LEACH’S TERMS AND CONDITIONS
(a) The ‘Supplier’ means Leach’s, its agents and assigns:
(b) The ‘Purchaser’ means the individual, individuals, firm or company purchasing Goods from or otherwise dealing with the Supplier.
(c) The ‘Goods’ means any and all items supplied by the Supplier to the Purchaser.
2. Application of Terms
(a) All quotations and price lists are given and all orders are accepted on these terms, which supersede any other terms prepared by the Supplier, and shall override and exclude and any other terms stipulated or referred to by the Purchaser whether in his order or in any negotiations, and any course of dealing established between the Supplier and the Purchaser. All orders hereinafter made by the Purchaser shall be deemed to be made subject to these terms
(b) No modification of these terms shall be effective unless specifically accepted in writing and signed by one of the partners in the Supplier.
The Supplier shall be under no liability whatsoever resulting from or arising out of or in connection with, or in relation to any statement, report or other representation made by any of its partners, servants or agents before the contract between the Supplier and the Purchaser was entered into, unless the Purchaser shall give notice in writing to the Supplier before the contract is entered into that it intends to rely on any such statement, report or other representation.
4. Refusal of orders
The Supplier reserves the right to accept or refuse any order given on the basis of its quotation or otherwise and in the event of the refusal of any order the Supplier shall not be liable for any loss or damage arising therefrom or in connection therewith or in relation thereto.
(a) Some items sold by the Supplier are sold by weight based upon the Supplier’s experience and knowledge that those items when sold by weight will equal a certain quantity. In cases where a Purchaser orders a quantity of such items which are sold by weight the Supplier gives no guarantee or warranty that the precise number of items will be supplied.
(b) Many products are supplied to the Supplier by manufacturers in boxed quantities. The Supplier gives no guarantee or warranty that such quantities are accurate and accepts no responsibility for any such discrepancies.
6. The Goods
(a) The Supplier undertakes to replace or repair free of charge any Goods supplied which are defective in material or workmanship always provided that:
(i) Whether or not Goods are defective in material or workmanship shall be for the sole decision of the Supplier:
(ii) the Supplier’s undertaking shall only apply in respect of Goods in respect of which a complaint is received by the Supplier within three days of delivery to the Purchaser. Any goods in respect of which this condition applies shall be returned to the Supplier in its original packaging within fourteen days of delivery to the Purchaser.
(b) The Supplier shall be under no liability to the Purchaser whatsoever other than that set out in (a) above. Without prejudice to the generality of the foregoing the Supplier shall be under no liability for any consequential losses howsoever arising.
(c) All conditions, warranties, terms, undertakings and obligations implied by statute, common law, custom, trade usage or otherwise (including without prejudice to the generality of the foregoing any implied condition, warranty or undertaking as to correspondence of the Goods with any contract description given, merchantable quality or fitness for any particular purpose) are hereby wholly excluded.
(d) Without prejudice to the generality of the foregoing, the Supplier shall have no responsibility for providing any guard or protection necessary to comply with any statutory requirements in connection with any of the Goods.
(e) Changes may occur to sizes and specification of goods and in this event the Supplier may provide an approximate equivalent.
7. Indemnity and Limitation of Liability
7.1 The Purchaser hereby undertakes to indemnify and keep indemnified the Supplier, its servants and agents against all costs, damages, expenses, penalties, losses and other liabilities whatsoever, including, but without prejudice to the generality of the foregoing, liability for personal injury and death, damage to property and consequential losses, incurred as a result of or arising from:
(a) the use of the goods by the purchaser or anyone using the goods supplied to the Purchaser or
(b) the manufacture, distribution, sale, supply of any products or services which incorporate any goods supplied by the Supplier.
7.2 Except in the case of death or personal injury caused by the Supplier’s negligence, the supplier’s liability under or in connection with this agreement whether arising in contact, tort, negligence, breach of statutory duty or otherwise, shall not exceed the value of the goods (excluding Value Added Tax) supplied under this agreement.
