Terms & Conditions of Sale
Business to business terms and conditions of sale:
The following terms and conditions ("the conditions") are the terms on which Cleveland Financial Services Limited ("the company") sells to other businesses and supersede all other terms and conditions used by the company. Terms and conditions apply to all goods and services purchased with or without credit facilities.
1. Orders, Prices and payment
1.1 No contract shall come into existence
until the company confirms the order for goods in writing.
1.2 The price (exclusive of vat) for goods (the price) shall be the quoted price of the company and payment.
1.3 If the price is not paid by the due date the buyer will be liable to an additional payment of reasonable
1.4 Any cancellation of any order by the buyer must be in writing, and agreed as cancelled also in writing
The description and quantity of the goods to be sold ("the goods") shall be set out in the quotation provided by the company to the buyer ("the quotation")
The delivery shall deliver the goods to the buyer's address and on the date as both shown on the quotation. Time shall not be of the essence for delivery. The buyer shall make all necessary arrangements to take delivery of the goods on the day notified by the company for delivery.
The company must be advised in writing by recorded delivery of any defects as soon as they are discovered by the buyer who shall be deemed to have accepted the goods if they have not been rejected on or before the seventh day after delivery. The buyer shall not be entitled to reject the goods in whole or in part thereafter.
5. Title and risk
The goods shall be at the risk of the buyer following delivery and, not withstanding delivery, title in the goods shall not pass to the buyer until the buyer has made payment of all sums owing to the company failing which the company shall have the right to repossess or otherwise recover the goods. Until title passes the buyer shall hold the goods as bailee for the company and shall store or mark them so that they can at all times be identified as the goods of the company.
6. Limitation of liability
6.1 Save in respect of personal injury or
death due to and negligence, the company shall not be liable to
6.2 Without prejudice to condition 6.1 the company shall not be liable to the buyer or any third party for
7. Set off and counterclaim
The buyer may not withhold payment of any invoice or other amount due to the company by reason of any right of set up or counterclaim which the buyer may have or allege to have or for any reason whatsoever.
8. Force Majeure
The company shall not be liable for any default due to any circumstances beyond the reasonable control of the company including, but not limited to, acts of God, war, civil unrest, riot, strike, lock-out, acts of civil or military authorities, fire, flood, earthquake or shortage of supply.
9.1 If any term or provision of these
conditions is held invalid, illegal or unenforceable for any
9.2 The company may without the consent of the buyer sub-license its rights or obligations or any part of
9.3 The headings in these conditions are for ease of reference only shall and shall not effect the Interpretation of any of the conditions
Not withstanding any other provision of this agreement, noting herein shall confer or is intended to confer a benefit on any third part for the purpose of the contract (rights of third parties) Act 1999 or for any other purpose.
11. Entire Agreement
Each of the third parties agrees that save in respect of statements made fraudulently it shall have no remedy in respect of any untrue statement upon which it relied in entering this Agreement and that it's only remedies shall be fro breach of contract.
12. Governing law and jurisdiction
The laws of England and Wales shall govern this agreement and the third parties hereby submit to the non -exclusive jurisdiction of the courts of England and Wales.