PooltopList

Terms

 

1 In these conditions the following terms shall have the following meanings:

‘Company’ Avon Scientific trading as poolwarehouse.uk.com
‘Customer’ means any legal person or body corporate who’s Order is accepted by
the Company
‘Contract’ means any contract for the supply of Goods or Services by the Company
to the Customer
‘Goods’ means any goods forming the subject of this contract including parts and
components of or materials incorporated in them
‘Services’ means any services forming the subject of this contract

Quotation

2 Quotations by the Company unless otherwise stated in them shall be open for
acceptance in 30 days of the date of the quotation

Existence of Contract

3.1 No Contract shall come into existence until the Customer’s order (however
given) is accepted by the earliest of:
the Company’s written acceptance delivery of the Goods or Services, or the
Company’s invoice
3.2 These conditions shall be incorporated in the Contract to the exclusion of
any terms or conditions stipulated or referred to by the Customer
3.3 No variation or amendment of this document or oral promise or commitment
related to it shall be valid unless committed to writing and signed by or on
behalf of both parties

Prices

4.1 The Prices for the Goods or Services are including VAT. Prices invoiced are
calculated in respect of the quantity of Goods or Services actually delivered
and hours of Services provided irrespective of the quantity in respect of which
any quotation was issued.
4.2 The Company shall have the right to adjust its prices for any increase in
the price of materials, parts, labour, and transport, changes in work of
delivery schedules or quantities or any other costs of any kind arising for any
reason after the date of the Contract.
4.3 Price clauses shall take effect on the date of service on the customer of
notice of the change.
4.4 Due to a calculator corruption only 1 pool cover ( solar/winter) can be
ordered at a time. Should the individual price change due to ordering more than
1 cover then the Company will not accept the order and a refund will be issued.

Payment
5.1 All invoices are payable without discount of any kind in pounds sterling on
or before the date stated on the Company’s invoice and in no circumstances shall
the Customer be entitled to make any deduction or withhold payment for any
reason at all.
5.2 If the Customer fails to pay the invoice price by the due date the Customer
shall not be allowed any discount given in that invoice or in any other way
agreed and shall pay interest on any overdue amount from the date of which
payment was due to that on which it is made (whether before or after judgement)
on a daily basis at a rate of 8% p.a. or other such rate from time to time
specified by the Supreme Court Act 1981 and reimburse to the Company all costs
and expenses (including legal costs) incurred in the collection of any overdue
amount.

Title

6.1 For the purpose of section 12 of the Sale of Goods or Services Act 1979 the
Company shall transfer only such title or rights in respect of the Goods or
Services as the Company has and if the Goods or Services are purchased from a
third party shall transfer only such title or rights as that party had and has
transferred to the Goods and Services.
6.2 Notwithstanding the earlier passing of risk title in the Goods or Services
shall remain with the Company and shall not pass to the Customer until the
amount due under the invoice (including interest and cost) has been paid in
full.
6.3 Until title passes the Customer shall hold the Goods or Services as bailee
for the Company and shall store or mark them so that they can at all times be
identified as the property of the company.
6.4 The Company may at any time before title passes and without any liability to
the Customer – repossess and dismantle and use or sell all or any of the Goods
or Services and by doing so terminate the Customer’s right to use, sell or
otherwise deal in them and (for that purpose or determining what if any Goods or
Services are held by the Customer and inspecting them) enter any premises of or
occupied by the Customer.
6.5 Until title passes the entire proceeds of the sale of the Goods or Services
shall be held in trust for the Customer and shall be held in a separate designed
account and not mingled with other moneys or paid into any overdrawn bank
account and shall be at all times identifiable as the Company’s money.
6.6 The Company may maintain an action for the price of any Goods or Services
notwithstanding that title in them has not passed to the Customer.

Risk, Delivery and Performance

7.1 The Goods or Services are delivered to the Customer when the Company makes
them available to the Customer or any agent of the Customer or any carrier (who
shall be the Customer’s agent whoever pays its charges) at the Company’s
premises or other delivery point agreed by the Company.
7.2 Risk in the Goods or Services passes when they are delivered to the
Customer.
7.3 The Company may at its discretion deliver the Goods or Services by
instalments in any sequence.
7.4 Where the Goods or Services are delivered by instalments, no default or
failure by the Company in respect of any one or more instalments shall vitiate
the Contract in respect of the Goods or Services previously delivered or
undelivered Goods or Services.
7.5 The Company may deliver to the Customer and the Customer shall accept in
satisfaction of the Contract a lesser number than the number of Goods and
Services ordered.
7.6 Any dates quoted by the Company for the delivery of the Goods or Services
and performance of the Services are approximate only and shall not form part of
the Contract and the Customer acknowledges that in the performance expected of
the Company no regard has been paid to any quoted delivery or performance dates.
7.7 If the Customer fails to take delivery of the Goods or Services or any part
of them on the due date and to provide any instructions or documents required to
enable the Goods or Services to be delivered on the due date, the Company may on
giving written notice to the Customer store or arrange for the storage of the
Goods or Services, and on the service of the notice risk in the Goods or
Services shall pass to the customer, delivery of the Goods or Services shall be
deemed to have been taken place, and the Customer shall pay to the Company all
costs and expenses including storage and insurance changes arising from its
failure.
7.8 The Company shall not be liable for any penalty, loss, injury, damage or
expense arising from any delay or failure in delivery or performance from any
cause at all nor shall any such delay or failure entitle the Customer to refuse
to accept any delivery or performance of or repudiate the Contract.

