In these Conditions except where the context otherwise requires the following words have the following words have the following meanings:-
“Seller” shall mean Burner & Boilers Spares Limited.
“Buyer” shall mean the person, firm or company with whom the Seller contracts.
2. DRAWINGS AND REPRESENTATIONS
2.1 Any specifications, data, photographs, drawings and other descriptive matter submitted by the Seller to the Buyer and all descriptions, illustrations and other matter contained in the Sellers catalogues, price lists, circulars
and other sales promotional matter are intended merely to present a general idea of the Goods and Services described therein and shall not be construed as forming part of the Contract. All such drawings data and other matter referred to above remain the property of the Seller and must not be copied or reproduced without the Seller’s written authority.
All times quoted for despatch date from the Seller’s acceptance of the Buyer’s offer or (if later) from the date of receipt by the Seller of all information required to enable it to proceed with the Buyer’s order. All such times are estimates only and the Seller will not be liable for any failure to comply with any such estimate or for any direct or consequential loss resulting there from.
Unless otherwise provided in the contract the price of the Goods includes the cost of delivery to the contracted place of delivery by the means most convenient to the Seller but does not include the cost of off-loading the Goods which shall be arranged by the Buyer and performed at its sole expense and risk. The Buyer will ensure the availability of skilled labour and equipment to off-load the Goods forthwith upon delivery.
5. LOSS OR DAMAGE IN TRANSIT
The Seller accepts no liability for damage, shortage or loss in transit where the price of the Goods does not include the cost of delivery as aforesaid. Where the price of the Goods does include such cost, the Seller accepts no liability for damage, shortage, or loss in transit unless:-
5.1 damages or shortages are recorded on the delivery sheet at the time of delivery and are confirmed in writing to the Seller within 3 days thereafter.
5.2 where the Goods are not received (in the case of total loss) the Seller is notified in writing within 10 days of despatch.
Subject to Clause 18.2 the Contract may not be cancelled without the prior written consent of the Seller which will only be given on terms that the seller is to be indemnified against all costs incurred up to the date of such cancellation. In the event that the Buyer shall cancel the Contract, whether in whole or in part, in accordance to the Seller the amount or amounts of all work undertaken, time expended and costs incurred by it in connection with the Buyer’s order, together with a reasonable profit margin.
All prices quoted are the Seller’s prices ruling at the date the quotation is given and are based on current production costs. Orders are accepted only on the basis that the actual price payable under the Contract shall be the Seller’s price ruling at the date of the invoice and the Seller shall therefore be entitled to vary the price quoted at any time prior to the date of the invoice.
8. DEFECTIVE GOODS AND SERVICES
8.1 The Seller will make good by reimbursement of the whole or part of the price paid, or by repair, or by replacement (at its option) any defects developing under normal use in the Goods due solely to faulty design, materials or workmanship and will remedy any defects in any Services provide that:-
8.1.1 written notice of any such defect is given to the Seller forthwith upon such defect or the possibility of the existence of such defect becoming apparent, and in any event within twelve months of the Goods being due and ready for delivery or collection (as the case may be) or performance.
8.1.2 all instructions and/or requests of the Seller as to return of all or any Goods, inspections, testing, remedial and other action to be taken and other matters are promptly complied with in full.
8.1.3 no attempt is made by any person to remedy any defect or to dismantle or otherwise tamper in any way with any of the Goods except in accordance with specific instructions and/or requests of the Seller under 8.1.2.
8.1.4 the Goods are serviced and maintained properly and in accordance with the Seller’s recommendations and are not fitted or used in connection with any parts, components accessories or ancillary equipment other than those manufactured or recommended by the Seller or stated by the Seller to be suited for use in connection with the Goods
8.1.5 where any such defect is due to a fault in any item of Goods or part not manufactured by the Seller the Buyer shall (subject to compliance by the Buyer with all conditions, stipulations and provisis contained in such guarantee or warranty and with the terms of these Conditions) be entitled to the full benefit of any guarantee or warranty given to the Seller by the manufacturer or supplier of such item or part, and the Seller will notify the defect to such manufacturer or supplier and will attempt to produce for the Buyer the benefit of such guarantee or warranty but the Seller shall be under no further liability to the Buyer in respect of such defect.
The Seller will, in addition, pay for all labour (at the Seller’s rate current in the locality concerned) needed for the performance of any instructions and./or requests of the Sellers under 8.1.2 above and expressly authorised by the Seller. In default of any claim being made under this clause and in compliance with the conditions set out above within twelve months of the Goods being due and ready for delivery or collection (as the case may be) or performance the Goods and any Services shall be deemed to comply with the terms of the contract and be in all respects satisfactory.
8.2 The Seller’s liability is limited to reimbursement of the price, or repair or replacement of the Goods, remedying any defects in any services, and any payment in respect of labour under this clause 8 and is subject to compliance with the conditions of 8.1 above. Apart from such reimbursement, replacement, repair or remedial work the Seller and its
employees and agents shall be under no liability for any injury, loss or damage of any kind, whether direct, consequential or special, and however caused resulting from or arising out of or incidental to:-
8.2.1 Any negligence on the part of the Seller or its employees (except in so far as the same causes death or personal injury):- or
8.2.2 The Seller’s performance of or failure to perform or breach of any of its express or implied obligations under any contract;
8.2.3 the supply, installation, repair and/or maintenance of any Goods or performance of any Services; or
8.2.4 any defects in any Goods or Services ; or
8.2.5 any advice given or representation made by the Seller or on its behalf in relation to the quality performance use, or installation of the Goods or any part thereof.
8.3 The guarantee contained in this clause 8 is given in place of all conditions, warranties, representations, statements liabilities and other terms whatsoever implied by common law statute or otherwise, all of which shall accordingly be excluded and the Seller will have no obligation to the Buyer either in tort or under any contract other than the express obligations contained in these conditions or in any other document expressly incorporated into the contract in writing.