Materials Direct Terms & Conditions
If any charge provided for herein is not paid as specified in the terms, the customer agrees to pay a finance charge of one percent per month or the highest amount permitted by law, which ever is less, until paid. Customer also agrees, if its account is referred to a collection agency or a solicitor for collection, to pay collection costs or court costs plus reasonable solicitors fees and any other charges.
Accounts will be opened only with companies or individuals of approved credit. The seller reserves the right to refuse to make deliveries if in the seller’s judgement it is in the seller’s best interest. The seller also reserves the right to require full or partial payment in advance or make shipments on a C.O.D. basis. In such cases the seller will not be liable for non-performance of contract in whole or in part. In the event of bankruptcy or insolvency of the buyer, the seller shall be entitled to cancel any order then outstanding and will receive full reimbursement for the cancellation charges.
Orders may not be cancelled or deliveries deferred from their original schedule. Parts may be made in economic quantities and may be specific to customer orders therefore rendering them non re-saleable. In the event of an agreement to re-stock then liability for all work in process, unused raw material, un-amortised tooling, engineering and other charges incurred will be forwarded to the seller. All such charges are to be determined by the seller at the time of agreement to re-stock.
The seller will make every effort to deliver orders within the time promised. Under no circumstances will the seller assume responsibility or liability for any damage or claims resulting from delays in delivery schedule. Date of shipment acknowledged to the buyer or lead times stated on our quotations or promised at any time during the life of the order is based on the seller’s best judgement at the time but may be subject to changing conditions, in many cases beyond the seller’s reasonable control. No liability on the seller’s part shall result in any case.
The seller supplies items to customer’s specifications furnished by the buyer. It is not the intent of the seller to supply any product which is an infringement of a patent. It is agreed that the buyer will defend and save harmless the seller from any and all expense involved in any claim for damages resulting from the use or sale of parts supplied by the seller.
Stenographic and clerical errors are subject to correction. The seller reserves the right to revise any prices quoted by the seller without notice at any time prior to acceptance of the order by the seller. Material price fluctuations are subject to change and any increase passed on to the buyer in accordance with the price of the material on the day an order is accepted by the seller.
Specification and tolerances
Unless otherwise specified by the buyer and accepted by the seller, then normal tolerances of the seller will apply. Written notification by the buyer or any change in tolerances or specifications must be received prior to acceptance of an order by the seller. When an order which requests future or scheduled deliveries is accepted by the seller, the seller reserves the right to schedule production of the item to his convenience. If changes in tolerance or specification are made after receipt of order, the buyer assumes responsibility for the work in progress, unused raw materials, un-amortised tooling and any other charges relating to the manufacture of the item.
Modifications of conditions
No alteration or modification of these conditions shall have any force, effect, or validity whatsoever unless it shall be in writing and signed by an authorised officer of the seller and shall state that it is intended to be effective as such alteration or modification.
Acceptance of orders
All orders and sales contracts are subject to written approval and acceptance by the seller and are not binding until approved by the seller. Any terms or conditions which are in conflict with these terms and conditions shall not be binding upon the seller unless accepted in writing by the seller. In case of conflict not expressly accepted by the seller, the terms and conditions of the sale herein shall be considered as superseding terms stated in the buyer’s purchase order or contract.
All statements, technical information and recommendations herein are based on tests we believe to be reliable, but the accuracy or completeness thereof is not guaranteed. The following is made in lieu of all warranties, expressed or implied, including the implied warranties or marketability and fitness for purpose. The sellers’ and manufacturers’ only obligation shall be to replace such quantity of the product proved to be defective. Before using, the user shall determine the suitability of the product for its intended use and the user assumes all risks and liability in connection therewith. Neither seller or the manufacturer shall be liable either in tort or in contract for any loss or damage, direct, incidental or consequential, including loss of profits or revenue arising out of the use or the inability to use a product. No statement, purchase orders or recommendations by the seller or purchaser not contained herein shall have any effect unless in an agreement signed by the officers of the seller and manufacturer.
Acceptance of goods
If the buyer has accepted the goods, the buyer then shall have no right to revoke acceptance of the goods.
The buyer shall indemnify defend and hold harmless the seller from and against all claims, actions, suits, proceedings, demands, judgements, costs, expenses and solicitor’s fees incident or relating to or resulting from any use of the goods by the buyer or third parties, except for the seller’s limited warranty obligations set forth in paragraph 10 above.
Property and risk
The property in any goods sold shall remain with the seller until the customer has paid for the goods and discharged any other indebtedness to the seller. In the event the customer is in default of any payment to the seller or enters into a composition or arrangement with or makes any assignment for the benefit of his creditors or that a receiver is appointed to the customer’s property or assets or any part thereof or that a court order is made or a resolution passed for the winding up of the customer (except for the purpose or reconstruction or amalgamation) or that the customer commits any act of bankruptcy, the seller’s consent to the customer’s possession of the seller’s goods shall cease and the seller shall be entitled forthwith to enter the customer’s premises and to repossess its goods. Goods shall be at the customers risk from the time they reach the customer’s premises.
The seller may cancel this contract without liability on either side in the event that performance by the seller is rendered impossible or commercially impracticable by reason of any cause outside the seller’s reasonable control including (without limitation) any act of god or government, war, insurrection, embargoes, unavailability of supplies of raw materials, labour disputes, illness, flood, fire, currency control or civil commotion.
This and any other agreement between the seller and the customer shall be governed by English law. Any dispute between the seller and the customer shall be subject to the exclusive jurisdiction of the courts of England and Wales.