ROBERT PEARSON & COMPANY LTD
Post Office House, Stockton, Warminster, Wilts BA12 0SE UK
DEFINITIONS OF SALE
The Goods - All articles & services sold to you
The Contract – The contract between the vendor and the purchaser
No variations to these conditions of sale are permitted unless expressly authorised in writing by one of our Directors. No other person is authorised to accept, confirm or vary any order nor make any representation, promise or warranty on our behalf.
These terms and conditions apply in preference to and supersede any terms and conditions referred to, offered or relied on by you whether in negotiation or at any stage in the dealings between us with reference to The Goods to which the order relates. Without prejudice to the generality of the foregoing, we will not be bound by any standard or printed terms furnished by you in any of your documents.
Any advice or recommendations given by us or our employees or agents to you as to the storage, application or use of The Goods which is not confirmed in writing by one of our Directors is followed or acted upon entirely at your own risk and accordingly we shall not be liable for any such advice or recommendation which is not so confirmed.
All prices for Goods and services paid by you will be in GB Pounds Sterling (£).
Where we agree to trade with you in a foreign currency we will specify a conversion rate and prices for Goods and services paid for you the relevant currency that will normally be fixed in accordance with that conversion rate. However we reserve the right without prior notice to change prices at our absolute discretion in certain circumstances including but not limited to movements in exchange rates. Where we do this we shall inform you of the applicable price when you place the order.
Orders for Goods placed on a scheduled delivery will be charged at the price of the total ordered. The price for Goods placed on a scheduled delivery shall remain fixed for 30 days from the date we receive the order.
Special services or custom requirements applied to Goods at your request shall be charged at the specified price in a written quotation.
VALUE ADDED TAX (VAT)
All prices and charges quoted and any associated fees are exclusive of VAT which will be added in accordance with the prevailing legislation.
Single invoices are rendered.
EXTENT OF CONTRACTS
COUNTRY OF ORIGIN
Goods offered may originate from a non-EC source. Unless otherwise confirmed in writing by us nothing in this document is to be taken as representation of the source of origin or manufacture or production of The Goods or any part thereof.
GENERAL DESCRIPTIVE MATTER
Our terms of payment for account holders are payment in full without any deductions whatsoever within 30 days from the date of invoice. Payment can be made by cheque made payable to Robert Pearson & Company Ltd, credit transfer or BACS. Payment for non-account holders is on pro forma invoice basis (ie payment required before we send The Goods).
Our bank details are available on request.
If you fail to make any payment on the due date then without prejudice to any other right or remedy available to us we shall be entitled to:
Invoicing under these conditions of sale shall be in GB Pounds Sterling (£)
The property in the goods shall not pass to you until all sums due or owing to us by you on any account have been paid and until payment the following provisions of this paragraph shall apply. Except where full payment is made in cash, the whole of the price shall not be treated as paid until any cheque or other method of payment given by you has been met on presentation or otherwise honoured in accordance with its terms. If you default in the punctual payments of any sum owing to us then we shall be entitled to the immediate return of all The Goods sold by us to you in which the property has not passed to you, and you hereby irrevocably authorise us and our employees and agents to recover The Goods and to enter any of your premises for that purpose. Demand for or recovery of The Goods by us shall not of itself discharge either your liability to pay the whole of the price and take delivery of The Goods or our right to sue for the whole of the price.
Please furnish two trade references and a bank reference if you wish to open a credit account. Any credit limit granted to you shall at all times be discretionary and may be reduced, suspended or withdrawn at any time without prior notice.
Robert Pearson & Company Ltd are open Monday to Friday between 9am and 5pm. “Cash with order” transactions will only be accepted at our office (not by post) and then only against official orders. We do not accept verbal orders and all account holders must send us an official written purchase order. Non account holders will be required to pay on pro forma invoice basis (full payment due before delivery of The Goods).
Although we take care to select only the most reputable carriers all the methods of delivery are subject to the operational performance of the carrier concerned and we cannot accept any responsibility or liability whatsoever for any carriers late delivery. Our carriers cannot deliver to addresses that require a named person to sign for the delivery.
We will use reasonable endeavours to meet delivery estimates but cannot accept any liability whatsoever for failure to do so however arising. Failure to meet a delivery date where deliveries are by instalment under The Contract in accordance with Delivery Schedules (5) shall not prejudice our right to make further deliveries by instalment under The Contract.
INSPECTION, TRANSIT DELAYS AND NON-DELIVERY
It is entirely your responsibility to inspect The Goods as soon as reasonably practicable after delivery. You will within 5 days of delivery give notice to us in detail of any defect in The Goods or of any complaint which you may have in relation to The Goods. If you fail to give such notice, The Goods shall be conclusively presumed to be in all respects in accordance with The Contract and free from any defect which would be apparent on reasonable examination. You shall be deemed to have accepted The Goods accordingly
In the event that you establish to our reasonable satisfaction that The Goods are not in accordance with The Contract or are so defective, your sole remedy in respect of such non-accordance or defects shall be limited as we may elect to the replacement of The Goods, or refund of the purchase price or, where sums are owed by you to us, the issue of a credit note against the return of The Goods.
