Terms and Conditions


CONDITIONS OF CONTRACT governing all contracts for the sale or supply of goods by The Emergency Bolt Company Ltd (‘the Company’).

In these conditions:-


‘Buyer’ means any person at whose request goods are supplied by the Company; and ‘goods’ means any goods or replacements therefore and any refurbished goods together with (in the case of contracts for the provision of services) any services/workmanship supplied to the Buyer under the contract. These conditions shall apply to every contract entered into with the Company except as varied by express agreement in writing signed by a director or authorised person on behalf of the Company. The headings are for convenience only and shall not affect construction of these Conditions.


1. Price


(a) Unless otherwise specifically agreed by the Company in writing, the price of the goods shall be that stated in the Company’s price list applicable to the goods.


(b) The Company reserves the right to vary the price of the goods without notice to take account of any variation in the cost of materials, labour, transport, duties, taxes, change of rates or any costs whatsoever the nature between the date of the contract and the date of delivery or completion of payment.


(c) Payment to the Company will always be required in Pounds Sterling, save where expressly agreed otherwise by a Director of the Company.


2. Delivery


(a) Delivery dates are estimates only. Time of delivery is not of the essence of the contract. Unless otherwise stated, delivery periods commence from date of the Company’s acceptance of Buyer’s order. The Company shall use its reasonable endeavours to deliver the goods by the stated delivery date, but may suspend or delay delivery and shall not be liable to the Buyer for any loss whatsoever in the event of late delivery or non delivery of goods or any instalment owing to any occurrence whatsoever beyond its control. The Buyer shall not be entitled to refuse to accept late delivery or treat late delivery as a breach of contract.


(b) The Company may at its option deliver or treat late delivery by instalments; each instalment shall constitute a separate contract on these Conditions.


(c) All prices are given by the Company on an ex works basis unless otherwise agreed. The Company reserves the right to make reasonable charge for transport, packaging and insurance. The Company shall use reasonable endeavours to give to the Buyer prior notice of any such charges.


(d) In the case of short delivery, the Company may at it’s own discretion either:-(i) make good the shortfall by one or more further deliveries; or(ii) reduce the contract price by the same proportion as the shortage.


(e) In the case of excess delivery, the Company will make arrangements for the excess to be returned to the Company at the Company’s expense.


(f) The Buyer shall not be entitled to reject any delivery on the grounds of any excess or short delivery and shall pay the contract price or where the Company exercises the option to reduce the contract price proportionally, the reduced price in accordance with the relevant provision.


(g) The Company shall not be liable for any losses caused by excess or short delivery.


3. Loss or Damage in Transit


(a) The Company shall not be liable for loss or damage to goods in transit unless:-


(i) the company has agreed to effect delivery to a place other than the Company’s premises; and


(ii) the loss or damage occurs prior to arrival at delivery point, and either


(iii) in the case of all sales, the damage or shortage is reported within 48 hours of arrival at delivery point.


(iv) in the case of total loss, non-arrival is notified to the Company within 7 days after despatch of advice note or invoice (whichever is the earlier).


4. Inspection


(a) The Buyer shall inspect the goods immediately upon receipt and shall (unless such inspection cannot be carried out and the delivery note is marked ”not examined”), subject to paragraph (b) below, be deemed to have accepted the goods as delivered.


(b) The Company shall not be liable for defects or shortages discoverable on reasonable inspection unless the Buyer notifies the Company before the expiry of 14 days after receipt, of any alleged defect or lack of conformity with the contract.


(c) The Company shall make good shortages notified to it as soon as reasonably practicable but shall not be liable for any other loss whatsoever arising from such shortage.


(d) The Company’s liability for goods lost or damaged in transit shall in all circumstances be limited to (at the Company’s option) the repair or replacement or crediting the Buyer with the invoice value of the goods in question.


5. Warranty


(a) In this condition “Warranty Period” shall mean a period of 12 months from the date of delivery or, if the goods are not of the Company’s manufacture and the manufacturer offers in respect thereof a warranty period of less than 12 months, such warranty period as shall have been specified by the manufacturer.


(b) The Company’s liability for defective goods is limited in all circumstances to (at the Company’s option) delivery or replacements or crediting or refunding of the invoice value to the Buyer and the Buyer shall accept such of the aforementioned remedies as the Company shall proffer as being fulfilment of the Company’s obligations under the contract.


(c) The Company’s liability under this Condition applies only to defects appearing before the Buyer makes any modification or alteration or repair to the goods and whilst the goods are being properly used or stored and in particular (but without limitation) the Company shall not be liable in the case of defects arising from normal deterioration or improper or faulty handling or processing by the Buyer, or accelerated deterioration resulting from injurious environmental conditions.


6. Liability

(1) TheWarranties given by the Company at are subject to the following conditions:-


(a) the Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company’s instructions (whether oral or in writing), misuse or alteration or repair of the goods without the Company’s approval;


(b) if the total price for the goods has not been paid by the due date for payment, the Company shall be under no liability under the warranties referred to above, or any other warranty, condition or guarantee until the total price for the goods has been paid;


(c) the warranties do not extend to parts, materials or equipment not manufactured by the Company, in respect of which the Buyer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Company.


(2) Except in respect of death or personal injury caused by the Company’s negligence the Company shall not be liable to the Buyer by reason of any representation (other than fraudulent misrepresentation) 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 items for compensation whatsoever (whether caused by the negligence of the Company, 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 and the entire liability of the Company under or in connection with the Contract shall not exceed the price of the goods, except as expressly provided in the conditions.


7. Title


Title in the Goods shall not pass to the Customer until the Supplier has been paid infull for the Goods


8. Payment


(a) Subject to satisfactory trade, bankers and other requisite references, and where no other terms of payment have been specifically agreed in writing, the Company’s terms are cash payment in full to be made within 30 days after the date of invoice. Export orders should be paid in full prior to despatch of the order.


(b) Time for making payment shall be of the essence of the contract.


(c) The Company may at any time, in its absolute discretion, appropriate any payment made by the Buyer in respect of goods to such outstanding debt as the Company thinks fit, notwithstanding any purported appropriation to the contrary of the Buyer.


(d) The Company shall be entitled to cancel the contract or to postpone any delivery until payment has been received in the event that the Company has reasonable doubts about the Buyer’s ability or willingness to pay on the due date.


(e) The Company reserves the right at any time at its discretion to demand security for payment before continuing with an order or delivering goods or any instalment.


(f) VAT will be charged at the rate ruling at the time of despatch of the goods or, if different, the basic tax point (as defined in regulations governing VAT from time to time in force).


(g) The Buyer may not at any time make deductions from the price payable to the Company.


9. Export Items


The Buyer shall be responsible for complying with any legislation or regulations governing the importation of the goods into the country of destination and for the payment of any duties thereon.


10. Force Majeure


Neither party shall be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, the act or omission of government, highway authorities or any telecommunications carrier, operator or administration or other competent authority, or the delay or failure in manufacture, production, or supply by third parties of equipment or services, and the party shall be entitled to a reasonable extension of its obligations after notifying the other party of the nature and extent of such events.


11. No Waiver


No waiver of any of the Company’s rights under the contract shall be effective unless in writing signed by a director or other authorised person on behalf of the Company. A waiver shall apply only to the specific circumstances in which it is given and shall be without prejudice to the enforcement of a Company’s rights in relation to different circumstances or the recurrence of similar circumstances.


12. Governing Law and Jurisdiction


This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.