Terms & Conditions
- (i) Goods are supplied subject to these terms and conditions which override any conditions of sale stipulated by the Buyer, unless specifically agreed in writing by Specialist Access & Rescue Products Ltd a company registered in England and Wales with company number 04881460 and whose registered office is at 18 Fernthorpe Avenue, Uppermill, Oldham OL3 6EA (“SAR”). Buyer means any person or entity who places an order for Goods with SAR.
(ii) Goods means those Goods supplied by SAR and ordered by the Buyer. No waiver or variation by SAR of any terms or of any breach of a contract committed by the Buyer shall be considered as a waiver or variation of any subsequent contract terms or any subsequent breach.
(iii) Goods supplied for re-sale by SAR are only for sale by the Buyer from their own premises, unless otherwise agreed.
(iv) SAR reserves the right to amend specifications and or prices as necessary and to decline to supply.
(v) SAR expressly warrants that the Goods supplied by it comply with relevant specifications which accompany those Goods. No other term, condition, warranty or representation (whether express or implied by statute or usage) as to the nature, quality or fitness of the Goods to their conformity with any description or sample is given by SAR and the Buyer.
(vi) Only a Director of SAR may make representations on behalf of SAR in respect of matters to which this contract relates, and such representations must be written to bind SAR. No other person is authorised by SAR to make representations on its behalf. All prices quoted are exclusive of V.A.T. and other duties or taxes, unless otherwise specifically stated. Orders will be despatched by SAR’s method and choice of carrier, unless agreed otherwise prior to despatch by SAR.
- All prices quoted are exclusive of V.A.T. and other duties or taxes, unless otherwise specifically stated.
- Orders will be despatched by SAR’s method and choice of carrier, unless agreed otherwise prior to despatch by SAR.
- (i) Where Goods are supplied on a pro-forma basis those Goods will be dispatched only upon receipt of cleared funds. When paying by cheque, please allow 5 working days for clearance.
(ii) SAR will not offer any settlement discount on pro-forma orders.
(iii) SAR reserves the right at any time to review any credit arrangements which it makes with any Buyer and to cancel such credit facilities without notice.
- (i) Orders are placed by the Buyer however they are only contractually binding from the time of acceptance by SAR (“Orders”). Cancellations of Orders can only be accepted with prior written agreement from SAR.
(ii) Cancellations received after dispatch will incur a handling charge. Goods are to be returned at the Buyer’s expense and in the same condition as when despatched by SAR.
(iii) Once accepted by SAR, an Order for any non-standard goods (meaning goods which have been manufactured to the Buyer’s own instructions and which would not otherwise be manufactured by or on behalf of SAR) is binding and cannot be cancelled.
(iv) Standard Goods returned must be returned within 4 weeks of receipt of goods (which will be subject to a handling charge of 15% of the goods) and must be current model and packaged in re-salable condition and received in the same condition as when despatched by SAR.
(v) The Buyer must accept the Goods even if delivered late. Time of delivery is not of the essence of the contract. If the contract is one to be delivered in installments, the failure to deliver one installment does not entitle the Buyer to terminate the contract.
(vi) If the Buyer fails to take delivery of the Goods in accordance with the terms of this contract, SAR shall be entitled to terminate the contract with immediate effect. On termination, SAR may, in its discretion, exercise any of the following rights, either alone or in combination:
- (a) dispose of the goods as it thinks fit;
- (b) retain any deposit or part-payment made by the buyer;
- (c) recover damages from the Buyer in respectof any losses it suffers as a result of the Buyer’s failure to take delivery, including, but not limited to, the profit it would have made had the Buyer performed its obligations, the costs of storage and disposal of the goods.
- (i) Delivery dates given by SAR are a genuine forecast in the light of current conditions but are given without legal commitment and SAR accepts no liability in the event that it is unable to meet those dates
(ii) If events beyond SAR’s reasonable control prevent SAR from delivering any Goods by the appropriate delivery date, such date shall be postponed for a reasonable period. Beyond such period SAR may without liability cancel this contract as regards such Goods.
- SAR will endeavor to supply the exact quantities of Goods ordered in the specified number of consignments.
- SAR reserves the right to cancel balance of Orders. The Buyer will pay for the actual quantities of Goods delivered even though part of the consignment may still be outstanding.
- Non-receipt of goods for delivery in the U.K. must be notified in writing to SAR within 5 working days of receiving an invoice for such a delivery.
- (i) Errors and shortages must be notified in writing to SAR within 5 working days of receipt of goods.
(ii) SAR shall, as its option, replace, repair or refund the purchase price of any Goods proved to its reasonable satisfaction to have been delivered short or to be defective provided in each case:
- (a) The Buyer as soon as reasonably practicable and in no event later than 5 working days of delivery informs SAR of the alleged short delivery or defect; and
- (b) The Buyer has paid for the Goods in full; and
- (c) No authorised repairs or alterations have been made to the defective Goods; and
- (d) The Goods have been maintained and used with reasonable care and in accordance with the directions or standard industry procedure and the Buyer provides full information and documentation to verify compliance with these conditions; and
- (e) If the Goods have been incorporated into other goods, the nature of those goods is stated; and
- (f) The defect derives solely from the design, work or materials of SAR and was not caused wholly or partly as a result of delivery to the Buyers or any third party’s work, material or design
(iii) Consignments are packed to the highest standard. Damaged goods must be refused on delivery and the dispatch note marked ‘damaged in transit’. To ensure the dispatch of a replacement consignment the Buyer must advise SAR in writing of the damaged consignment within 5 working days of the damaged delivery.
