Terms and Conditions of Sale

Terms and Conditions of Sale

DEFINITIONS

The Buyer: the person, firm or company who purchases Goods from

the Company. The Company: Carl Kammerling International Ltd. Goods:

All items or services which the Company is to supply to the Buyer.

CONDITIONS

All orders are accepted by the Company subject to and in accordance with the following Conditions of Sale. All orders accepted by the Company are deemed to be under these Conditions and to the absolute exclusion of all other terms and conditions (including any which the Buyer purports to apply under any purchase order, confirmation of order, specification or other document). Each order or acceptance of a quotation for Goods by the Buyer from the Company shall be deemed to be an offer by the Buyer to buy Goods subject to these Conditions.

The sub-headings of these Conditions are for ease of reference only.

PRICES

Goods are invoiced at prices ruling on date of despatch and orders

are accepted only on that basis. Prices are correct at time of printing.

The Company reserves the right to change prices without prior notice.

Any quotation given by the Company shall not be binding until the

Company dispatches an acknowledgement of order to the Buyer.

Any quotation is valid for a period of 30 days only from its date, provided that the Company has not previously withdrawn it.

Promotional orders will be delivered in a single delivery to the customer’s normal trading address unless the Company decides to do otherwise.

DESPATCH OF GOODS AND DELIVERY

(a) UK: Free on orders of £80 net value of Goods when despatched to Buyers premises in UK mainland or Isle of Wight by the Company’s normal method of carriage. Northern Ireland, Channel Islands, all UK offshore islands and any non-standard delivery addresses (i.e. not Buyer’s own normal delivery address), delivered free of carriage on orders of £130 net value. When a special method of delivery is requested e.g. post, Parceline a.m. service, airfreight, Datapost etc., then carriage will be charged in full regardless of order value.

(b) Export: For details of freight & insurance, minimum order value and carriage, ask the Buyer’s usual sales contact at the Company.

(c) Any dates specified by the Company for delivery of Goods are intended to be an estimate only and time for delivery shall not be of the essence.

(d) The Company may deliver the Goods by separate instalments and each separate instalment shall be invoiced and paid for in accordance with these Conditions.

(e) A charge will be made for any customer specific despatch documentation required.

PACKING

Cases and cartons are free and non-returnable.

TERMS OF PAYMENT

(a) UK: All Goods supplied shall be paid for within 25 days from the end

of the calendar month in which they are invoiced by the Company.

(b) Export: For details please ask the Buyer’s usual sales contact at the Company.

(c) Time for payment shall be of the essence.

(d) No payment shall be deemed to have been received until the Company has received cleared funds.

(e) Non-compliance with the Company’s terms of payment shall constitute default without reminder. In case of default the Company may charge interest at the rate of one and a half percent per month from the date upon which the payment falls due until payment is made. In the event that the Buyer shall fail to fulfil the terms of payment in respect of any invoice the Company may in its sole discretion demand payment of all outstanding balances whether due or not, cancel all outstanding orders and/or decline to make further deliveries except upon receipt of cash or satisfactory security. The Company reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.

(f) The Buyer shall not be entitled to withhold or set off payment of Goods delivered by virtue of any debt claim or allegation.

(g) Where any prices quoted are exclusive of VAT, VAT shall be payable in addition (where applicable) at the prevailing rate.

(h) The Company reserves the right to operate a minimum invoice charge.

(i) The Company reserves the right to operate a percentage deposit charge.

PASSING OF RISK

The risk in the Goods shall pass to the Buyer when the Company delivers the Goods in accordance with the terms hereof to the Buyer or other person to whom the Company has been authorised by the Buyer to deliver the Goods whether expressly or by implication and the Company shall not be liable for the safety of the Goods thereafter and accordingly the Buyer should insure the Goods thereafter against such risks as may be commercially prudent.

RESERVATION OF PROPERTY AND RIGHTS OF DISPOSAL

(a) Until payment by the Buyer in full of the price for the Goods and any other monies payable to the Company:

(i) The Goods shall remain the sole and absolute property of the Company as legal and equitable owner.

