THE FOLLOWING STANDARD CONDITIONS APPLY TO EVERY ORDER ACCEPTED BY FLOWSTAR (U.K.) LTD
1. In these conditions:- “the Company” means Flowstar (U.K.) Limited, “the Customer” means any person who places an order with the Company for the supply of goods and/or services., “home market” means Great Britain.
2. (a) These conditions constitute the only terms of the contract between the Company and the Customer irrespective of any prior correspondence or dealings or any conditions appearing on or forming part of the Customer’s order.
(b) The acceptance by the Company of all orders placed by the Customer is subject to these conditions and no variation of or addition to these conditions may be made unless confirmed in writing by a Director of the Company.
(c) No contract will be concluded between the Company and the Customer until the Company had dispatched its written acceptance of the Customer’s order and has approved and not withdrawn approval of the Customer’s credit.
3. (a) All tenders and quotations by the Company are made subject to contract and may be altered or withdrawn without notice.
(b) The purchase price for the goods will be set out in the Company’s invoice as the price ruling at the date of delivery notwithstanding anything contained in any tender or quotation unless firm prices for a fixed period have been quoted in writing.
(c) Quotes are valid for 30 days unless otherwise stated except for products manufactured from high nickel content alloys (i.e. Inconel, Hastel loy, Duplex, Super Duplex, Monel, Aluminum Bronze and Gunmetal) which will have 15 days validity.
(d) All due dates are based on the availability at the time of the quotation. We cannot be held responsible for delays outside of our control.
(e) We quote the most suitable product based on the information you have provided at the time of the quote. Should any new information be come available, or there be changes to the existing information you provided at the time the quote was made then you must inform us im mediately.
(f) Unless otherwise stated we have not included the cost of any postage and packing or documentation in the quotation i.e. Test certificates, Material Cert's etc. Before placing an order please make sure you are happy with any additional costs which maybe incurred.
(g) PRESSURE EQUIPMENT DIRECTIVE (PED) 97/23/EC Under the regulations, pressure equipment and assemblies placed on the market in the European Economic Area must comply with the regulations of the Pressure Equipment Directive (PED) 97/23/EC. From 30th May 2002 all items are assessed accordingly, however to ensure that the valves in this quotation can be certified in accordance with this directive, we request that you provide the following information regarding the intended service installation: OPERATING PRESSURE, OPERATING TEMPERA TURE, INTENDED FLUID, LIQUID or GAS. In absence of this information we cannot define the PED category and therefore Flowstar (U.K) Ltd cannot be held responsible should a dispute arise as a result of non-compliance. Where a PED category is stated by Flowstar (U.K) Ltd the product can only be used for the stated category.
4. Terms of payment:-
For goods to be delivered within the home market:- Payments of the purchase price is due within 30 days after the date of the Company’s invoice, unless otherwise agreed in writing.
(a) For goods to be delivered elsewhere:- Payment is due in sterling against shipping documents in London.
(b) Interest at one per cent above Bank rate with a minimum of 5 per cent per annum is chargeable on all overdue accounts.
5. The purchase price will be payable by the Customer in strict accordance with these conditions notwithstanding any delay in delivery or performance under the contract or any adjustments or corrections of defects which may be required to the goods.
6. Any information from the Customer necessary to enable the Company to proceed with an order must be furnished within a reasonable time, otherwise the Company may cancel the order. Whether the order is cancelled or not, the Customer will be liable to the Company for any loss however incurred. Goods will be supplied on the basis of technical data supplied by the Customer. The company will not be responsible for inefficient performance of the goods supplied if this is due to conditions not disclosed at the time the order is accepted.
7. (a) The Company selects materials with due regard to their suitability for the Customer’s known requirements provided that: In the case of mate rivals, parts or components not manufactured by the Company, the liability of the Company to the Customer is limited to the benefit of any guarantees given by the manufacturer in respect thereof, insofar as such benefit may be transmitted to the Customer.
(b) Where the Customer supplies materials, they must be of a suitable hardness, temper, and surface finish and whilst every care will be exer cised in working on the Customer’s own materials, the Company accepts no responsibility for any damage, errors or defects which may occur in executing the contract. The Company will not accept return of goods made to the Customer’s own specification.