7.3 The Supplier shall not be liable to the purchaser in contract, tort, negligence, breach of statutory duty or otherwise for any loss, damage, costs or expenses of any nature whatsoever incurred or suffered by the purchaser of an indirect or consequential nature including without limitation any economic loss or other loss of turnover, profits, business or goodwill.
8. Prices and Payment
(a) Goods will be invoiced and shall be paid for at the prices ruling at the time of despatch. The price list provided by the Supplier is for guidance only and all prices and quotations are subject to variation at any time without notice to the Purchaser.
(b) All prices quoted for Goods are net ex works and carriage will be charged unless otherwise stipulated or agreed subject to Clause
2(b).(c) Approved accounts only: Payment is due at the end of the month following date of invoice. If payment in full is not received by such date the Supplier reserves the right to charge interest on the outstanding balance at 4% above Lloyds TSB Bank base rate.
(d) The Supplier reserves the right to demand payment of the price at any time.
9. Small Orders
Orders less than £30.00 nett will be subject to a small order administration charge.
If any provision of the conditions of sale shall be prohibited by law or adjudged by a Court to be unlawful, void or unenforceable, such provision shall to the extent required be severed from these conditions of sale and rendered ineffective as far as possible without modifying the remaining provisions of the conditions of sale and shall not in any way affect any other circumstances of or the validity or enforcement of this agreement.
11. Delivery and Risk
(a) Unless otherwise stipulated and subject to Clause 2(b) above all Goods for delivery will be despatched by the means of delivery of the Supplier’s choice. Where the Purchaser requires a different means of delivery any extra cost must be paid by the Purchaser.
(b) Whilst every effort will be made to avoid delay no responsibility is undertaken for meeting any specific delivery dates. Accordingly no liability will be accepted for any direct or indirect loss which may be caused by delayed delivery.
(c) Risk in the Goods shall pass to the Purchaser on delivery.
(d) The Supplier reserves the right to charge for destinations outside mainland England and Wales.
12. Retention of Title
12.1 In spite of delivery having been made property in the Goods shall not pass from the Supplier until:
(a) the Purchaser shall have paid the Price plus VAT in full; and
(b) no other sums whatever shall be due from the Purchaser to the Supplier.
12.2 Until property in the Goods passes to the Purchaser in accordance with clause 12.1 the Purchaser shall hold the Goods and each of them on a fiduciary basis as bailee for the Supplier. The Purchaser shall store the Goods (at no cost to the Supplier) separately from all other goods in its possession and marked in such a way that they are clearly identified as the Supplier’s property.
12.3 Notwithstanding that the Goods (or any of them) remain the property of the Supplier the Purchaser may sell or use the Goods in the ordinary course of the Purchaser’s business at full market value for the account of the Supplier. Any such sale or dealing shall be a sale or use of the Supplier’s property by the Purchaser on the Purchaser’s own behalf and the Purchaser shall deal as principal when making such sales or dealings. Until property in the Goods passes from the Supplier the entire proceeds of sale or otherwise of the Goods shall be held in trust for the Supplier and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Supplier’s money.
12.4 The Supplier shall be entitled to recover the Price (plus VAT) notwithstanding that property in any of the Goods has not passed from the Supplier.
12.5 Until such time as property in the Goods passes from the Supplier the Purchaser shall upon request deliver up such of the Goods as have not ceased to be in existence or resold to the Supplier. If the Purchaser fails to do so the Supplier may enter upon any premises owned occupied or controlled by the Purchaser where the Goods are situated and repossess the Goods. For this purpose the Purchaser hereby gives full licence and permission to the Supplier to enter upon the premises owned, occupied or controlled by the Purchaser. On the making of such request the rights of the Purchaser under clause 12.3 shall cease.
