1. TERMS AND CONDITIONS
These conditions of sales as set out below shall govern the terms of supply of goods by Dunning & Fairbank Limited (“the Seller”) and shall take precedence
over the Buyers terms of supply notwithstanding any provisions to the contrary contained in the Buyers terms and conditions of supply. The Sellers terms
and conditions shall be deemed to have been agreed once work has commenced on the order.
2. QUOTATION AND ORDER ACCEPTANCES
Any quotation by the Seller is not an offer and may be withdrawn or amended without notice. Any order given by the Buyer whether by reference to a
quotation or otherwise, shall not be binding on the Seller until accepted by the Seller in writing.
The Seller reserves the right to vary the price of the goods by notice to the Buyer given at any time before delivery if there is any increase in the price or
cost of the goods to the Company by reason of any foreign exchange fluctuations currency regulations alterations in duties or taxes, variations in the cost
of raw materials or labour or utilities or transport by reason of any cause (whether or not of the same nature as the foregoing) beyond the control of the
4. PAYMENT AND INTEREST
Payment shall be made net cash by the 30th day following the day of Issue of the Invoice unless otherwise agreed in writing by the Seller and Interest shall
be charged on late payment at the rate of 15% per anum from the date of Invoice.
5. RETENTION OF TITLE
Property in the goods shall remain in the Seller until the earlier of:
(i) receipt by the Seller of payment in full; or
(ii) resale by the Buyer in accordance with the last paragraph of this clause.
So long as property in the goods shall remain in the Seller the goods shall be set aside from the Buyers general stock of goods and other property and
shall be marked with an indication that they remain the property of the Seller.
If the Buyer shall commit any breach of its obligations to the Seller including, without limitation, failure to pay any sum due to the Company on or before the
due date, the appointment of a receiver of the Buyers business or the presentation of a petition to wind-up the Buyer, the Seller shall have the right with or
without prior notice at any time to retake possession of the whole or any part of the goods (and for that purpose to go on to any premises occupied by the
Buyer or any subsidiary, parent or associated company of the Buyer) which are the subject of any contract between the Seller and the Buyer (or any parent,
subsidiary or associated company of the Buyer) to the value of all sums due to the Seller without prejudice to any other remedy of the Seller.
The Buyer shall be entitled to sell (as principal in relation to any sub-purchase but as agent as between the Seller and the Buyer) in the ordinary course of
its business goods supplied by the Seller in respect of which payment has not been made provided that such sale is made for the account of the Seller and
that the Buyer holds any sum received or payable in respect of such sale in trust for the Seller until payment of the total price of the goods and any other
payment due to the Seller from the Buyer have been duly made.
6. SUB-CONTRACTING OF WORK
The Seller reserves the right to sub-contract the whole or part of any work at their absolute discretion.
7. SUITABILITY OF GOODS AND MATERIALS
The Seller warrants that the goods supplied shall remain free from defects from faulty materials or bad workmanship until 12 months after the delivery of
the goods save that the warranty shall be for a period of 6 months in the case of goods belonging to the buyer which are modified or repaired by the Seller
and not wholly manufactured by the Seller.
Save in the case of negligence or faulty workmanship by the Seller and subject to the warranty herein contained, the Seller shall not be liable for any
consequential or economic loss suffered by reason of the failure of the goods and in all other respects the Sellers liability arising out of any matter shall be
limited to the sum of £100 for each item of goods manufactured, modified or repaired.
9. DEFECTIVE GOODS
Subject as mentioned below the Seller guarantees that all reasonable care will be taken to ensure good quality of both material and workmanship and that
in the event of any defect arising within 12 months from the date of invoice (or as agreed in writing) will repair or replace defective goods free of charge
provided that it is proved to the Seller's entire satisfaction that the defect is due to faulty material or workmanship.
This obligation to repair or replace defective goods shall be the full extent of the Sellers liability under the above named guarantee and the Seller shall not
be liable for any further or other claim in respect of a loss, damage, injury or expense of whatever nature arising in any way from or out of any goods sold
by the Seller.
Delivery commitments are entered into in good faith but are approximate only and not essential terms. The Seller shall not be liable for failure to deliver on
the specified dates, nor shall such failure be deemed to be a breach of the Contract or any of its conditions, or part thereof.
11. FAILURE TO ACCEPT DELIVERY
lf the Buyer fails to take delivery of the goods or any part thereof at the time agreed for delivery then the Seller shall be entitled to cancel or suspend such
delivery and all other outstanding deliveries and to charge the Buyer with any loss suffered.
If the Buyer fails to make any payment when it becomes due or enters into any composition or arrangements with its Creditors or if being an incorporated
Company has a Receiver appointed or passes a resolution for winding up or a Court makes an Order to that effect, or if it has a Receiving Order made
against it, or if there is any breach by the Buyer of any of the terms or conditions thereof, the Seller may, without prejudice to its rights and remedies and
notwithstanding any previous waiver of this right defer or cancel future orders.