STANDARD TERMS AND CONDITIONS
OF SALE - ''The Agreement''
IMPORTANT: Please
read the wording of this Agreement carefully as it contains
the terms and conditions (''The Conditions'') upon which
Mark SG Enterprises, the Neopremia parent company (''Us''/''We''/''Our'')
contracts with you (''You''/''Your''/''Yourself'') for the
sale of the goods. In this Agreement ''Goods'' means the
goods which We supply to You in accordance with the Conditions.
All Orders are accepted
by Us subject to the following Conditions:
1 Order
1.1 You shall make an order by telephone, facsimile, post,
email or online.
1.2 Where an order is made by telephone, We do not require
written confirmation of such an order. If You do send written
confirmation of an order please ensure that the order is
clearly endorsed "confirmation". Failure to so
endorse the confirmation may result in the order being duplicated.
You will then be responsible for settlement of the duplicated
order in full.
1.3 All orders which are accepted by Us shall be subject
to these Conditions.
2 Payment
2.1 Payment is due at the time of submitting the order,
however at our discretion we may offer You a credit facility,
and subject to satisfactory references, we shall invoice
you for the Goods on or soon after dispatch. In this case,
payment is due prior to the payment date as shown on your
invoice but is usually within 30 days of the invoice date.
2.2 If You fail to make any payment on the Due Date, We
have the right to charge interest on all outstanding balances
calculated on a daily basis at the rate of 2% per annum
above the current base lending rate of the HSBC Bank.
2.3 Prices quoted on our trade pricelist are exclusive of
VAT and current at the time of going to press. Whilst every
endeavour will be made to maintain them at their present
low level we reserve the right to effect changes without
prior notice (including, in particular, in the event of
exchange rate variations).
2.4 If any sum of money is due from You, the same may be
deducted from any sum then due or which at any time becomes
due to You under this or any other Agreement between Us
and You.
2.5 Single invoices are rendered, a charge will be made
for additional copies.
3 Ownership of the Goods
3.1 Ownership of the Goods delivered or to be delivered
by Us will only be transferred to You when You have paid
cash or cleared funds in payment of all sums owing to Us
in respect of the Goods.
3.2 Until payment as aforesaid You must store the Goods
in such a way that they are clearly Our property.
3.3 Until ownership has passed to You We retain full legal
and beneficial title to the Goods and reserve the right
at any time to require You to deliver up the Goods to Us
and, if You fail to do so forthwith upon Our request, to
enter upon any of Your premises or of any third party where
the Goods are stored and repossess the Goods.
3.4 Nevertheless You shall be entitled to sell the Goods
either in their original state or incorporated into other
products acting as Our agents but in these circumstances
the title to the Goods shall remain with Us, and You shall
remain fully accountable for the proceeds of the Sale thereof.
4 Dispatch of Goods and
Delivery
4.1 We shall dispatch Goods by First Class post or Carrier
to UK based customers (for Export see paragraph 5). Goods
are normally dispatched within 5 working days but will occasionally
require 28 days from receipt of payment. Carriage, is subject
to order and will be quoted for you. Certain goods within
our range require special packaging and carrier services.
This will be advised at the point of order.
4.2 Time for delivery shall not be of the essence of this
Agreement. We shall use reasonable endeavours to deliver
by the date specified but We shall be under no liability
whatsoever for delay in delivery or the consequence thereof
however caused and You hereby waive irrevocably all Your
rights and remedies (if any) in respect of any loss or damage
suffered or incurred directly or indirectly as a result
of any late delivery of the Goods.
4.3 Goods which are out of stock will be placed on back-order
for delivery as soon as they become available. Cancellation
of back orders must be given in writing.
5 Exports
5.1 Freight and insurance are charged extra at cost. Please
contact our Export department for a quotation. Payment may
be made by Banker's Draft or Telegraphic Transfer direct
to our bank, HSBC Bank -(Bank account details available
upon request),
6 Returns
6.1 Other than Goods returned under Guarantee in accordance
with clause 7 or for shortages or damages reasons, returns
will require Our Agreement and in any event will only be
accepted in original packaging and a 20% handling charge
will apply with a minimum charge of £2.00. Goods must
be returned within 7 days of the date of delivery.
6.2 If there are shortages or damages to the Goods occurring
in transit, you must notify Us within 3 working days of
the date of delivery, giving full details of any such shortages
or damages and You must return the Goods to Us together
with all packaging. Within that time all parcels delivered
to You in a damaged condition should be returned to Us forthwith.
6.3 In all cases where the Goods are returned You must quote
the invoice number and delivery date.
6.4 Where We accept that there has been a shortage in Goods
dispatched or the Goods have been damaged in transit, We
shall replace such Goods at the previously invoiced price.
6.5 Order Cancellation. Cancellation of an order can only
be accepted after prior negotiation and agreement. On no
account can cancellation be accepted for items ordered specially
by Us on Your behalf.
7 Copyrights and Patents
7.1 Products offered in our catalogue may be the subject
of patents, copyright, design, trademark or other intellectual
property rights. We make no representation or warranty as
to whether Your use of or dealing with the Goods (or any
part or component thereof) either will or will not infringe
such rights. Without limiting the generality of this statement,
We do not grant nor purport to grant to You any licence,
permission or authority in respect of such rights and You
acknowledge and agree to satisfy Yourself in respect of
such matters. We accept no liability for infringement of
any such rights.