(ii) The Buyer shall hold the Goods solely as a fiduciary for the Company and shall store the Goods separately from his own Goods or those of any other person and in a manner which makes them readily identifiable as the Goods of the Company and shall hold the proceeds of sale of the Goods in trust for the Company and shall keep them at all times identifiable as the Company’s monies and shall not mingle them with other monies or pay them into an overdrawn bank account.

(iii) The Buyer shall insure the Goods against all normal commercial risk to their full replacement value with an insurance company of repute.

(iv) The Buyer’s right to possession of the Goods shall terminate immediately if the Buyer has a bankruptcy order made against it, or makes an arrangement or composition with its creditors or otherwise takes the benefit of any statutory provision for the time being in force for the relief of insolvent debtors or (being a company) convenes a meeting of creditors (whether formal or informal), or enters into liquidation (whether voluntary or compulsory) except a solvent voluntary liquidation for the purpose only of reconstruction or amalgamation, or has a receiver and/or manager, administrator or administrative receiver appointed, or a resolution is passed or a petition presented for the winding up of the Buyer or for the granting of an administration order or any proceedings are commenced relating to the insolvency of the Buyer.

(b) The Buyer shall be deemed not to have paid the Company for Goods in the possession of the Company at any time unless the Buyer can prove that payment has been received by the Company.

(c) At any time prior to the payment in full of the price and other monies payable to the Company in respect of the Goods the Company or its agents may enter the premises of the Buyer and take possession of any Goods of which the Company is the owner and remove and dispose of them as the Company sees fit and the Buyer gives the Company an irrevocable licence to enter upon its premises for such purpose.

(d) The Company shall be entitled to recover payment for the Goods even though ownership has not passed from the Company.

(e) Any merchandisers and merchandising sundries supplied by the Company remain the property of the Company and can be recalled at any time.

CARL KAMMERLING INTERNATIONAL GUARANTEE AND WARRANTY

All products are provided with a guarantee against faulty materials and/or workmanship.
Carl Kammerling offer the following manufacturers guarantee to end users that purchase goods from the buyer:

Brand:

CK Tools                12 months

CK Classic              12 months

CK Magma             12 months

Avit                      12 months

Jokari                   12 months

Kasp                     120 months (10 years) some product exceptions apply (12 months guarantee applies on all electronic security products).

Any faulty products will be replaced or repaired free of charge at the discretion of the Company in accordance with the relevant guarantee if found to be faulty, unless the fault is due to wear and tear, misuse or careless handling, accident or neglect and provided:

- the products are returned immediately to the Company at the Buyer’s cost;

- proof of purchase within the guarantee period is provided;

- the reason for the return is clearly stated.

This guarantee is in addition to and in no way prejudices your contractual or statutory rights.

The Company is not liable for the following: Any direct consequential loss or damage of anything whatsoever (including, without limitation, loss of profits, revenue or contracts, pure economic loss or similar loss) or for any damage to or destruction of any property, injury to or death of any person, except to the extent that such injury or death is caused by the negligence on the part of the Company or its employees; costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused by the Company’s negligence) any Goods which have been repaired or altered in any way, any Goods which have been subject to accident or damage or which have been maintained, stored or used improperly; unsuited, inappropriate and faulty application or treatment, normal wear and tear due to use.

All samples, drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions or illustrations contained in the Company’s catalogues or brochures are issued for guidance purposes only to give an approximate idea of the Goods described in them and do not form part of these Conditions.

CLAIMS

THE BUYER IS REQUIRED TO NOTIFY THE COMPANY BY TELEPHONE AND THEN CONFIRM IN WRITING REGARDING:

(a) NON DELIVERY

To the Company within 3 days of receipt of invoice which is sent to the Buyer on the day following dispatch of Goods.

(b) SHORTAGES

To the Company immediately.

