HOSE WORLD LTD
TERMS & CONDITIONS OF SALE
1. Hose World Ltd`s Conditions Apply
1.1 Unless otherwise specifically agreed in writing by hose World Limited all quotations and contracts for the supply of goods by Hose World are made upon these Conditions of Sale (“the Conditions”) which shall at all times override any terms and conditions which the purchaser of such goods (“the Purchaser”) imposes or seeks to impose. “The Contract” means any contract made between the parties that incorporates the Conditions.
1.2 No terms or conditions endorsed on delivery documents or contained in the Purchaser’s purchase order, confirmation of order, specification or other document shall form part of the Contract simply as a result of such document being referred to in the Contract.
1.3 Delivery of any goods following a quotation for supply made by Hose World Ltd will be made only upon the Conditions. Orders are accepted subject to the Conditions.
1.4 Any variation must be approved by an authorised Hose World Ltd director and be in writing. Any quotation or estimate is given subject to the Conditions.
2. Payment Terms
2.1 Terms of payment are 30 days from the end of the month of the date of invoice and in default Hose World Ltd shall be entitled without notice to the Purchaser (even if the Purchaser has a contract with a third party) to:
2.1.1 terminate any outstanding order or quotation; or
2.1.2 withhold and/or suspend supplies;
2.1.3 reduce the Purchaser’s credit limit.
2.2 Hose World Ltd shall also be entitled, at its discretion, to receive payment of any and all monies in respect of goods supplied whether these monies would ordinarily be due for payment at that time or not.
2.3 In addition, Hose World Ltd shall be entitled to charge the Purchaser interest on the amount unpaid at the rate of 8% above HSBC Bank Plc base rate until payment in full is made and the Purchaser will indemnify Hose World Ltd in respect of all costs incurred by Hose World Ltd in recovering payment, including the cost of instructing solicitors.
2.4 No payment shall be deemed to have been received until Hose World Ltd has received cleared funds. Time of payment is of the essence.
2.5 In the event that the Purchaser tenders payment by cheque and the cheque is subsequently returned by the Purchaser’s bankers unpaid, the Purchaser will also indemnify Hose World Ltd in respect of all resulting bank charges incurred by Hose World Ltd.
2.6 The Purchaser shall make all payments due under the Contract without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Purchaser has a valid court order requiring an amount equal to such deduction to be paid by Hose World Ltd to the Purchaser.
2.7 Hose World Ltd reserves the right to set off, deduct or discount any amounts due from Hose World Ltd under any other arrangement with the Purchaser against any monies due to Hose World Ltd under this Contract.
3.1 All prices displayed in both Hose World Ltd’s printed and online publications are subject to VAT where applicable.
3.2 Prices are correct at time of issue and are subject to change without prior notice.
3.3 The price charged to the Purchaser will be the prevailing price at the time of ordering.
4. Retention of Title
4.1 Although risk in the goods supplied passes to the Purchaser on delivery, legal title in such goods shall not pass to the Purchaser until Hose World Ltd has received in cleared funds the full price payable for such goods and all other goods supplied by Hose World Ltd to the Purchaser for which payment is then due.
4.2 Until legal title passes, the Purchaser shall hold the goods on a fiduciary basis as Hose World Ltd’s bailee and shall keep them properly protected, insured, clearly identified and stored separately from any other goods (whether or not supplied by Hose World Ltd). The Purchaser shall not destroy any identifying mark on packaging in the goods. Until that time the Purchaser is entitled to resell or use the goods in the ordinary course of its business but shall account to Hose World Ltd for the proceeds of sale and pending payment shall hold such proceeds on trust for Hose World Ltd absolutely. Hose World Ltd shall be entitled to recover payment for the goods notwithstanding that ownership of the goods has not passed to the Purchaser.
4.3 The Purchaser’s right to resell or use the goods shall terminate automatically on the occurrence of any event set out in Condition 12 and/or if any sum owed to Hose World Ltd by the Purchaser is not paid when due.