12.6 The Purchaser shall not pledge or in any way charge by way of security for any indebtedness any of the Goods which are the property of the Supplier. Without prejudice to the other rights of the Supplier, if the Purchaser does so all sums whatsoever owing by the Purchaser to the Supplier shall forthwith become due and payable.
12.7 The Purchaser shall insure and keep insured the Goods to the full Price against ‘all risks’ to the reasonable satisfaction of the Supplier until the date that property in the Goods passes from the Supplier, and shall whenever requested by the Supplier produce a copy of the policy of insurance. Without prejudice to the other rights of the Supplier, if the Purchaser fails to do so all sums whatever owing by the Purchaser to the Supplier shall forthwith become due and payable.
12.8 The Purchaser shall promptly deliver the prescribed particulars of this contract to the Companies Registrar in accordance with the Companies Act 1985 Part XII. Without prejudice to the other rights of the Supplier, if the Purchaser fails to do so all sums whatever owing by the Purchaser to the Supplier shall forthwith become due and payable.
13. Consumer Protection (Distance Selling) Regulations 2000
The application of these Regulations to these Conditions of Sale only apply to consumers meaning a person who acquires goods otherwise than in the course of a business for his or her own private use or consumption. Purchasers who fall within this definition and who enter into a distant contract with the Supplier which means a contract concluded through the use of telephone, e-mail or fax will be entitled to the protection afforded by the Regulations. These are as follows:
13.1 You may cancel your contract with us for the goods you order at any time up to the end of the seventh working day from, the date you receive the ordered goods. You do not need to give us any reason for cancelling your contract nor will you have to pay any penalty.
13.2 To cancel your contract you must notify us in writing.
13.3 If you have received the goods before you cancel your contract then you must send goods back to our contact address at your own cost and risk. If you cancel your contract but we have already processed the goods for delivery you must not unpack the goods when they are received by you and you must send the goods back to us at our contact address at your own cost and risk as soon as possible. The goods must be unused ad returned in their original packaging (if any).
13.4 Once you have notified us that you are cancelling your contract, any sum debited to us from your credit card will be re-credited to your account as soon as possible and in any event within 30 days of your order PROVIDED THAT the goods in question are returned by you and received by us in the condition they were in when delivered to you. If you do not return the goods delivered to you or do not pay the costs of delivery, we shall be entitled to deduct the direct costs of recovering the goods from the amount to be re-credited to you. Itemised special delivery costs are not refundable unless agreed with the Supplier at the time of placing the order.
14. Returned Goods
(a) Subject to (d) below Goods may be returned to the Supplier for credit or exchange for up to fourteen days after the date of delivery provided that the delivery note or invoice number is quoted.
(b) Save for the Goods returned under clause 6(a) above, returned Goods will only be accepted by the Supplier if they are in a sound and resaleable condition. Whether Goods are sound and resaleable shall be for the sole decision of the Supplier. Any Goods which the Supplier deems to be not resaleable will only be returned to the Purchaser at the specific request of the Purchaser and at the Purchaser’s expense. Notwithstanding the discretion of the Supplier in deciding whether Goods are sound and resaleable, Goods will not be deemed resaleable if they are returned in anything but their original packaging or the quantities of the Goods returned are different from those originally supplied, or the goods have been used.
(c) Where the goods returned for credit or exchange are Goods which have been supplied in boxes or in quantities credit notes or exchange of Goods will only be given if the Goods are returned in their boxes and/or in the same quantities supplied to the Purchaser. Credit notes will only be issued if the Suppliers Collection Note has been issued to the Purchaser.
(d) Save for Goods returned under clause 6(a) above, the Supplier reserves the right to make a charge for handling and restocking equal to 20% of the sale price of the Goods returned.
(e) Goods especially obtained for the Purchaser may not be returned for credit or exchange.
15. Force Majeure
The supplier shall not be liable for any failure or delay in performance of this agreement which is caused by circumstances beyond the reasonable control of the supplier, including without limitation any labour disputes.
16. This contract is governed by English Law.