(c) PILFERAGE AND DAMAGE

To the Company and its carriers within 24 hours of receipt of Goods. Carriers’ sheet to be endorsed with details of open or damaged cartons.

IT IS EMPHASISED THAT DELAY BY THE BUYER MAY CAUSE THE COMPANY’S CLAIM TO BE REJECTED BY THE CARRIERS. IN THIS EVENT THE COMPANY WOULD NOT ACCEPT ANY RESPONSIBILITY FOR LOSS.

(d) INVOICE QUERIES

To the Company within 30 days of receipt of invoice.

(e) The Company shall not be liable for any non-delivery of Goods (even if caused by the Company’s negligence) unless the Buyer has so notified the Company in accordance with the above provisions.

(f) Any liability of the Company for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note against any invoice raised for such Goods.

LIMITATION OF LIABILITY

(a) Subject to the provisions of paragraph (b) of this Condition it is expressly stipulated that in the event of any claim on any ground being made by the Buyer against the Company in respect of the Goods or any matter arising from or in relation to the contract relating thereto the liability the Company shall be limited (in respect of each claim or series of connected claims) to the invoice value of the Goods and under no circumstances shall the Company be under any further liability to the Buyer whether for loss of profit or for any direct or consequential loss howsoever arising.

(b) Notwithstanding any provisions herein contained nothing in these Conditions shall operate or be construed as operating to exclude or restrict any liability of the Company for death or personal injury resulting from the negligence of the Company.

(c) Whilst every care is taken in handling Goods by the Company’s employees liability is excluded for any damage to such Goods by any cause whatsoever.

(d) On electrical devices liability is excluded for any unforeseen circumstances brought about by power failure or spiking (not notified to the Company before installation of the equipment).

RETENTION OF DOCUMENTS

The Company will retain all documents relating to orders etc. for a maximum period of 2 years.

RETURNS

Goods supplied correctly to Buyer’s order cannot be accepted for return or exchange unless by prior agreement in writing and a minimum 10% handling charge will be made.

SPECIFICATION

Due to the Company’s policy of continuous improvement it reserves the right to alter specifications without prior notice. The Company also reserves the right to substitute items which have been discontinued or improved with the replacement model.

PREVIOUS CONDITIONS

If at any time one or more of the above conditions becomes in whole or in part invalid, illegal or unenforceable in any respect under any law the validity, legality and enforceability of the remaining provisions thereof and of the other Conditions herein shall not in any way be affected or impaired thereby.

STANDARD QUANTITIES

The column headed ‘box qty’ in the catalogues and price lists indicates the number of items contained in outer cartons. The Company reserves the right to amend the Buyer’s order quantities to the nearest outer carton quantity.

FORCE MAJEURE

The Company reserves the right to defer the date of delivery or to cancel any order for Goods or to reduce the volume of Goods delivered without liability to the Buyer if it is prevented from or delayed in the carrying on of its business due to circumstances beyond its reasonable control, including (without limitation), acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 3 months, the Buyer shall be entitled to give notice in writing to the Company to cancel the order.

GOVERNING LAW

All contracts shall be governed by English Law. In the event of any dispute whether of interpretation or otherwise or as the liability either of the Company or the Buyer arising out of the sale, use or operation or failure to operate the Goods or of any part thereof the same shall be determined by English Courts of Law to whose jurisdiction the Company and the Buyer hereby submit.

GENERAL

(a) Each right or remedy of the Company under these Conditions is without prejudice to any other right or remedy of the Company, whether under these Conditions or otherwise.

(b) Failure or delay by the Company in enforcing any provision of these Conditions shall not be construed as a waiver of any of its rights under these Conditions.

(c) Any waiver by the Company of any breach of, or any default under, any provision of these Conditions by the Buyer shall not be deemed a waiver of any subsequent breach or default and in shall no way affect the other terms of these Conditions.

(d) It is not intended that the any term of these Conditions shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by anyone other than the Buyer and the Company.

 

© 2017 Copyright Carl Kammerling International Ltd.