4.4 Until such time as legal title in the goods passes to the Purchaser Hose World Ltd may at any time require the Purchaser, its liquidator, receiver or administrator to return the goods and/or may repossess the goods by entering upon any premises of the Purchaser or any third party where the goods are reasonably believed to be stored.
4.5 In addition and without prejudice to any other right or remedy available to Hose World Ltd, if the Purchaser is in breach of the payment terms or of any of its obligations under this condition, Hose World Ltd shall be entitled to:
4.5.1 cancel the Contract;
4.5.2 suspend further deliveries; or
4.5.3 terminate any outstanding order or quotation without incurring any liability whatsoever as a consequence of this action.
4.6 Hose World Ltd reserves the right at any time before title in the goods has passed to the Purchaser to require the Purchaser to deliver up the goods if any of the events specified in Condition 12 occurs.
5.1 Terms and conditions for delivery are only applicable in the UK.
5.2 Unless otherwise agreed delivery of the goods shall take place at the Purchaser’s place of business.
5.3 Where Hose World Ltd makes delivery of the goods to the Purchaser’s place of business or any other place as agreed in writing, all charges in relation to carriage, including, without limitation transport costs, insurance and unloading, will at Hose World Ltd’s option, be borne by the Purchaser.
5.4 If for any reason the Purchaser does not accept delivery of any of the goods when they are ready for delivery then the goods will be deemed to have been delivered, risk passing to the Purchaser (including for loss or damage caused by Hose World Ltd’s negligence) and Hose World Ltd may:
5.4.1 store the goods until actual delivery whereupon the Purchaser will be liable for all related costs and expenses (including without limitation storage and insurance); or
5.4.2 sell the goods at the best price readily obtainable and (after deduction of all reasonable storage and selling expenses) charge the Purchaser for any shortfall below the Contract price.
5.5 Hose World Ltd reserves the right to deliver in instalments and any failure to deliver one instalment will not entitle the Purchaser to terminate the Contract.
5.6 The quantity of any consignment of goods as recorded by Hose World Ltd upon despatch from Hose World Ltd’s place of business shall be conclusive evidence of the quantity received by the Purchaser on delivery unless the Purchaser can provide conclusive evidence proving the contrary.
5.7 Claims for shortages or damaged goods must be made in writing to Hose World Ltd within 2 days of receipt of the goods.
5.8 Claims for non delivery must be made to Hose World Ltd within 5 days of date of despatch shown on invoice.
6.1 Notwithstanding any other provision in the Contract, Hose World Ltd may at its option allow the Purchaser to return the goods upon the following conditions:
6.1.1 that the relevant goods are non-faulty;
6.1.2 that the relevant goods are goods that are ordinarily held in stock at Hose World Ltd’s location;
6.1.3 that the Purchaser notifies Hose World Ltd within 7 days of delivery of its intention to return the goods;
6.1.4 that the goods are returned to Hose World Ltd within 10 days of delivery;
6.1.5 Hose World Ltd and the Purchaser shall agree whether the goods shall be delivered by the Purchaser to Hose World Ltd or collected by Hose World Ltd from the Purchaser;
6.1.6 that the goods are undamaged, in the original packaging, with all trademarks or other labelling intact and fully suitable for re-sale;
6.1.7 the Purchaser agrees to pay Hose World Ltd a 15% handling fee against the return of non-faulty standard goods.
6.2 Notwithstanding any other provision in the Contract, Hose World Ltd may from time to time at its sole option accept the return of non standard, non faulty goods upon separate rates, terms and conditions, to be agreed with the Purchaser in advance of any such return. Non standard goods are goods which are not ordinarily held in stock by Hose World Ltd.
7.1 If Hose World Ltd establishes to it’s reasonable satisfaction that there is a defect in the goods or there is some other failure by Hose World Ltd in relation to the conformity of the goods with the Contract, then Hose World Ltd shall, at its option, at its sole discretion and within a reasonable time:
7.1.1 replace such goods with goods which are in all respects in accordance with the Contract; or
7.1.2 issue a credit note to the Purchaser in respect of the whole or part of the Contract price of such goods as appropriate having taken back such goods, subject, in every case, to the remaining provisions of this Condition provided that the liability of Hose World Ltd under this Condition shall in no event exceed the purchase price of such goods and performance of any one of the above options shall constitute an entire discharge of Hose World Ltd’s liability under this warranty.
