TERMS & CONDITIONS OF BUSINESS
- LEGAL CONSTRUCTION
In the event of any inconsistency between these conditions and the terms and/or conditions of the order placed by the Purchaser these conditions shall prevail unless otherwise agreed in writing by Niall Barrett Engineering Limited (“the Company”). Rights and obligations of the parties arising under this contract shall be determined and the terms and conditions there of shall be construed according to Irish law. The Company supplies goods to the trade only and the Purchaser acknowledges and warrants that it is not “dealing as a consumer” within the meaning of the Unfair Contract Terms Act 1977.
Prices refer to those in effect at the time of quotation. The Company reserves the right to charge prices ruling at the date of despatch of goods.
Prices quoted are exclusive of Value Added Tax which will be charged at the rate in operation at the relevant tax point.
- PAYMENT TERMS
The Company reserves the right to ask for payment in advance. Otherwise payment terms are 30 days from date of invoice. Non-compliance with these terms may constitute a breach of contract on the part of the Purchaser and entitle the Company to take any action deemed necessary, including the right to:-
(i) Refuse to supply more goods;
(ii) Terminate the contract;
(iii) Initiate legal proceedings to recover any monies due to the Company.
The Company reserves the right to charge interest on the outstanding amount at the ‘statutory interest’ rate per month and any costs incurred in relation to the recovery of any sums outstanding shall be charged to the customer.
Claims for non-delivery, shortage or incorrect goods must be made to the Company IN WRITING within 7 days of the delivery date, Time to be of the essence. Goods damaged in transit must be notified in writing to the Company within 3 days of receipt thereof, time to be of the essence.
The Company reserves the right to refuse any claims made outside the time limits set out above.
Returns will not be accepted unless previously agreed in writing by the Company. In cases where goods have been correctly supplied by the Company and the return is to be accepted a minimum handling charge of 20% of sales value may be levied. Any returns are made at the Purchaser’s own cost.
Cancellation of order will only be accepted with the consent of the Company and on terms which indemnify it against all loss. This may result in a cancellation charge being levied. Niall Barrett Engineering Ltd reserves the right to cancel any Orders or releases thereunder, or terminate any Agreement relating to purchase of our Products or Services on not less than thirty (30) days notice. Once Niall Barrett Engineering Ltd has either accepted an Order or has begun taking actions with respect to such Order, such Order cannot be canceled, terminated or modified by the Purchaser in whole or in part except with Niall Barrett Engineering Ltd’s consent in writing and then only upon terms and conditions to be agreed upon which shall include protection of Niall Barrett Engineering Ltd against all losses. If Purchaser nonetheless repudiates the contract or notifies us to proceed no further therewith, Niall Barrett Engineering Ltd shall have the right to deliver all finished goods and goods in process, and Purchaser agrees to accept same and to pay to Niall Barrett Engineering Ltd the contract price for all finished goods plus reimbursement, including lost profits, for unfinished goods.
Any delivery date quoted is an estimate only although every endeavour is made to adhere to it. The Company however shall not be liable for any delay in delivery. We currently only deliver within the EU. If you are located outside of the EU, contact us on firstname.lastname@example.org for delivery options.
The goods are at the Purchaser’s risk from physical delivery to the Purchaser or Purchaser’s Carrier or other bailee for transmission to the Purchaser, whichever is the earlier.
- RETENTION OF TITLE
10.1 Notwithstanding delivery and passing of risk, title in the Goods shall not (unless otherwise agreed in writing by the Company in relation to specified Goods) pass to the Purchaser until whichever shall be the first to occur of the following:
10.1.1 full payment for the Goods (including any interest) being received by the Company and no other amount then being outstanding from the Purchaser to the Company;
10.1.2 the sale of the Goods by the Purchaser in accordance with these conditions in which case title to the Goods shall pass to the Purchaser immediately prior to delivery of the Goods to the Purchaser’s customer.
10.2 Until title to the Goods passes the Purchaser will hold the Goods as fiduciary agent and bailee for the Company. The Goods shall, subject to paragraph 11.1.2, be kept separate and distinct from all other property of the Purchaser and of third parties and in good repair and condition and stored, identified and insured (at the Purchaser’s cost) as the Company’s property.
10.3.1 Until payment the Purchaser is licensed by the Company to use or to sell the Goods in the ordinary course of its business;
10.3.2 The Company may at any time revoke this power of sale and use by notice to the Purchaser to take immediate effect;
10.3.3 This power of sale and use shall automatically cease on the happening of any event, commencement of any proceedings (in any jurisdiction) or taking of any action (whether by the Purchaser or any other person or body) which calls into question the solvency of the Purchaser;
10.3.4 Upon determination of this power of sale and use, whether by notice or automatically, the Purchaser shall immediately place any of the Goods still in existence and unsold at the disposal of the Company who shall be entitled to enter upon any premises of the Purchaser to remove such Goods.
We guarantee that we will, at our option, replace faulty goods supplied by the Company or repair the same or refund the purchase price thereof, subject to the Purchaser being in strict compliance with the manufacturer’s instructions and the claim being made in writing to us within 12 months after the sale or such other period as may have been dictated by the Company, time to be of the essence. The Company’s obligations to refund, repair or replace the Goods is the sole liability of the Company as regards the quality fitness or description of the Goods and their correspondence with sample or specification. All other representations, warranties, conditions, terms and statements express or implied are excluded. Responsibility for ensuring the Goods comply with the laws of any Country outside Ireland rests with the Purchaser.
We shall not be liable for any direct or indirect loss or damage to property or persons howsoever arising from the sale, use or installation of the goods or from any defect in the goods otherwise than provided by the law. In no event shall any failure of any kind on the part of the Company give rise to any liability for loss of revenue or any other consequential loss or damage arising from any reason whatsoever.
- FORCE MAJEURE
If the contract shall become impossible to perform in whole or in part by any means whatsoever outside the control of the Company, including war, invasions, act of foreign enemy, hostilities, civil war, rebellion, civil strife, force majeure, government action, strikes or industrial action, or failure of supplier the Company may rescind the contract.
- PATENTS AND COPYRIGHTS
The sale of goods and publication of data does not imply freedom from patent or other protective rights.
- CHANGES OF PRODUCT SPECIFICATION
The Company policy is one of continuous product development. The Company therefore reserves the right to make reasonable changes to product specifications at its discretion without prior notice.
- ORIGIN OF GOODS
The Company makes no representation and gives no warranty in respect of the sources or origin of manufacture or production of the Goods or any part thereof.
The parties will attempt in good faith to resolve any dispute or claim relating to this contract failing which they will attempt to resolve the dispute through an alternative dispute resolution procedure as recommended by the Centre for Dispute Resolution. If the parties fail to resolve the dispute after 3 months then the dispute will be referred to arbitration to be carried out by
a single arbitrator agreed by the parties and the decision of the arbitrator shall be final and binding on the parties.
- THIRD PARTY RIGHTS
The Parties to this Contract do not intend any term of this Contract to be enforceable by a third party pursuant to the Contracts.