- (i) Ownership in the Goods remains with SAR until SAR has received cleared funds in full of the price of all the Goods supplied at any time by SAR to the Buyer as well as any other payment due under any other subsisting contract between SAR and the Buyer.
(ii) The Buyer holds all goods owned by SAR as SAR’s fiduciary agent and bailee.
(iii) All risk in the goods passes to the Buyer upon delivery. The Buyer must take all necessary protection of the goods including insurance until full payment is received.
(iv) Until full payment as defined in clause 22 (i) has been received at SAR, the Buyer will hold the goods supplied on unpaid invoices in such a way that in the event of prior resale SAR shall be entitled to the proceeds of such a sale.
(v) The Buyer shall if so requested by SAR store all goods not paid for in full so that they are clearly shown to be the property of SAR. The Buyer must maintain records of the location of the goods so they remain easily identifiable.
(vi) Goods are supplied subject to the understanding that the credit Buyer authorizes SAR to enter the Buyer’s premises in order to repossess goods for which full payment has not been received and all costs and expenses reasonably incurred by SAR shall be paid by the Buyer.
- (i) SAR agrees to indemnify the Buyer:
- (a) against liability for personal injury or death directly attributable to the negligence of SAR; and
- (b) against physical damaged caused to the Buyer’s property directly arising from the negligence of SAR in connection with the supply of the Goods.
(ii) SAR’s total indemnity to the Buyer under the indemnity contained above shall not exceed the price at which the Goods were sold to the Buyer for one or more related claims.
(iii) Subject to the indemnity given above, SAR is not liable to the Buyer for any loss, expense or damage of any kind (direct, indirect, financial or consequential and whether arising from negligence or otherwise) arising from the supply, purported supply, failure to supply or from the Buyer’s use, possession or re-sale of the Goods.
(iv) No officer or employee of SAR is liable to the Buyer in any circumstances for any loss, expense or damage of any kind (direct, indirect, inancial or consequential and whether arising from negligence or otherwise) arising from any act or omission of this during the performance of this employment or other duties.
- All copyright, patent, trade secret and other proprietary and intellectual property rights in the Goods and all information which SAR may provide to the Buyer or its agent shall (as between the parties) at all times remain vested in SAR and the Buyer does not acquire any intellectual property rights or licence relating to the Goods and may not copy or imitate the Goods.
- In addition to any other right of termination, SAR may terminate this contract if:
(i) the Buyer defaults in the payments on its due date of any sum under this contract or commits any continuing or serious breach of this contract and fails to remedy that breach (if capable of remedy) within 10 working days of SAR’s notice to do so; and
(ii) any of the following events occurs:
- (i) distress or execution is levied against any of the Buyer’s assets or a receiver is appointed with respect to any of the Buyer’s assets; or
- (ii) a petition is presented for the winding up of or for an administration order to be made in relation to the Buyer or a resolution passed for the Buyer’s winding up; or
- (iii) the Buyer suspends or threatens to suspend payment of its debts or is deemed unable to pay its debts for the purposes of Section 123 Insolvency Act 1986.
- (iv) at any time SAR has reasonable grounds to believe that any of the events mentioned in (i) and (ii) above is likely to happen within a period of three months thereafter.
- On termination of this contract for any reason:
(i) SAR shall be discharged from any further liability to perform under the contract;
(ii) the Buyer shall pay SAR on demand for all work performed by SAR for the Buyer prior to termination; and
(iii) SAR is granted an irrevocable licence to enter the Buyer’s premises to recover any goods or materials which are SAR’s property.
- The contract shall be governed by English law and be subject to the jurisdiction of the English courts.
- (i) Demonstration and loan equipment is supplied solely on the understanding that the prospective customer takes full responsibility for its use.
(ii) Supply of demonstration and load equipment can only be made if the prospective customer confirms in writing their full acceptance of responsibility.
- Please note; climbing, mountaineering, caving, rescue, work at height and similar or associated activities can be hazardous and carry dangers which may lead to serious injury or even death. Goods to be used in these disciplines must only be used by competent and informed persons who understand and accept the risks involved. An apprenticeship in appropriate techniques and safety measures is the responsibility of the user, who assumes responsibility for all risks and damages which may arise from the use of such equipment.
- It is the responsibility of the Buyer to ensure that all technical data and instruction provided with the product by SAR is supplied to the end user.
- (i) Payment shall be due by the Buyer in full and cleared funds to SAR 30 days from the date of invoice.
(ii) Every time a cheque, standing order or banker’s order fails to clear the Buyer’s bank on presentation we will separately surcharge the Buyer’s account.
(iii) SAR understands and reserves the right to exercise our statutory right to claim interest and compensation for debt recovery costs under the Late Payment of Commercial Debts (Interest) Act1998 (as amended) in the event that SAR is not paid according to agreed credit terms.
(iv) If payment is received without instructions as to which invoice it should be matched against, it will be matched against the oldest invoice(s) on the account.
(v) SAR expects customers to whom a credit note has been issued to claim the credit within 6 months. Where an account has been dormant for more than 6 months SAR will write off any credit notes and reserve the right to make an administrative charge in respect of any subsequent claim on them.
(vi) Accounts that lie dormant for a minimum of 12 months will be closed. SAR reserves the right to make an administration charge for any subsequent reinstatement.