8. The Company guarantees the goods for a period of 12 months against defects in workmanship providing that:-
(a) The liability of the Company to the Customer under these conditions or otherwise howsoever in respect of or in connection with the goods will be restricted to the replacement of the goods or a refund of their purchase price (as the Company may at its option decide).
(b) Written notice of complaint is received by the Company within 12 calendar months of dispatch of the goods from the Company’s premises.
(c) The part or parts of the goods complained of are returned at the Customer’s entire risk suitably packed or bundled, carriage paid, to the Company.
(d) The defect has not been caused by carelessness or improper treatment after dispatch from the Company’s premises.
(e) The Customer will be liable for the cost of removal and refitting of all defective parts unless otherwise agreed in writing.
(f) The Company will not be liable for any consequential loss or damage arising out of any defect of any goods or parts including, but without prejudice to the generality of the foregoing, the loss of the use of any goods and any charges incurred by the Customer in rectifying the defects.
(g) Save as expressly provided in this condition and in condition 8(a) above all warranties, conditions and representations whether express or implied by statute or at common law and whether collateral to the contract or otherwise are hereby excluded
9. Where the Company provides any labour at the Customer’s premises the Customer shall indemnify the Company against the consequences of any defect or unsuitability of any tackle, plant or apparatus provided by the Customer and against any claims by third parties at common law or by statute.
10. Where indefinite quantities, specifications or margins are given on an order the Company’s interpretation of same is to be accepted and the Customer shall accept the goods as completed by the Company.
11. All borings swarf and offcuts whether from material supplied by the Customer or by the Company and all parts for which the Company has supplied a replacement under Condition 9 above will become the Company’s property.
12. Delivery will be made pursuant to the following conditions:-
(a) Delivery is deemed to be effected;
(i) If the Customer is to collect the goods himself, as soon as they are ready for dispatch and the Customer has been so notified.
(ii) In any other case as soon as the goods are dispatched from the Company’s premises.
(b) Each part of delivery or installment of the goods shall be deemed to be sold under a separate contract and no default by the Company in re spect of any part delivery or installment will entitle the Customer to refuse to accept any other part delivery or installment.
(c) Times or dates for delivery are commercial estimates only and are not contractual obligations of the Company. The Company will make every endeavor to deliver or perform by the time or date given but will not accept cancellation or be liable for loss claimed to have arisen from delay unless agreed in writing to the contrary.
13. On delivery the goods are at the risk of the Customer but the property in the goods will remain in the Company until payment has been received by the Company in full including interest (if any).
14. On dispatch of goods from the Company’s premises an advice note will be sent to the Customer. If goods are not received within 10 days of the date of this advice note the Company must be promptly notified. Claims for missing goods will not be accepted by the Company unless this has been done. Any damaged goods or short deliveries must be notified to the Carriers immediately by the Customer, and the Company advised of the nature of the complaint so that necessary action can be taken. The Company will not be Responsible for replacing missing or damaged goods unless so notified.
15. If the Customer refuses to accept any delivery tendered in accordance with these conditions or fails to make any payment provided in any contract with the Company the total price for goods to be delivered under any such contract will become immediately due and payable and the Company will in addition have the right to suspend performance of any contractual obligation to the Customer until payment has been received by the Company in full including interest (if any).
16. (a) The Customer represents and warrants to the Company that no specification in respect of goods to be supplied (including but with out preju dice to the generality of the foregoing) infringes the rights of any person in any patent, trade mark, design copyright or similar right any where in the world and the Customer will keep the Company indemnified against all loss, damages, claims, costs, charges, expenses and demands incurred, suffered or made by or against the Company as a result of any breach of such representation and warranty.
(b) The rights in the design used by the Company and no right or license is granted by these conditions to the Customer under any pa tent, trademark, design copyright or similar right in respect of such design except only the right to use or resell the goods supplied by the Compa ny.
17. Any notice to be given by either party hereto to the other shall either be delivered by hand to the party concerned or to its authorised agent or sent by first or second class post to such party at such party’s last known address or (in the case of a company) to its registered office and shall if posted be deemed to be served when in the ordinary course of post the same would be delivered.
18. The conditions are governed in all respects by English Law and the Customer submits to the jurisdiction of the English Courts.