TERMS AND CONDITIONS OF SALE
In these conditions of sale, the following expressions have the following meanings: -
“Company” means European Braking Systems Limited and its subsidiaries.
“Customer” means the person, persons, partnership, firm or Company who places the order with the Company.
“Order” means the customer’s instructions, orally or in writing, to supply the goods.
2. GENERAL APPLICATION OF CONDITIONS OF SALES
Unless otherwise agreed in writing, these conditions constitute the only condition upon which the Company is willing to supply the goods to the customer and will come into force on acceptance of the Order made by the customer to the Company. They form the basis of all contracts for the sale of the Company’s goods, and in particular no condition attaching to the customer’s Order, purporting to override or vary the conditions of sale shall have any effect whatsoever, and in case of any conflict, variance or inconsistency between the conditions of sale and the customer’s Order, or any correspondence relating thereto, the conditions of sale shall prevail unless they are specifically excluded in writing by the Company. No statements, documentation of correspondence which is entered into by the Company and the customer shall apply to the contract and shall not be taken to vary in any way the conditions of sale.
Orders should be in writing initially or if the Company accepts a verbal Order, the customer should confirm such verbal Order in writing within 3 days. A verbal Order is binding.
4. THE QUOTATION
The quotation by the Company is not to be taken as an offer, and any Order given in respect of such quotation shall not be binding on the Company until accepted by the Company in writing or, alternatively, the dispatch of the Goods by the Company.
Once an order has been received by the Company, and the Company has accepted the same, the Company will comply as far as possible with delivery dates which may be quoted but shall not be liable for failure to deliver by such dates, and no warrant is given in respect thereof.
Delivery of Goods cannot be refused by the customer if a quoted delivery date has passed.
6. CANCELLATION OF ORDERS
Once an order has been received by the Company, it may not be canceled without agreement in writing by the Company. The Company reserves the right to refuse such cancellation and reserves the right to apply a handling charge.
Unless otherwise agreed in writing by the Company, all prices quoted in literature, or verbally, are prices for Goods ex works at the date of preparation of the literature or verbal quotation. Such prices are subject to increase without notice, and the literature or quotation does not constitute an offer for sale at the prices shown or indicated.
Carriage and other delivery charges are not part of this quote. Carriage and the costs thereof will be arranged by the Company in accordance with the order of the customer. Insurance, unless otherwise agreed, will be the responsibility of the Company.For the avoidance of doubt, Goods will be sold on a “CIF” basis (Cost Insurance and Freight).
8. TERMS OF PAYMENT
Accounts are due for payment in accordance with agreed terms. If no special terms are agreed, then payment shall be due not later than the end of the month following the date of invoice. Payment must be made by BACS transfer unless agreed in writing prior to the payment due date. If payment is in arrears, the Company has the right to withhold any further deliveries and/ or to charge interest on all overdue balances at 2% above the Bank of England base rate.
Payment is due on full balance of invoice; no retention is permitted.
All goods sold by the Company may be subject to V.A.T., which will be charged at the applicable rate on the date of the invoice of the Goods.
(a)Title to the Goods shall only pass to the Customer upon full payment being received by the Company.
(b)In the event of the customer becoming bankrupt, or going into liquidation, or a Receiver or Insolvency Practitioner, Liquidator or any other such body being appointed, the Goods shall remain the property of the Company, and shall be returned to the Company forthwith.
The Company shall have the right to enter the premises of the customer, and to collect any Goods for which payment in full has not been received, and the customer, by accepting this condition of sale gives its consent to such entry and recovery by the Company. Goods will be valued by the Company based on time in Customer’s custody and condition less a restructuring charge.
The Company warrants for 12 months from the date of supply or dispatch that the Company will replace any suspected faulty parts with a new part free of charge, excluding carriage, customs and any other duties. Following confirmation by the Company of any manufacturing defect the goods will be accepted as qualifying, provided the customer returns the Goods to the Company within 30 days of the suspected defect becoming apparent, together with a report thereon.
(b) This warranty does not apply to any defect caused by, or arising from wear and tear, neglect, malicious damage, misuse, improper storage, failure to follow the Company’s instructions (if any), or any unauthorised reconditioning, repair or modification other than that approved by the Company in writing.
