Terms & Conditions

1. Definitions

 

  1. “the Seller” shall mean Evans, Wilson & Evans Limited, T/as EWE Building Plastics or any person acting on behalf of and with the authority of Evans, Wilson & Evans Limited.

  2. “the Customer” shall mean the person or entity described as such on the Trading Application Form or otherwise on the invoices, application for credit, quotation, work authorisation or any other forms to which these terms and condition apply, and shall include any person acting on behalf of and with the authority of such person or entity.

  3. “Goods” shall mean goods supplied by the seller to the Customer.

  4. “Price” shall mean the cost of the Goods and/or Services as agreed between the Seller and the Customer subject to Clause 2 of these terms and conditions.

 

2. Price and Payment

  1. The prices payable for the Goods shall be those charged by the Seller at the time of despatch so the Seller shall have the right at any time to revise the quoted prices to take account of increases in costs including (without limitation) costs of acquisition of raw materials and of carriage.

  2. At the Seller’s sole discretion a deposit may be required.

  3. Payment of invoices shall be made in cash, cheque, debit or credit card or by BACS to the Seller’s Bank Account by the last day of the month following the month of delivery for account holders. For non-account holders, payment is due on receipt of goods. The Seller shall have the right to charge interest on overdue accounts, in accordance with the Late Payment of Commercial Debts (Interest) Act 1998, at the rate of 3% above the Bank of England base rate. Interest on overdue invoices shall accrue from the date when payment becomes due on a daily basis until the date of payment and such interest shall compound monthly at such a rate after as well as before any judgement.

  4. VAT and other taxes and duties that may be applicable shall be added to the Price except when they are expressly included in the Price.

3. Acceptance

 

  1.  Any instructions received by the Seller from the Customer for the supply of Goods and/or the Customer’s acceptance of Goods supplied by the Seller shall constitute acceptance of the terms and conditions contained herein.

  2. The Customer shall be responsible to the Seller for ensuring accuracy and sufficiency of its order (including of any applicable specification and/or sample) and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform in accordance with this agreement.

  3. Where more than one Customer has entered into this agreement, the Customers shall be jointly and severally liable for all payments of the Price.

  4. Upon acceptance of these terms and conditions by the Customer the terms and conditions are irrevocable and can only be amended with the written consent of the Seller.

  5. The Customer undertakes to give the Seller at least fourteen (14) days’ notice of any change in the Customer’s name, address and/or any other change in the Customer’s details.

 

4. Delivery of Goods

 

  1. Time not being of the essence of the Contract delivery dates mentioned in any quotation or acceptance form or elsewhere are approximate only and not of any contractual effect. The Seller shall not be under any liability to the Customer in respect of any delay in delivery howsoever arising.

  2. In the event of the Customer returning or failing to accept any delivery of the Goods in accordance with the contract the Seller shall be entitled at his option either to deliver and invoice the Customer for the balance of the Goods then remaining undelivered or to suspend or cancel further deliveries under the contract.

  3. In the event that the Customer is unable to take delivery of the Goods within fourteen (14) days of the notification by the Seller that Goods are ready, the Seller may store the Goods (on its own or any third party premises) and charge the Customer for its reasonable costs of storage.

  4. In the case of the Contract or any order involving more than one delivery if default is made in payment on the due date then the Seller shall have the right to suspend all or any further deliveries pending payment or to terminate the Contract in its entirety by notice in writing to the Customer.

  5.  Delivery of Goods shall take place:when the Customer takes possession of the Goods at the Seller’s address: or in the event that the Goods are delivered by the Seller or the Seller’s nominated carrier, when the Customer takes possession of the Goods at the Customer’s address or other address nominated by the Customer (delivery to have occurred immediately prior to the Goods being off-loaded from the delivery vehicle); or the Customer’s nominated carrier takes possession of the Goods (delivery to have occurred immediately prior to the Goods being loaded onto the delivery vehicle) in which event the carrier shall be deemed to be the Customer’s agent.

  6. In the event that the Customer is unable to take delivery of the Goods as arranged then the Seller shall be entitled to charge a reasonable fee for redelivery.

  7. Delivery of the Goods to a third party nominated by the Customer is deemed to be delivery to the Customer for the purposes of this agreement.

  8. The Seller may deliver the Goods by separate instalments.  Each separate instalment shall be invoiced and paid for in accordance with the provisions in these terms and conditions.