7.2 Reproduction in part or whole of the company's website
or documentation without Our prior written consent is strictly
prohibited.
8 Guarantee
8.1 Unless otherwise specified and subject to clauses 7.2
and 7.3 below, the Goods are guaranteed free from defect
caused by faulty materials or workmanship for a period of
six months from the date of dispatch (the "Guarantee").
8.2 The Guarantee in clause 7.1 above is given provided
that:
(a) We are promptly notified in writing upon discovery by
You that the Goods are defective due to faulty materials
or workmanship;
(b) The Goods in question to which the claim refers are
returned to Us within 6 months from the date of dispatch
(the "Guarantee Period") suitably packed, carriage
prepaid and accompanied with proof of purchase (delivery
note or invoice) and details of the nature of the defect;
and
(c) Examination by Us of the Goods in question confirms
that the alleged defect has not been caused by misuse, neglect,
method of storage, faulty installation, handling, testing
or repair, by alteration or accident or by any other cause
listed in clause 8.3(b)(i) to (iv) below.
8.3 We are not liable under this Guarantee:
(a) If the total price for the Goods has not been paid by
the Due Date; or
(b) For any defect arising from:
(i) Fair wear and tear, willful damage, negligence, misuse,
and repair of the Goods without Our approval;
(ii) any use of or dealing with the Goods in a manner which
could not reasonably be expected having regard to their
normal purpose;
(iii) any use of or dealing with the Goods in conjunction
with any other item where such item causes or gives rise
to the alleged defect; or
(iv) any use of the Goods which is not in accordance with
the manufacturers operating or user instructions or from
any failure to service or maintain the Goods in accordance
with the manufacturers instructions.
8.4 The Guarantee shall not be affected by and no obligation
or liability shall result from providing technical advice
or service in connection with Your order for the Goods.
8.5 Our liability under the Guarantee shall be limited to
replacing, repairing or issuing credits at Our option for
any Goods returned within the Guarantee Period.
9 Limitation of liability
9.1 Subject to clauses 9.3 and 9.4 below and as otherwise
expressly provided in this Agreement, all warranties, conditions
or other terms whether express or implied by statute or
common law or otherwise are excluded to the fullest extent
permitted by law. In particular We make no representation
or warranty that the Goods are either of satisfactory or
merchantable quality or fit for any purpose or that they
conform to any description. You acknowledge and agree that
You have relied upon Your own skill and judgment in selecting
the Goods.
9.2 Subject to clauses 9.3 and 9.4 and to the Guarantee
given in accordance with clause 8 and to the full extent
permitted by law We exclude all liability for any loss,
damage or expense howsoever suffered or incurred by You
as the direct, indirect or consequential result of the Goods
either not being of satisfactory or merchantable quality,
or fit for any purpose, or conforming to any description
and You hereby irrevocably waive all rights and/or remedies
(if any) which You may have or have had in respect of such
loss, damage or expense and/or in respect of any breach
or default of any warranty implied by statute, equity or
common law concerning the quality, fitness or description
of the Goods.
9.3 Clauses 9.1 and 9.2 do not apply where You deal as a
Consumer in accordance with section 12 of the Unfair Contracts
Terms Act 1977 and to the extent that that such exclusion
is not permitted in accordance with the provisions that
Act. Your statutory rights remain unaffected by anything
in these Conditions.
9.4 We shall not be liable for incidental or consequential
damages for any breach hereof, including but not limited
to costs of removal and re-installation of Goods, loss of
goodwill, loss of profits or loss of use.
10 Miscellaneous
10.1 We reserve the right to discontinue any product, or
make design changes to product specifications, or use different
suppliers or manufacturers to those stated in our advertising
and literature, without prior notice, as part of Our continuous
process of product and service improvement, or to improve
product availability.
10.2 The information contained on the website and corresponding
documentation is updated regularly and correct to the best
of Our knowledge at time of going to press.
10.3 We shall not be liable to You for any delay or failure
to perform any of Our obligations hereunder which is due
to causes or circumstances beyond Our reasonable control,
including (without limitation) acts of civil or military
authority, national emergencies, fire or flood, acts of
God, war or riots, actions or omissions of third parties.
10.4 This Agreement including the order is the complete
and exclusive statement of the contractual relationship
between the parties, which supersedes all prior proposals,
understandings, agreements, or representations between the
parties relating to this Agreement except in respect of
any fraudulent misrepresentation made by either party.
10.5 We reserve the right to randomly monitor and record
inbound and outbound calls. No delay, neglect or forbearance
on the part of either party in enforcing its rights or any
of them against the other shall be construed as a waiver
or in any way prejudice any of its rights hereunder.
10.6 Health and safety data pertaining to some of our products
is available upon request.
10.7 This Agreement shall be governed by and construed in
accordance with the laws of England and Wales whose courts
shall have exclusive jurisdiction in connection with any
dispute arising out of or in connection with it.
For
further information or if you have any questions call the
sales dept. on: 01737-233890