Jones Interiors - Product Guide 9

Terms & Conditions 1. Definitions In these Conditions the following words will have the following meaning: ‘the Company’ shall mean Jones & Co (Nottingham) Ltd ‘the Goods’ shall mean the products, articles or things which are referred to in the order of the Buyer. ‘the Buyer’ shall mean the corporate entity firm or person buying the goods. 2. Making The Contact No sales person agent or employee of the Company is an authorised representative nor authorised either to confirm or vary these Conditions or to make any representation or promise on the Company’s behalf. 2.1 Orders All orders placed by the Buyer will be governed by these Conditions alone. 2.2 Telephone Orders Where orders are placed by the buyer and accepted by the Company on the telephone and: 2.2.1 Details of the order are confirmed by the Company in writing, those details will be deemed to be correct in all respects unless by return, the Company receives notification in writing of any discrepancies. 2.2.2 Details of the order are confirmed by the Buyer, in writing, the Buyer shall be deemed to have accepted the Goods if they are delivered before receipt of the confirmation by the Company if those Goods substantially conform to the details received by telephone. 2.3 Non-Telephone Orders 2.3.1 An order received otherwise than by telephone will be deemed to have been placed when it is received by the Company unless the order is refused or queried by the Company in which event it will be deemed to have been placed when agreement is reached between the Company and the Buyer whether in writing or otherwise. 2.3.2 Where details of the order are confirmed by the Company in writing, those details will be deemed to be correct in all respects unless by return, the Company receives notification in writing of discrepancies. 2.4 These Conditions 2.4.1 These Conditions exclude any other Conditions inconsistent therewith which the buyer might seek to impose even though those other Conditions may be submitted in a later document and/or purport to exclude or supersede any Conditions inconsistent with them or may be contained in any offer acceptance or counter-offer made by the Buyer. 2.4.2 No variation of conditions is permitted unless accepted by a Director of the Company in writing. 3. Price 3.1 All prices are those ruling at the date of acceptance of order by the Company and are net exclusive of VAT. 3.2 The Company reserves the right at any time prior to delivery of the Goods to adjust the price to take account of any variation in any duty payable by the Company directly or indirectly, the cost of raw materials, labour or services or the cost of imported goods due to exchange rate fluctuations. 3.3 The following are available on request: (a)The cost of orders exclusive ofVAT below which the cost of carriage will be payable by the Buyer; (b)The minimum dying charge; (c)The minimum Covered Button order charge. 4. Terms Of Payment 4.1 Invoices dated: 4.1.1 Up to the 19th are due and payable by the 10th of the next month; 4.1.2 On or after the 20th are due and payable by the 10th of the month next but one; 4.2 Time of payment shall be of the essence. 4.3 The Company reserves the right to charge interest on all overdue accounts at 3% per annum above the bank rate for the time being of National Westminster Bank Plc or such other bank as the Company may specify, such interest being deemed to accrue on a day to day basis from the date payment becomes due under Clause 4.1. 4.4 The Buyer shall have no right of set-off, statutory or otherwise. 4.5 The Buyer will be deemed to have repudiated the contract if: 4.5.1 (i) Being a Company it: (a) Has a petition presented for its winding-up; or (b) Passes a resolution for voluntary winding-up (otherwise than for the purpose of a bona fide amalgamation or reconstruction); or (c) Compounds with its creditors; or (d) Has a receiver or administrator appointed of all or any part of its assets. or (ii) Being a partnership or individual it: (a) Becomes bankrupt or insolvent; or (b) Enters into any arrangement with its creditors. or 4.5.2 It commits a material or serious breach of these conditions (and if the breach is remediable fails to remedy it within 7 days of receiving notice to do so). 4.6 The company reserves the right at any time at its discretion to demand security for payment before continuing with or delivering any order. 5. Delivery 5.1 Subject to Clause 2.3.2, delivery will be deemed to have been effected: 5.1.1 If by carrier or by the Company’s transport, when the Goods have been unloaded at the address for delivery; 5.1.2 If collected by or on behalf of the Buyer, when the goods have been loaded onto the vehicle. 5.2 Time of delivery is not of the essence. 5.3 The Company shall not be liable for any loss whatsoever or howsoever arising caused by non-delivery of any Goods. 5.4 The Company reserves the right to make delivery by installments and render a separate invoice in for each installment. 5.5 Delay for whatever reason in the delivery of any of the Goods whether by instalments or otherwise including delay in any one or more instalments will not entitle the Buyer to treat the contract as repudiated or to damages. 6. Risk and the Passing of Property 6.1 Risk in the Goods shall pass to the Buyer on delivery as defined in Clause 5.1 6.2 Notwithstanding the provision of Clause 6.1 title in the Goods shall not pass to the Buyer until whichever shall be the first to occur of the following:- 6.2.1 Payment being received by the company for the Goods and no other amounts then being outstanding from the Buyer to the Company in respect of other goods supplied by the Company. 6.2.2 The Buyer selling the Goods in accordance with the provisions of these Conditions in which case title to the Goods shall be deemed to have passed to the Buyer immediately prior to delivery of the Goods to the Buyer’s customer; 6.2.3 The Company in writing waiving its rights under this Clause 6.2 in respect of specified Goods whereupon title to the said Goods shall forwith vest in the Buyer. 6.3 Subject to Clause 6.4.3 and 6.4.4 the Buyer is licensed by the Company to use or to agree to sell the Goods delivered. 6.4 Until title to the Goods passes: 6.4.1 The Buyer will hold the Goods as fiduciary agent and bailee for the Company; 6.4.2 The Goods shall be kept separate and distinct from all other property of the Buyer and of third parties and in good and substantial repair and condition and be stored in such a way as to be clearly identifiable as belonging to the Company. 6.4.3 The Company may at any time revoke the power of use and sale contained in Clauses 6.2.2 and 6.3 by notice to the Buyer: 6.4:3.1 If the buyer is in default for longer than 14 days in the payment of any sum whatsoever due to the Company, whether in respect of the Goods or any other goods supplied at any time by it to the Buyer; or 6.4:3.2 At any time if the Company has bona fide doubts as to the solvency of the Buyer; 6.4.4 The Buyer’s power of use and sale contained in Clauses 6.2.2 and 6.3 shall automatically cease in any of the circumstances set out in Clause 4.5.1. JONES Est 1909 0115 9738 708 www.jones-interiors.com sales@jones-interiors.com 327