7.2 This Condition shall not apply unless the Purchaser:
7.2.1 notifies Hose World Ltd of the alleged defect within 3 days of the time when the Purchaser discovers or ought to have discovered the defect;
7.2.2 allows Hose World Ltd to collect the relevant goods;
7.2.3 complies with any reasonable request or instruction from Hose World Ltd; and
7.2.4 affords Hose World Ltd a reasonable opportunity to inspect the relevant goods.
7.3 If Hose World Ltd elects to replace the goods pursuant to this Condition, Hose World Ltd shall deliver the replacement goods to the Purchaser at Hose World Ltd’s own expense at the address to which the defective goods were delivered and the legal title to the defective goods which are being replaced shall (if it has vested in the Purchaser) re vest in Hose World Ltd.
7.4 Hose World Ltd warrants that upon delivery the goods shall be of satisfactory quality within the meaning of the Sale of Goods Act 1979. Hose World Ltd shall have no liability under the warranty in this Condition:
7.4.1 in respect of any defect arising from wilful damage, negligence, abnormal storage conditions, failure to follow Hose World Ltd’s or the manufacturer`s instructions whichever is appropriate (whether oral or in writing);
7.4.2 if the total price for the goods has not been paid by the due date for payment;
7.4.3 in respect of any type of defect or damage specifically excluded by Hose World Ltd by notice in writing; or
7.4.4 if the Purchaser makes any further use of the goods after giving notice in accordance with this Condition.
7.5 All warranties, conditions and other terms implied by statute or common law (save for the conditions implied by section 12 of the Sale of Goods Act 1979) are, to the fullest extent permitted by law, excluded from the Contract.
8.1 Subject to Condition 7 above this Condition sets out the entire liability of Hose World Ltd (including any liability for the acts or omissions of its employees, agents and sub contractors) to the Purchaser in respect of:
8.1.1 any breach of the Conditions or the Contract;
8.1.2 any use made or resale by the Purchaser of any goods, or any product or
8.1.3 any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.
8.2 Nothing in the Conditions excludes or limits the liability of Hose World Ltd for death or personal injury caused by Hose World Ltd’s negligence, or for fraudulent misrepresentation, or for fraud or under section 2(3), Consumer Protection Act 1987 or for any matter which it would be illegal for Hose World Ltd to exclude or attempt to exclude its liability.
8.3 Subject to Condition
8.2, Hose World Ltd shall not be liable to the Purchaser whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract (including any losses that may result from deliberate breach of the Contract by Hose World Ltd, its employees, agents or sub contractors).
8.4 Hose World Ltd’s total liability to the Purchaser in respect of all other losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise including losses caused by a deliberate breach of the Contract by Hose World Ltd, its employees, agents or sub contractors shall not exceed the value of the Contract.
9.1 Any services which are subject to a separate fee and are to be performed by Hose World Ltd under the Contract are performed in accordance with Hose World Ltd’s terms and conditions of service. A copy of the terms and conditions of services are available upon request.
10. Safety and Product Recalls
10.1 The Purchaser shall comply at all times with the written instructions and all written guidelines issued from time to time attached to the goods concerning their storage and use and the Purchaser shall refer its employees and its customers to such instructions and guidelines.
10.2 The Purchaser should satisfy itself that the persons responsible for the storage and use of any goods supplied by Hose World Ltd have all the information required on health and safety and Hose World Ltd shall not be liable to the Purchaser in any civil proceedings brought by the Purchaser against Hose World Ltd in respect of a breach of the user instructions or any applicable health and safety legislation or any regulations, orders or directions made pursuant to such health and safety legislation in force from time to time or under any directive, regulation, order or other instrument relating to health and safety where such exclusion of liability is permitted by law.
