TERMS AND CONDITIONS FOR THE SALE OF GOODS.
Buyer the person who buys or agrees to buy the goods from the Seller.
Conditions the terms and conditions of sale as set out in this document and any special terms and conditions agreed in writing by the Seller.
Goods the articles which the Buyer agrees to buy from the Seller.
Price the price for the Goods, excluding VAT and any carriage, packaging and insurance costs.
Order means any order or instruction by the buyer, to the seller to supply the goods by whatever means communicated.
Seller means Robertson Collection Publishing Ltd or Robertson Collection Publishing Ltd. Trading as Robertson Collection of Lymington Business Centre, Solent House, Cannon Street, Lymington, Hampshire, SO41 9BR, UK.
2.1 These Conditions shall form the basis of the contract between the Seller and the Buyer in relation to the sale of Goods, to the exclusion of all other terms and conditions including the Buyer’s standard conditions of purchase or any other conditions which the Buyer may purport to apply under any purchase order or confirmation of order or any other document.
2.2 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods from the Seller pursuant to these Conditions.
2.3 No order submitted by the buyer shall be deemed to be accepted by the seller unless and until confirmed in writing by the seller.
2.4 No order submitted which has been accepted by the seller may be cancelled by the buyer except with the agreement in writing of the Seller and on the terms that the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all the labour and materials used), damages, charges and expenses incurred by the Seller as a result of the cancellation.
2.5 Acceptance of delivery of the Goods shall be deemed to be conclusive evidence of the Buyer’s acceptance of these Conditions.
2.6 These Conditions may not be varied except by the written agreement from a Director of the Seller.
2.7 These Conditions represent the whole of the agreement between the Seller and the Buyer. They supersede any other conditions previously issued.
The Price shall be the price quoted on the Seller’s published price list. The Price is exclusive of VAT which shall be due at the rate in force on the date of the Seller’s invoice. We reserve the right to alter prices without prior notice.
4. Payment and Interest
4.1 Payment in respect of the first order on a new account shall be made on a Pro Forma invoice before the goods are dispatched.
4.2 Payment of the Price and VAT shall be due within 30 days of the date of the Seller’s invoice.
4.3 Interest on overdue invoices shall accrue from the date when payment becomes due calculated on a daily basis until the date of payment at the rate of [4%] per annum above the Bank of England base rate from time to time in force. Such interest shall accrue after as well as before any judgment.
4.4 The Buyer shall pay all accounts in full and not exercise any rights of set-off or counter-claim against invoices submitted by the Seller.
4.5 The Seller may suspend deliveries to the Buyer if the Buyer is in arrears. Also if the Seller shall, in good faith, consider that the financial condition of the Buyer does not justify delivery on the terms of the payment agreed, then the Seller may suspend delivery and require full or partial payment in advance as a condition of delivery.
The Seller warrants that the Goods will at the time of delivery correspond to the description given by the Seller except where the Buyer is dealing as a consumer (as defined in the Unfair Contract Terms Act 1977, Section 3). All other warranties, conditions or terms relating to fitness for purpose, merchantability or condition of the Goods and whether implied by statute or common law or otherwise are excluded.
The Seller warrants that the Goods will at the time of delivery correspond to the description given by the Seller in the confirmation of order. [Except where the Buyer is dealing as a consumer (as defined in section 12 of the Unfair Contract Terms Act 1977), all other warranties, conditions or terms relating to fitness for purpose, quality or condition of the Goods are excluded].
7. Delivery of the Goods
7.1 Delivery of the Goods shall be made by the seller to the agreed place for delivery. The Buyer shall make all arrangements necessary to take delivery of the Goods on the day notified by the Seller for delivery.
7.2 The Seller undertakes to use its reasonable endeavours to despatch the Goods on an agreed delivery date, but does not guarantee to do so. Time of delivery shall not be of the essence of the contract.
7.3 The Seller shall not be liable to the Buyer for any loss or damage whether arising directly or indirectly from the late delivery or short delivery of the Goods. If short delivery does take place, the Buyer undertakes not to reject the Goods but to accept the Goods delivered as part performance of the contract.