  9. The failure of the Seller to deliver shall not entitle either party to treat this contract as repudiated.

5. Title

 

  1. Title to the Goods shall pass to the Customer upon payment in full of the invoice price.

  2. Receipt by the Seller of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then the Seller’s ownership or rights in respect of the Goods shall continue.

  3. It is further agreed that:

       (a) where practicable the Goods shall be kept separate and identifiable until the Seller shall have received                  payment and all other obligations of the Customer are met;

            and

       (b) until such time as ownership of the Goods shall pass from the Seller to the Customer the Seller may give              notice in writing to the Customer to return the Goods or any of them to the Seller.  Upon such notice, the              rights of the Customer to obtain ownership or any other interest in the Goods shall cease; and

       (c) the Seller shall have the right of stopping the Goods in transit whether or not delivery has been made;

            and

       (d) if the Customer fails to return the Goods to the Seller then the Seller or the Seller’s agent may enter                      upon and into land and premises owned, occupied or used by the Customer, or any premises as the                      invitee of the Customer, where the Goods are situated and take possession of the Goods;

            and

       (e) the Customer is only a bailee of the Goods and until such time as the Seller has received payment in full              for the Goods then the Customer shall hold any proceeds from the sale or disposal of the Goods on trust              for the Seller;

            and

       (f) the Customer shall not charge the Goods in any way nor grant nor otherwise give any interest in the                       Goods while they remain the property of the Seller;

           and

       (g) the Seller can issue proceedings to recover the Price of the Goods sold notwithstanding that ownership                of the Goods may not have passed to the Customer;     

            and

       (h) until such time that ownership in the Goods passes to the Customer if the Goods are converted into                        other products, the parties agree that the Seller will be the owner of the end products.

6. Liability

  1. The Customer shall inspect the Goods on delivery and shall within two (2) days notify the Seller in writing of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote. The Seller must be notified of any alleged glass defects at the point of delivery The Customer shall afford the Seller an opportunity to inspect the Goods within a reasonable time following delivery if the Customer believes the Goods are defective in any way. If the Customer shall fail to comply with these provisions the Goods shall be presumed to be free from any defect or damage.

  2. In the event of any shortage defect or failure as aforesaid the Seller shall make good the shortage and/or as appropriate replace free of charge any Goods found to be defective by reason of faulty material or workmanship provided that as a condition thereof the Seller may require the Goods concerned are returned, to the Sellers premises, with carriage paid within one month of the discovery of the defect.

  3. Should the Customer decide to return goods due to overestimates of quantity required, the Seller does not guarantee to accept the goods for return even if they are in good condition and if they are accepted a restocking charge will be levied.  Any items over 28 days from date of invoice and discontinued batched items will not be accepted for restocking.

  4. The Customer is at liberty to process the Goods as he sees fit. Such operation being outside the control of the Seller he cannot assume responsibility for the performance of the Goods once processed and is for the Customer to satisfy himself as to the suitability of the Goods without prejudice the foregoing paragraphs of this condition all conditions or warranties implied by statute common law or otherwise as to the quality or fitness for purpose of the goods whether before or after processing are excluded. Furthermore, the Seller shall be under no liability to the Customer for any loss, damage or injury, directly or indirectly resulting from defective material, faulty workmanship or otherwise howsoever arising out of the contract and whether or not caused by the negligence of the Seller or his agents.

  5. Any information or recommendation by the Seller in relation to the Goods is given in good faith but the Seller shall not be liable to the Customer in respect of any loss or damage arising thereon however caused.

  6. The Seller shall not be liable to the Customer for any loss or damage which may be suffered by the Customer as a direct or indirect result of the Seller being prevented, hindered or delayed in the manufacture of the Goods or their delivery by normal route or means of delivery by reason of any act of God, riot, strike, lockout trade dispute or labour disturbances accident breakdown of plant or machinery, fire or flood and/or difficulty in obtaining work-persons, materials or transport or any other circumstances   outside the control of the Seller.

  7. Nothing in these terms and conditions excludes or limits the liability of either the Customer or the Seller for     (i) death or personal injury caused by the person’s negligence; or                                                                               (ii) fraud or fraudulent misrepresentation; or                                                                                                                 (iii) any other liability that cannot be legally excluded or limited.

