Terms & Conditions of Sale
Applicable conditions Notwithstanding anything which may be contained in any purchase order or other document of the buyer, goods are supplied subject to these conditions alone. No variation of these conditions will apply unless especially agreed in writing by the seller. Price The buyer shall pay for the goods in full on the delivery and in accordance with the Seller's settlement terms. The seller reserves the right at his absolute discretion from time to time to vary any price advertised in the sellers catalogue or elsewhere and the goods are supplied at the price prevailing as at the date of acceptance by the seller of any order placed by the buyer. Settlement Terms Payment for the goods must be made in full either on delivery or strictly within 30 days from the date of the invoice which the Seller issues with regard thereto. The seller reserves the right to suspend or cancel further deliveries of goods either under this contract or under any other contract which the Seller may have with the Buyer unless and until the payment is made in full. Reservation of the Title Although goods supplied by the Seller to the Buyer shall be at the Buyer's risk immediately on delivery to the Buyer (and the Buyer hereby undertakes to insure the goods accordingly in the joint names of the Buyer and the Seller), the property in the goods shall not pass from the Seller to the Buyer until the goods have been paid for in full. Until the property in the goods passes from the Seller to the Buyer as aforesaid the Buyer shall hold the goods as bailey of the Seller. Where goods are supplied under a Contract Order with delivery in installments over an extended period then the order is to be regarded as a whole so the property in none of the goods passes until all goods, the subject of the Contract Order have been paid for in full. Delay Unless specifically agreed otherwise in writing by the Seller any delivery notified by the Seller to the Buyer is an estimate only and the Seller shall not be liable for the consequences of any delay in fulfilling the Buyer's order. Goods are delivered by carriers over whom the Seller has no control and therefore the Seller, subject to the provisions hereinafter contained, shall not be liable for the consequences of any delay in or damage sustained during transit. Loss or Damage in Transit The Seller will replace goods which are due to the Seller's neglect or default fail to arrive or which arrive in a damaged condition provided that notification of loss or damage to the goods in transit is made to the Seller in writing within 7 days of the date of delivery or, in the case of loss, the estimated date of delivery. Discrepancy The Buyer shall forthwith inspect the goods upon delivery and if they do not correspond in nature to the goods ordered shall notify the Seller in writing of any discrepancy within 7 days of the date of delivery failing which no claim in respect of such discrepancy will be entertained by the Seller. Defective Goods and Consequential Loss If the goods shall prove defective or otherwise not of a merchantable quality the Seller will replace them or at the Sellers absolute discretion refund the purchase price. It is in every instance for the buyer to satisfy himself that the goods are fit and suitable for the purpose for which he required them. Save as set out in 8(a) all warranties and conditions express or implied, statutory or otherwise, as to the quality or fitness for any purpose of the goods are expressly excluded and no warranty, condition, description on representation is to be taken as having been given or implied by anything said or written by or on behalf of the Seller on or prior to the goods being ordered. Without prejudice to the generality of (8) it is expressly agreed and understood by the Buyer that the Sellers liability in respect of defective or otherwise unmerchantable goods shall under no circumstances whatsoever extend beyond the price paid for such goods: in particular the Seller shall not be liable for any damage to property nor any consequential loss of whatsoever nature, howsoever caused, arising out of any defect in the goods, or from their failure to correspond to any description or representation or from their unsuitability for any purpose. Defects in or damage to goods delivered or loss of goods in transit shall not be cancelled by the Buyer of the remainder of any order or contract. If the Buyer alleges that goods supplied are defective under 8(a) the buyer will return them carriage paid to the Seller's premises. If after examination by the Seller, it is established that the goods are defective then the Seller will refund to the buyer the reasonable cost of carriage. Specification Goods described in the Seller's catalogue or elsewhere are subject to the continuing process of technical change and development and it is therefore understood and agreed by the Buyer that the goods supplied may not comply in all respects with the technical specifications described in the Seller's catalogue or elsewhere and the Seller makes no warranty with regard thereto. Alterations and Cancellations The Buyer is responsible for the accuracy of the terms of any order or quotation (including any applicable specification) and for giving any necessary information relation to the Goods, the Treatment, the Materials and the Works within a sufficient time to enable the Seller to perform the Contract in accordance with its terms. All orders are acknowledged in writing and it is the responsibility of the Buyer to scrutinise those acknowledgements to ensure that its requirements have been correctly interpreted since alterations may be impossible after manufacture has commenced. If, for any reason other than default or negligence on the part of the Seller, alteration or cancellation is required the Buyer will be liable for any additional costs involved. Returns Policy The customer may only return products to the seller, and receive a credit or refund, on the following condition: The customer may only return product to the seller for a refund or credit with the prior consent of the seller. Written notification of an intention to return a product must be made within 7 days of the date of delivery. Products must be returned to the seller in their original condition and packaging and in a condition which will enable them to be immediately fit for re-sale. The customer must state the relevant sellers reference number and invoice details, enclosing it with the product (or other proof of purchase). Where specific instructions appear in this catalogue or with any product regarding its return to the seller, the Customer must follow such instructions. If the Customer does not quote invoice detail or the seller reference number, as on the original despatch note, the credit will be based upon the lowest sales price. For products returned due to Customer error or no longer required and returned in accordance with (i) - (iii) above, a handling charge of 20% of the invoice value, subject to a £30.00 minimum, will be applied. Where the Customer returns products to the seller not in accordance with (i) - (iii) above (for example, after 7-days from the date of despatch and in an unfit state) the seller will return the delivery. This returns policy excludes software, calibrated products, non-catalogue products and specially manufactured products. All products are returned to the seller at cost to the Customer and at the Customer?s risk. The seller accepts no responsibility for any loss of or damage to them or any items received by the seller with them. Products to be returned to the seller should be adequately packed and despatched freight prepaid, clearly labelled to : Customer Returns Department Meridian Technologies Ltd. Unit 24 Park Gate Business Centre Chandlers Way Park Gate Southampton SO31 1FQ Order Cancellations The customer may not cancel orders once accepted by the seller. Any cancellation (or part cancellation) of an order will only be accepted on written agreement with the seller, the terms of which will indemnify the seller against any expense incurred by the seller. In the event of part cancellation, the seller may invoice the Customer any difference in selling price per unit applicable to the quantity actually despatched up to the time of cancellation compared to the quantity ordered. Title and Risk Until full payment has been received by the Seller for all goods whatsoever supplied at any time by the Seller to the Buyer, property in the goods shall remain in the Seller, even where they have been incorporated in a new product. Subject to the conditions below the Buyer shall be at liberty to sell the goods and the new products in the ordinary course of business on the basis that the Seller shall have the full legal and beneficial ownership of the goods and such new products and that the proceeds of sale thereof shall be the property of the Seller, for which the Buyer shall account to the Seller on demand, until the Seller is paid in full. The Seller may revoke the Buyer's power of resale by notice to the Buyer if the Buyer is in default of payment by more that 7 days in respect of any sums due to the Seller or if the Seller has bona fide doubts to the Buyer's solvency. In the event of:- A Receiver being appointed over any of the Buyer's assets, or A winding up order being made against the Buyer, or The Buyer going into voluntary liquidation, or The Buyer making any arrangement or composition with its creditors, or The Buyer committing an act of bankruptcy. The Buyer's rights of resale shall automatically cease. Upon determination of the Buyer's power of sale the Buyer shall place the goods and new products at the disposal of the Seller who may enter onto any of the Buyer's premises in order to retake possession. Notwithstanding the above goods are at the entire risk of the Buyer from the time of delivery.