Claims Notification

8.1 Any claim that any Goods or Services have been delivered damaged, are not of
the correct quantity or do not comply with their description shall be notified
by the Customer to the Company in 7 days of their delivery.
8.2 Any alleged defect shall be notified by the Customer to the Company in 7
days of the delivery of the Goods or Services or in the case of any defect which
is not reasonably apparent on inspection in 2 days of the defect coming to the
Customer’s attention and in any event in the following periods:
for Goods or Services manufactured by the Company 6 months from the date of
delivery;
for second hand Goods or Services no period is applicable unless otherwise
specified in the Contract; and
for Goods or Services not of the Company’s manufacture the warranty period given
by the manufacturer.
8.3 Any claim under this condition must be in writing and must contain full
details of the claim including the reference numbers of any allegedly defective
Goods or Services.
8.4 The Company shall be afforded reasonable opportunity and facilities to
investigate any claims made under this condition and the Customer shall if so
requested in writing by the Company promptly return any Goods or Services the
subject of any claim and any packing materials securely packed and paid to the
Company for examination.
8.5 The Company shall have no liability with regard to any claim in respect of
which the Customer has not complied with the claims procedures in these
conditions.

Scope of Contract

Under no circumstances shall the Company have any liability of whatever kind
for:
9.1 Any defects resulting from wear and tear, accident, improper use by the
Customer or use by the Customer except in accordance with the instructions or
advice of the Company or the manufacturer of any Goods or Services or Goods or
Services or neglect or from any instructions or materials provided by the
Customer
9.2 Any Goods or Services which have been adjusted, modified or repaired except
by the Company
9.3 The suitability of any Goods or Services for any particular purpose or use
under specific conditions whether or not the purpose or conditions were known or
communicated to the Company
9.4 Any substitution by the Company of any materials or components not forming
part of any specification of the Goods or services agreed in writing by the
Company
9.5 Any descriptions, illustrations, specifications, figures as to performance,
drawings and particulars of weights and dimensions submitted by the Company
contained in the Company’s catalogues, price lists or elsewhere since they are
merely intended to represent a general idea of the Goods or Services and not to
form part of the contract or to be treated as representations
9.6 any technical information, recommendations, statements or advice furnished
by the Company its servants or agents not given in writing in response to a
specific written request from the Customer before the Contract is made, or
9.7 Any variations in the quantities or dimension of any Goods or Services or
changes of their specifications or substitution of any materials or components;
if the variation or substitution does not materially effect the characteristics
of the Goods or services, and the substituted materials or components are of a
quality equal or superior to those originally specified.

Extent of Liability

10.1 The Company shall have no liability to the Customer for any loss or damage
of any nature arising from any breach of any express or implied warranty or
condition of the Contract or any negligence, breach of statutory or other duty
on the part of the Company or in any way of or in connection with the
performance of or failure to perform the Contract except for death or personal
injury resulting from the Company’s negligence, and expressly stated in these
conditions.
10.2 If the Customer establishes that any Goods or Services have not been
delivered, have been delivered damaged, are not of the correct quantity or do
not comply with their description the Company shall, at its option, replace with
similar Goods or Services any Goods or services which are missing, lost or
damaged or do not comply with their description, allow the Customer credit for
their invoice value or repair any damaged Goods or Services.
10.3 If the Customer establishes that any Goods or Services are defective the
Customer must return those Goods or Services forthwith, at its own cost, to the
Company which will be repaired or replaced at the Company’s discretion and
according to manufacturers warranty. If the Goods or Services can not be
replaced or repaired within 3 months of the Company’s receipt thereof the
Company may credit the Customer in part or in full at it’s own discretion.
10.4 If the Customer returns to the Company any Goods or Services for repair and
some are found to be fault free then the Company may, at its own discretion,
charge the Customer for its reasonable handling costs.
10.5 The delivery of any repaired or replacement Goods or Services shall be at
the Company’s premises or other delivery point specified for the original Goods
or Services.
10.6 Where the Company is liable in accordance with this condition in respect of
only some or part of the Goods or Services the Contract shall remain in full
force and effect in respect of the other or other parts of the Goods or Services
and no set-off or other claim shall be made by the Customer against or in
respect of such other or other parts of the Goods or Services.
10.7 No claim against the Company shall be entertained for any defect arising
from any design or specification provided or made by the Customer or if any
adjustment’s, alterations to other work has been done to the Goods or Services
by any person except the Company.
10.8 The Company shall not be liable where any Goods or Services the price of
which does not include carriage are lost or damaged in transit and all claims by
the Customer shall be made against the carrier. Replacements for such or lost or
damaged Goods or Services will, if available, be supplied by the Company at the
prices ruling at the date of despatch.
10.9 In no circumstances shall the liability of the Company to the Customer
under this condition exceed the invoice value of the Goods or Services.