  8. Subject to clause 17.1, the Seller shall not be liable whether in contract (whether by way of guarantee, warranty, indemnity or otherwise), tort (including negligence) misrepresentation, breach of statutory duty or otherwise, and whether caused directly or indirectly, for any                                                                                             (i)   loss of profits;                                                                                                                                                                     (ii)  loss of reputation or goodwill;                                                                                                                                         (iii) loss of business; or                                                                                                                                                           (iv) consequential loss or damage of any kind, however, caused which arises out of or in connection with               this contract.

  9. Subject to clause 17.1 and without prejudice to clause 17.2, in the event the Seller is liable, either directly or indirectly, to the Customer in respect of any claim, the Seller’s aggregate liability shall not exceed the value of the Price.

7. Governing Law

 

  1. The contract shall be governed by and construed and interpreted in accordance with the laws of England and Wales and for the purpose of any disputes arising out of or in connection with the Contract the parties hereby submit themselves to the jurisdiction of the English and Welsh courts.

8. Data Protection Act 1998

 

  1. The Customer and the Guarantor/s (if separate to the Customer) authorises the Seller to collect, retain and use any information about the Customer, for the purpose of assessing the Customer’s creditworthiness or marketing products and services to the Customer.

  2. Where the Customer is an individual the authorities under (clause 8.1) are authorities or consents for the purposes of the Data Protection Act 1998.

  3. The Customer shall have the right to request the Seller for a copy of the information about the Customer retained by the Seller and the right to request the Seller to correct any incorrect information about the Customer held by the Seller.

9. Sale of Goods Act 1979 and Supply of Goods and Services Act 1982

 

  1. This agreement is subject to the provisions of the Sale of Goods Act 1979 and the Supply of Goods and Services Act 1982 (or any replacement or re-enactment thereof) in all cases except where the Customer is contracting within the terms of the trade/business (which case all terms implied thereunder or otherwise are specifically excluded).

  2. Notwithstanding clause 12.1 nothing in this agreement is intended to have the effect of contracting out of any applicable provisions the Sale of Goods Act 1979 and the Supply of Goods and Services Act 182 or any laws or regulations governing the rights of consumers, except to the extent permitted by those Acts, laws or legislation.

10. Default and Consequences of Default

  1.  Interest on overdue invoices shall accrue from the date when payment becomes due on a daily basis until the date of payment at a rate of 2.5% per calendar month and such interest shall compound monthly at such a rate after as well as before any judgement.

  2. The Seller may charge interest on overdue invoices in accordance with the Late Payment of Commercial Debts (Interest) Act 1998,

  3. If the Customer defaults in payment of any invoice when due, the Customer shall indemnify the Seller from and against all costs and disbursements incurred by the Seller in pursuing the debt including legal costs on a solicitor and own client basis and the Seller’s collection agency costs.

  4. Without prejudice to any other remedies the Seller may have, if at any time the Customer is in breach of any obligation (including those relating to payment), the Seller may suspend or terminate the supply of Goods to the Customer and any of its other obligations under the terms and conditions.  The Seller will not be liable to the Customer for any loss or damage the Customer suffers because the Seller exercised its rights under the clause.

  5. If any account remains overdue after thirty (30) days then an amount of £20.00 shall be levied as an administration fee and shall be levied for each month that the account remains overdue, which sums shall become immediately due and payable.

  6. Without the prejudice to the Seller’s other remedies under these terms and conditions and at law, the Seller shall under entitled to cancel all or any part of any order of the Customer which remains unperformed and all amounts owing to the Seller shall, whether or not due for payment, become immediately payable in the events that:any money payable to the Seller becomes overdue, or in the Seller’s opinion the Customer will be unable to meet its payments as they fall due; or the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.

 

11. Cancellation

  1. The Seller may cancel these terms and conditions or cancel delivery of Goods at any time before the Goods are delivered by giving written notice. On giving such notice the Seller shall repay to the Customer any sums paid in respect of the Price. The Seller shall not be liable for any loss or damage whatever arising from such cancellation.

  2. In the event that the Customer cancels delivery of Goods the Customer shall be liable for any loss incurred by the Seller (including, but not limited to, any loss of profits) up to the time of cancellation.

  3. We will endeavour to make sure that all our Goods are in stock and are available to purchase, subject to availability but we do not accept any liability if a particular product is no longer available having been discontinued by the Manufacturer or our Suppliers. We will endeavour to keep all our customers informed if a particular product line is no longer available.