(c) This warranty shall exclude any condition, warranty or statement, either expressed or
implied by statue or otherwise, and the Company shall not be under any liability, whether in contract or in tort, in respect of Goods supplied or delivered, or for any injury, damage or loss resulting from such defects, or from any work done in connection therewith.
The Company shall have a general lien over any Goods, or any monies due from a customer to the Company, and whether arising under a Contract to which these conditions apply or not. If lien is not satisfied within a reasonable time, the Company may at its absolute discretion re-sell the Goods as agents for the customer and apply the proceeds towards the monies due in expenses of the sale, and shall, upon accounting to the customer for the balance remaining (if any), be discharged from all liability whatsoever in respect of the Goods.
The customer indemnifies the Company for the loss, damage to, or destruction of, any Goods where the Title rests with the Company under paragraph 12 above, and any insurance monies payable under this clause shall be held in trust for the Company and repaid immediately on receipt by the customer.
The sale shall be governed by the Laws of England as a Contract made in England, and the customer hereby submits to the jurisdiction of the English Courts.
All units subject to surcharge will be identified as such on the sales invoice at the appropriate rate. Old units must be returned in an off-vehicle condition, and must be in re-manufacturable condition. Old unit returns for surcharged items older than 12 months from invoiced date will not be accepted.
16. STOCK RETURN
The company accepts that parts may need to be returned from time to time by a customer. EBS
will accept goods back into stock subject to the contents of this section.
Any parts which are not stock items may only be accepted with prior written consent. Any items which have been supplied correctly, and are authorised for acceptance, will be subject to a handling charge.
Any parts indicated on invoice subject to special terms will be subject to a handling charge. The company supplies goods in perfect condition, with regards to the packaging that it is
contained in and the condition of the part itself. EBS goods are of either Original manufacture or EBS branded and in all cases (with the exception of a remanufactured part) in BRAND NEW condition.
Brand New condition is:
1. Packaged and presentable
a. The packaging is undamaged and clean
b. The part is clean and free from any marks due to handling
a. Does not bear any marks indicating fitment
b. Does not contain any contaminant material
The returns process:
1. Goods returned within 28 days of invoice will be accepted for credit subject to (condition 7.). An invoice number must be supplied with the parts submitted. No other paperwork is required.
2. Without exception goods over 28 days from invoice must be submitted to the EBS returns department for approval prior to return.
3. If approved for return the EBS returns department will issue a Goods Return Number and notify any applicable charges.
4. On return the parts will be inspected to asses that they are in a brand-new condition as defined above.
5. Parts that are suspected to be not of brand new condition “used / fitted” will be submitted to the EBS workshop for examination. Parts passing examination will be cleared for credit. Parts failing the examination will be returned to the customer and the no refund will be made.
6. Parts that are returned in damaged packaging, with missing items (including port plugs) and or show marks from being handled in an inappropriate manner will be subject
a. A standard handling charge of 10% (minimum charge £5).
b. If considerable rectification work has to be carried out a charge of 20%.
7. Parts returned within 28 days of order subject to the following conditions/exceptions:
a. Special order items (VOR) that are non-stock ordered in for the customer are NON-RETURNABLE (a note will be present on the invoice informing the customer).
b. A part defined as slow moving by EBS that the customer has prior warning of (a note will be present on the invoice in forming the customer) will only be returnable within 48 hrs from order.
8. Where a part has been returned and “free carriage” was applied to the invoice on which it was supplied, the value of the carriage will in all cases be deducted from the refund value.
9. Customers are responsible for all carriages incurred in the returns process unless agreed in writing (email) by EBS.
17. CUSTOMER EXCHANGE
Where the Company takes an order to re-manufacture a part, a price will be quoted.
As far as possible the Company will try to maintain this price but gives no warrant that further damage or cost will not be incurred.
The Company will make every effort to remanufacture a unit sent in for exchange, but if it proves impossible to salvage the returned part, then a charge for replacement components may be made. In addition, if such damage is caused in the stripping process that the unit is ruined, then it will be scrapped at the expense of the Customer.