General

11.1 The Company may sub-contract the performance of this Contact in whole or in
part.
11.2 The Customer shall not assign or (without first obtaining the Company’s
written consent) sub-let these Terms and Conditions or the Contract in whole or
in part and it shall be a condition of any such consent to any sub-letting of
these Terms and Conditions or the Contract that the Customer shall:
ensure and be responsible for the compliance by any sub-contractor’s with the
terms of this contract;
include in the sub-contract provisions consistent with these conditions for the
benefit of and enforceable by the Company; and
furnish the Company with copies of any sub-contract upon the Company’s request
at any time.
11.3 The Company shall have a lien Customer’s property in the Company’s
possession for all amounts due at any time from the Customer and may use, sell
or dispose of that property as agent for and at the expense of the Customer and
apply the proceeds in and towards the payment of such amounts on 28 days’ notice
in writing to the Customer. On accounting to the Customer for any balance
remaining after payment of any amounts due to the Company and the costs of sale
and disposal the Company shall be discharged of any liability in respect of the
Customer’s property.
11.4 The Company may at its discretion suspend or terminate the supply of any
Goods or Services if the Customer fails to make any payment when and as due or
otherwise defaults in any its obligations under this Contract or any other
contract with the Company or becomes insolvent, has an administrative receiver
appointed of its business or is compulsorily or voluntarily wound up or the
Company shall be discharged of any liability in respect of the Customer’s
property.
11.5 If the Goods or Services are manufactured in accordance with any design or
specification provided or made by the Customer the Customer shall compensate the
Company in full on demand for all claims, expenses and liabilities of any nature
in connection with them, including any claim, whether actual or alleged that the
design or specification infringes the rights of any third party.
11.6 Except for any which is expressly agreed to be included in the Goods and
Services all tools, patterns, materials, drawings, specifications and other data
provided by the Company shall remain its property and all execution of any
orders shall become the property of the Company.

Confidentiality

12 The Customer shall not at any time whether before or after the termination of
this Contract divulge or use any unpublished technical information deriving from
the Company or any other confidential information in relation to the company’s
affairs or business method of carrying on business.

Cancellation

13 Orders for Goods or Services which have to be made especially for the
Customer will be charged in full unless written notice of cancellation is
received not later than 2 weeks before the expected despatch date quoted in the
Company’s order acknowledgement and manufacture of them or any components for
them has not commenced at the date of that notice. Orders for stock items may be
cancelled by written notice at any time before the Goods or Services have been
allocated to the Contract, then a packing and handling charge will be payable by
the Customer.

Force Majeure

14 The Company shall not be liable for any act or omission arising which shall
render performance of the Contract impossible or shall in any way have the
effect of frustrating the common cause where such act or omission is beyond the
control of either the Company or the Customer or was not reasonably foreseeable
by them. Such acts or omissions shall have the effect of automatically
terminating the contract.

Law and Jurisdiction

15 These Terms and Conditions shall in all respects be construed and interpreted
in accordance with the Law of Contract in England and Wales notwithstanding the
effect of the law of the European Union. Where the Company and the Customer have
contracted to perform in England and Wales or Scotland the competent Court of
Jurisdiction shall be the High Court of England and Wales. Where the Customer is
resident in the European Union or EFTA, the Company may at its absolute
discretion nominate the Court of the Customer’s member state to be the Court of
competent jurisdiction under the Brussels Convention. Where the Customer is
resident elsewhere the Company shall possess the absolute discretion as to the
competent court or jurisdiction.

Notices

16 Any notice given under this Contract shall be in writing and may be served
personally, by registered or recorded delivery mail, by telex or facsimile
transmission, by any other means which any party specifies by notice to the
other.
A notice shall be deemed to have be served:
– if it was served in person, at the time service,
– if it was served by post, the day after the day after posting,
– if it was served by facsimile transmission, at the time transmission.