Enquiries regarding shortages of Goods must be made to both the carriers and ourselves within 5 days of the despatch date and must be accompanied by the despatch note. Queries regarding Goods invoiced but not delivered must be made with 7 days of the invoice date and the invoice number must be quoted. You are advised to contact the carrier and ourselves if neither The Goods nor an invoice in respect of The Goods are received within 7 days of the despatch date.
You must refuse parcels delivered in a damaged condition.
Under no circumstances shall we be liable to compensate you in damages or otherwise for non-delivery or late delivery of The Goods or any of them for whatever reason or for any loss consequential or otherwise arising from non-delivery or late delivery.
RETURN OF GOODS
No returns can be accepted for credit unless previously agreed in writing by us. A RMA number and Return of Goods Form will be issued. A completed form must be returned to us with The Goods and The Goods will not be processed without this form. A minimum charge of 35% of invoice value will be levied on Goods “no longer wanted” or incorrectly ordered, or due to duplication resulting from a confirmation order not being endorsed to that effect. Certain items may incur additional charges and some may not be accepted back for credit. All Goods returned under this category must be received by us within 30 days of the original invoice date. Relevant British Standard precautions must be taken by you for the return of Goods classified as a static sensitive device. You will bear the cost of returning The Goods to us.
Variation in Contract
A contract between us may only be modified or suspended with the agreement in writing of one of our Directors. In any event we will require thirty days minimum written notice of any modification or suspension.
Suspension of Contract
Any suspension of a contract between us will be limited to a maximum period of two months except in the case of an irrevocable order where suspension must be by special agreement in writing after which we will be entitled to resume deliveries at a rate in accordance with the terms of The Contract prior to the suspension.
COPYRIGHTS & PATENTS
We have taken reasonable steps in the course of our business to ensure that The Goods do not infringe any patent design trademark copyright or any other rights of third parties but no guarantee in this respect is given and we shall have no liability whatsoever in the event of such infringement howsoever arising.
We shall have a general lien in respect of all sums due from you upon all Goods to be supplied to you or upon which work has been done on your behalf and upon fourteen days written notice to you, may sell such Goods and apply the proceeds towards the satisfaction of the sums due to us.
If the performance of the Contract or any obligation under it is prevented restricted or interfered with by any reason or circumstance beyond the reasonable control of the party obliged to perform it (other than financial) the party so affected upon giving prompt notice to the other party shall be excused from the performance to the extent of the prevention restriction or interference but the party so affected shall use its best efforts to avoid or remove such causes of non-performance and shall continue performance under the Contract with the utmost despatch whenever such causes are removed or diminished.
LIMITATION OF LIABILITY
You will be responsible for ensuring the fitness of purpose of the Goods for your application. We accept no liability whatsoever or howsoever arsing (including our negligence) in respect of loss arising from errors in the information provided. We shall not be liable in contract in tort or under statute or otherwise for any loss or damage (whether for loss of profit, or revenue, or any other consequential loss or damage or otherwise) suffered by you whatsoever or howsoever arising out of or in connection with the supply of Goods or Services by us other than to supply Goods conforming to the original agreed specification or at our option to refund to you any monies already paid in respect of The Goods.
All contracts between us shall be governed by and interpreted in accordance with the laws of England and the parties submit to the jurisdiction of the English Courts but we may enforce any such contract in any court of competent jurisdiction.
Basis of Contract
The Services shall be provided in accordance with and subject to these terms and conditions and those set out on the Order Acknowledgement Form/Quotation/Specification sheet (as applicable) issued by The Company in respect of the particular Service ordered.
EXCLUSION OF LIABILITY
We accept no liability whatsoever whether in contract tort or otherwise and whether or not resulting from our negligence or that of our employees, agents or sub-contractors in respect of defective calibrations, programming, certifications, reports, analysis and for any damage or loss resulting there from the failure to give advice or information or the giving of incorrect advice or information in connection with the provision of such services. In no event shall any breach of contract or negligence or failure of any kind on our part or that of our employees, sub-contractors or agents be accepted as liability for any direct loss or damage or loss of revenue or loss of profits or any other consequential loss or damage arising from any clause whatsoever.
You are responsible at your own expense for obtaining any licence and complying with any export regulations in force within the United Kingdom and in the country for which The Goods are destined.
Nothing contained herein shall affect the implied undertaking as to title etc contained in section 12 of the Sale of Goods Act 1979 or shall affect your statutory rights if you ”deal as a consumer” as defined in section 12 of the Unfair Contract Terms Act 1977.
We reserve the right to record live speech telephone calls.