection)
9.3 The warranty in clause 9.1 does not extend to cover breakages of glass, refractory bricks, light bulbs, tubes and plaques under whatever circumstance or failures of expendable items which may be regarded as being due to fair wear and tear or any other failure out of the control of the manufacturer.
9.4 If the warranty is in any other way different to that in Clause 9.1 The Company shall agree this in writing before despatch of the Goods.
9.5 If The Company complies with its obligations in Clause 9.1 it shall have no further liability for a breach of warranty in Clause 9.1 in respect of the quality of such goods.
9.6 All Goods replaced will belong to The Company and any repaired or replacement Goods will be guaranteed on these terms and conditions for the remaining portion of the warranty period from the date of the original invoice to The Customer.
9.7 The Company reserves the right to carry out any work under warranty during normal working hours, i.e. Monday to Friday, 8.30a.m.-5.00p.m. If The Customer requests repair work outside the stipulated working times, premium time rates will apply.
9.8 Work will only be undertaken by The Company in respect of an alleged breach of warranty if The Customer first requests such work to be undertaken in writing. The Customer undertakes to indemnify The Company for any costs, claims, damages or expenses incurred in respect of any work undertaken by The Company as instructed by The Customer which is found not to have been due to breach of warranty as set out in Clause 9.1 or where the conditions detailed in Clause 9.2 above have not been adhered to.
9.9 The provisions of this Clause 9 set out the entire liability of The Company (including any liability for the acts or omissions of its employees, agents and subcontractors) to The Customer in respect of any breach of these terms and conditions and any representation, statement or tortious act or omission including negligence arising under or in connection with these terms and conditions.
9.10 Nothing in these terms and conditions excludes or limits the liability of The Company for death or personal injury caused by The Company's negligence or fraudulent misrepresentation.
9.11 The Purchaser's Attention Is In Particular Drawn To The Provisions Of This Clause 9.11 Subject to clauses 9.1 and 9.10:
9.11.1 The Company's total liability in contract, tort (including negligence or breach of statutory duty) misrepresentation or otherwise arising in the connection with the performance or contemplated performance of the contract shall be limited to the contract price: and
9.11.2 In no circumstances whatsoever shall The Company be liable to The Customer whether for breach of contract, in tort (including but not limited to negligence), breach of statutory duty, breach of warranty or otherwise for loss of profit, loss of use, loss of business, loss of goodwill, loss of contracts or any other economic, financial or monetary loss whatsoever that may be suffered by The Customer or for any other indirect or consequential loss whatsoever.
10 Trade Marks And Patents
10.1 Goods are supplied on condition that if re-sold by The Customer they are sold under the original trademark and brand name and to the same specification. The Customer shall indemnify The Company against all losses, damages, penalties, costs and expenses resulting from any infringements or modifications.
11 Force Majeure
11.1 The Company will not be under any liability whatsoever for non performance of its obligation, in whole or in part, as a result, directly or indirectly, of any strike, lock out, fire, flood, inability to obtain material, breakdown, delay, war, insurrection, government act or regulation or any other cause (whether or not of a like nature) beyond The Company's control.
12.1 Notification of cancellation must be received by The Company within 7 working days of receipt of the goods. No cancellation can be made after this time. The Company reserves the right to implement a re-stocking charge of 50% of the price of the Goods if The Customer cancels an order and returns the Goods within this time. The costs of any return must be borne by the customer. If the customer requires a refund of monies due after cancellation (rather than the credit to the Customers account) then a separate £25 administrataion charge will be levied to cover the costs of raising the appropriate documentation.
12.2 Under no circumstances can The Customer cancel an order for non-stock or bespoke products as these items are non-returnable.
13 Governing Law
13.1 The terms and conditions of sale shall in all respects be governed and construed in accordance with English Law.