7.4 If the Buyer fails to take delivery of the Goods on the agreed delivery date or, if no specific delivery date has been agreed, when the Goods are ready for despatch, the Seller shall be entitled to store and insure the Goods and to charge the Buyer the reasonable costs of so doing.
7.5 The Seller reserves the right to deliver in part, any order and the Buyer shall not in any event be entitled to reject any goods on the grounds of part delivery.
8. Acceptance of the Goods
8.1 The signature on any delivery note by the Buyer or by an agent, employee or representative of the Buyer shall be conclusive proof of delivery of the Goods
8.2 The Buyer shall be deemed to have accepted the Goods 48 hours after delivery to the Buyer.
8.3 The Buyer shall carry out a thorough inspection of the Goods within 48 hours of delivery and shall give written notification to the Seller within 5 working days of delivery of the Goods of any defects which a reasonable examination would have revealed.
8.4 Where the Buyer has accepted, or has been deemed to have accepted, the Goods the Buyer shall not be entitled to reject Goods which are not in accordance with the contract.
9. Title and risk
9.1 Risk shall pass on delivery of the Goods to the Buyer’s address.
9.2 Notwithstanding the earlier passing of risk, title in the Goods shall remain with the Seller and shall not pass to the Buyer until the amount due under the invoice for them (including interest and costs) has been paid in full.
9.3 Until title passes the Buyer shall hold the Goods as Bailee for the Seller and shall store or mark them so that they can at all times be identified as the property of the Seller.
9.4 The Buyer shall keep the Goods fully insured in their full replacement value through the period between the risk therein passing to the Buyer and the property therein ceasing to remain with the Seller.
9.5 The Seller may at any time before title passes and without any liability to the Buyer:
9.5.1 repossess and dismantle and use or sell all or any of the Goods and by doing so terminate the Buyer’s right to use, sell or otherwise deal in them; and
9.5.2 for that purpose (or determining what if any Goods are held by the Buyer and inspecting them) enter any premises of or occupied by the Buyer.
9.6 The Seller may maintain an action for the price of any Goods notwithstanding that title in them has not passed to the Buyer.
10. Carriage of Goods
10.1 Where the price of the Goods is not more than £155 plus VAT, or where the destination of the Goods as stated in the order is Outside of Great Britain, the cost of carriage and delivery will be charged to the Buyer.
10.2 Where the price of Goods is more than £155 plus VAT, and the destination of the Goods is within Great Britain, the cost of carriage and delivery will be paid by the Seller.
Carriage will be chargeable on all sales under £155 plus VAT. This will be at the rate of £4.95 where the destination is inside of Great Britain. A surcharge will be made outside of this area.
11. Returned Goods
The seller shall only accept goods returned for credit that are in pristine and re-saleable condition and only with prior authorisation from the seller.
The Seller shall not be liable to the purchaser by reason of any representations, or any implied warranty, condition or term, or any duty at common law, or under the express terms of the contract, for any loss or damage, costs, expenses or other claims for consequential compensation whatsoever which arise out of or in connection with the supply of the goods or their use at resale by the Buyer, except as expressly provided in these conditions. The Seller’s liability in respect of any defects in the Goods, or any breach of these conditions or any of the duty owed to the Buyer in connection therewith shall be limited to the price of the relevant Goods in question.
13. Data Protection Act
When determining the Buyer’s application to open a credit account, the Seller reserves the right to disclose the Buyer’s Name and Address to a credit reference agency. The Seller will regularly review the Buyer’s payment record and account information only for purposes registered under the Data Protection Act 1998, including general business purposes, making credit decisions and marketing.
14. Buyer’s Breach
In the event that the Buyer defaults or is in breach of the conditions or any other contract with the Seller, all amounts owing from the Buyer to the Seller shall become immediately due and payable and the Seller may cancel any unfulfilled orders.
15. Registered Office
Lymington Business Centre, Solent House, Cannon Street, Lymington, Hampshire SO41 9BR
These conditions and all other express terms shall be goverened and construed in accordance with the laws of England and the Buyer hereby submits to the juristriction of the English Courts.