12.  Representations

  1. The Customer hereby disclaims and waives any right to rescind, or cancel the contract or to sue for damages or to claim restitution arising out of any representation made to the Customer by the Seller, unless expressly stated under this contract, and the Customer acknowledges that the Goods are bought relying solely upon the Customer’s skill and judgement.  For the avoidance of doubt, nothing in this contract is intended to limit of exclude either party’s liability for fraud or fraudulent misrepresentation.

 

13.   General

 

  1. If any provision of these terms and condition shall be invalid, void, illegal or unenforceable the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.

  2. All descriptive and technical specifications, drawings, catalogues, illustrations and particulars of weight and dimensions supplied by the Seller are approximate only and the Seller reserves the right without notice to the Customer to make alterations thereto and to supply the Goods so altered in performance of the Contract provided  that such alterations do not materially affect the characteristics of the Goods.

  3. These terms and conditions any contract to which they apply shall be construed and governed in accordance with the laws of England and Wales, and the parties consent to the exclusive jurisdiction of the English courts.

  4. The Customer shall not be entitled to set off against or deduct from the Price any sums owed or claimed to be owed to the Customer by the Seller.

  5. The Seller may license or sub-contract all or any part of its rights and obligations without the Customer’s consent.

  6. The Seller reserves the right to review these terms and conditions at any time. If following such a review, there is to be any change to these terms and conditions, then that change will take effect from the date on which the Seller notifies the Customer of such change.  Except where the Seller supplies further Goods to the Customer and the Customer accepts such Goods, the Customer shall be under no obligation to accept such changes.

  7. Neither party shall be liable for any default due to any act of God, war, terrorism, strike, lockout, industrial action, fire. Flood, drought, storm or another event beyond the reasonable control of either party.

14. Defects

  1. The Customer shall inspect the Goods on delivery and shall within two (2) days notify the Seller in writing of any alleged defect, shortage in quantity, damage or failure to comply with the description or quote. The Customer shall afford the Seller an opportunity to inspect the Goods within a reasonable time following delivery if the Customer believes the Goods are defective in any way. If the Customer shall fail to comply with these provisions the Goods shall be presumed to be free from any defect or damage. For defective Goods, which the Seller has agreed in writing that the Customer is entitled to reject, the Seller’s liability is limited to either (at the Seller’s discretion) replacing the Goods or repairing the Goods.

  2. No Goods shall be accepted for return except in accordance with 14.1 above.

15. Risk

 

  1.  If the Company retains ownership of the Goods nonetheless, all risk for the Goods passes to the Customer on delivery.

  2.  If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, the Company is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by the Company is sufficient evidence of the Company’s rights to receive the insurance proceeds without the need for any person dealing with the Company to make further enquiries.

16. Application of these terms and conditions to consumer

  1. Where the Customer buys Goods as a consumer these terms and conditions (in particular clauses relating to Risk, Defects, Returns, Warranties, and Limitation of Liability) shall be subject to any laws or legislation governing the rights of consumers and shall not affect the consumer’s statutory rights.

 

17.    Warranty

 

  1. Subject to clauses 17.2 to 17.4, the Seller warrants that the Goods shall be provided in accordance with the specification given by the Customer pursuant to clause 3.2.

  2. The Seller shall not be liable to the Customer for any breach of the warranty in respect of any defect or damage which may be caused or partly caused by or arise through; Failure on the part of the Customer to properly maintain any Goods; and Failure on the part of the Customer to follow any instructions or guidelines provided by the Seller; or Any use of any Goods otherwise than for any application specified on a quote or order form; or The continued use of any Goods after any defect becomes apparent or would have become apparent to a reasonably prudent operator or user; or Fair wear and tear, any accident or act of God.

  3. The Seller shall in no circumstances be liable for any breach of warranty if the Goods are repaired, altered or overhauled without the Seller’s consent.

  4. The Seller shall not be liable to compensate the Customer for any delay in either replacing or repairing the workmanship/Goods or in properly assessing the Customer’s claim.

  5. For Goods not manufactured by the Seller, the warranty shall be the current warranty provided by the manufacturer of the Goods. Whilst the Seller shall honour such warranty the Seller shall not be bound by nor responsible for any term, condition, representation or warranty other than that which is given by the manufacturer of the Goods.

  6.  No warranty will apply to goods supplied by the Seller unless all agreed trading terms and condition have been fully adhered to.

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