10.3 The Purchaser shall keep Hose World Ltd properly informed of all complaints concerning the goods and shall comply with any directions of Hose World Ltd in any issues, proceedings or negotiations relating to such complaint.
10.4 In the event of any recall of the goods by Hose World Ltd the Purchaser shall co-operate fully and promptly with any steps taken by Hose World Ltd under the Condition below.
10.5 Hose World Ltd may at its discretion recall any goods already sold by Hose World Ltd to the Purchaser, (whether for a refund or credit or for replacement of the goods which shall in each case be undertaken by Hose World Ltd) and/or issue any written or other notification to the Purchaser about the manner of use of any goods already sold by Hose World Ltd to the Purchaser. The Purchaser agrees to give all reasonable assistance to Hose World Ltd or the manufacturer in resisting any claim which may arise under any recall of product by Hose World Ltd or the manufacturer of such product.
11. Force Majeure
11.1 Hose World Ltd reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the goods ordered by the Purchaser (without liability to the Purchaser) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of Hose World Ltd including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, armed conflict, malicious damage, fire, explosion, flood, epidemic, nuclear, chemical or biological contamination, sonic boom, collapse of building structures, loss at sea, natural disaster, extreme adverse weather conditions, failure of energy, break down of plant or machinery lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials provided that, if the event in question continues for a continuous period in excess of 180 days, the Purchaser shall be entitled to give notice in writing to Hose World Ltd to terminate the Contract.
12.1 Hose World Ltd may, as it thinks fit, (without prejudice to any other rights or remedies it may have against the Purchaser) immediately suspend further performance of the Contract or cancel delivery of the goods or stop any goods in transit or by notice in writing to the Purchaser terminate the Contract without liability to Hose World Ltd if:
12.1.1 the Purchaser commits a material breach of any of its obligations under the Contract which is incapable of remedy;
12.1.2 the Purchaser fails to remedy a breach of its obligations under the Contract which is capable of remedy, or persists in any breach of any of its obligations under the Contract after having been requested in writing by Hose World Ltd to remedy or desist from such breach within a period of 7 days;
12.1.3 any distress execution or diligence is levied upon any of the Purchaser’s goods or property and is not paid out within 7 days of it being levied;
12.1.4 the Purchaser (being a partnership) or the Purchaser’s partner offers to make any arrangements with or for the benefit of the creditors of the Purchaser or the Purchaser’s partner generally or there is presented in relation to the Purchaser or the Purchaser’s partner a petition of bankruptcy;
12.1.5 the Purchaser (being a limited company) is deemed to be unable to pay its debts within the meaning of Section 123 of the Insolvency Act 1986 or the Purchaser calls a meeting for the purpose of passing a resolution to wind up its company or such a resolution is passed or the Purchaser presents or has presented a petition to wind up or present or have presented a petition or appoint an administrator or have an administrative receiver or receiver appointed to the whole or any part of the Purchaser’s business, undertaking, property or assets;
12.1.6 the Purchaser ceases, or threatens to cease, to carry on business;
12.1.7 a secured lender to the Purchaser takes any steps to obtain possession of the property on which it has security or otherwise to enforce its security.
12.2 Notwithstanding any such termination or suspension in accordance with the above the Purchaser shall pay Hose World Ltd at the Contract rate all payments subsisting at the time of termination.
13. Product Information
13.1 Whilst Hose World Ltd has made every effort to ensure that details and information given in both our printed and online publications are accurate at the time of issue but Hose World Ltd gives no guarantees as to the accuracy or completeness of such information. Full technical specifications are not necessarily included and furthermore, Hose World Ltd ‘s policy is one of continuous improvement and the right is reserved to alter details and information at any time as the need arises.
13.2 Accordingly, the Purchaser should check any details and information they wish to rely on with Hose World Ltd at the time of purchase. Hose World Ltd accepts no liability in respect of any errors or omissions herein contained or for any loss or damage, malfunction or consequential loss arising from reliance upon our publications.
14. Hose World Ltd Disclaimer
14.1 Any products shown in both our printed or online publications do not represent endorsement by Hose World Ltd of any other products, services or organisations.