Conditions Of Sale
4.3 Unless we agree otherwise in writing, all delivery dates are estimated dates which we will use reasonable endeavours to achieve. We may deliver the goods to you in advance of any agreed or estimated delivery dates if we give you reasonable prior notice of early delivery.
4.4 If you fail to take delivery of the goods or to give us sufficient instructions to enable us to deliver them, then we may:-
4.4.1 Store the goods at your risk until actual delivery and charge you for the additional costs which we may incur as a result of your failure or
4.4.2 Invoice you for the goods and upon not less than three working days notice to that effect sell the goods at the best price reasonably obtainable. If we do that then you are to pay us the amount of the invoice and the reasonable costs of storage and sale minus the proceeds of sale (which we may use towards settlement of the invoice) or
4.4.3 Cancel the relevant supply agreement
4.5 If we deliver the wrong, or damaged, goods to you then you are to notify us within forty eight hours of delivery giving us full details of the damaged or incorrect goods. We will accept returns of such damaged or incorrect goods notified to us in writing within the relevant time period and will give you the option of a refund or replacement goods. Refunds or replacements claimed outside of the relevant time period will be at our discretion. We will collect the damaged or incorrect goods from your premises.
4.6 You are to notify us in writing of non delivery of part of a consignment within five working days of the delivery of the remainder of that consignment and of non delivery of the whole of a consignment within five working days of the date upon which delivery was scheduled to take place. If you notify us of non delivery within the stated time limits then we will give you the option of a credit or a further delivery of the missing goods. If you do not notify us within the stated time limits then we shall not be liable to you for non delivery.
4.7 UKL Ltd. will not accept returned garments that have been processed or decorated in any way.
5. Risk property and insurance
5.1 All risk in the goods (including their loss or destruction) will pass to you:-
5.1.1 Immediately upon the date when delivery takes place (or would have taken place but for your act or default)
5.1.2 Immediately upon the goods leaving our premises(if we are to deliver them to a third party at your request)
5.1.3 Immediately upon the goods having been posted (if we are to deliver the goods by post)
5.2 The property in and title to the goods will not pass to you until we have received payment in full of all amounts due to us in respect of the goods and of all amounts due in respect of other goods previously delivered and invoiced to you
6. Warranties and Conditions
6.1 We undertake that the goods will, in all material respects, comply with any general description which we may have submitted to you, will be of satisfactory quality and reasonably fit for the purpose for which they were manufactured subject to normal usage. Unless specifically stated otherwise, all garments are for leisure, and not sports, use
7. Exclusion / limitation of our liability to you
7.1 With the exception of death or personal injury caused by our negligence (for which there will be no limitation) our liability to you is plc to the invoice value (not including VAT) of the goods which fail to comply with the express undertaking given in condition 6 above. You agree that, in return for the undertakings given in condition 6 all warranties representations guarantees conditions and other terms which would be implied into a supply agreement by law are excluded.
7.2 We will not be deemed to be in breach of this supply agreement if we are unable to comply with our contractual obligations because of any event or circumstance which is in any way wholly or primarily beyond our control or not due to our act or default and in any such event or circumstance we will be entitled to extend the time for complying with our obligations under a supply agreement by a reasonable time and (if we are still not able to comply with our obligations after such reasonable extension) either of us may thereafter terminate the supply agreement in question by written notice to the other
7.3 We will not be liable to you for loss of profits or of a market or for any type of special indirect or consequential loss.
8. Intellectual property rights
8.1 All copyrights trademarks patents and other industrial or intellectual property rights which may arise as a result of, or be displayed or incorporated in, any written or printed material or any brochure which we may produce either our property or that of third parties and is not to be reproduced used or exploited in any manner whatsoever. You will indemnify us from and against all costs claims and liabilities which we may suffer incur as a result of you using reproducing or exploiting any such industrial or intellectual property rights without the consent of the proprietor
9. General matters
9.1 A supply agreement shall be governed by the Laws of England and shall be subject to the exclusive jurisdiction of English Courts of Law
9.2 A working day is any day from Monday to Friday except for Good Friday Easter Monday Christmas Day and any statutory bank or public holiday.
9.3 We both agree that these terms and conditions strike a reasonable balance between our respective interests. If any of these terms and conditions shall be invalid or unenforceable for any reason then that shall not affect the validity of the remainder of these terms and conditions which will remain in full force and effect but as if any such invalid or unenforceable term or condition had never formed part of it.
UKL Ltd. shall grant the facility of a credit account on receiving two satisfactory trade references and a bank reference. We will also consider, where appropriate, occassionally searching your record at credit reference agencies.
1.Agreement
1.1 These terms and conditions
form the basis of the legal agreement (supply
agreement) under which we, UKL Ltd (Company Number 2487104) will supply to you
goods and items (goods) which you have
ordered from us and we have agreed to supply to
you.
1.2 Each order will constitute
a separate supply agreement between us.
1.3 A supply agreement is made
only upon these terms and conditions. No additional,
or alternative, terms or conditions will apply to
a supply agreement unless we and you, between us,
through our authorised representatives, agree otherwise
in writing.
1.4 We will be entitled to cancel
a supply agreement at any time if you have exceeded
or will (as a result of the supply agreement in
question or otherwise) exceed your authorised credit
limit with us, or if any invoices rendered to you
for goods previously supplied are overdue.
2.Specification of goods
2.1 All descriptions and other
details provided in relation to goods are subject
to confirmation by us and may be changed without
notice. All sizes are approximate to fit
sizes and are given as a general guidance only.
Colours, shades, materials and sizes of goods may
vary to a minor extent from those illustrated.
2.2 All goods are subject to availability.
We may cancel a supply agreement, or offer suitable
alternative items, if the goods ordered are out
of stock or no longer available.
2.3 We will rely upon your orders
being correct in entering into a supply agreement
and reserve the right to refuse to take back goods
which are ordered in error or are no longer required.
Any such goods returned to us by agreement must
be returned to us within thirty working days of
agreement, undamaged unmarked and unused. You are to pay us a handling charge equivalent to 10% of the invoice value or £15 (which ever is the greater) of the returned goods, plus VAT.
Returns shall not exceed more than 4% of your annual turnover.
3. Prices and payment
3.1 The price for the goods (the
contract price) shall be the price or prices
specified by us in any relevant quotation tender
or estimate or (if there is no such quotation tender
or estimate) shall be the price or prices specified
in our price list current at the date of order.
We reserve the right to revise our prices at any
time without prior notice.
3.2 Unless we expressly state otherwise
in writing, all prices are ex-works and are exclusive
of carriage postage packaging insurance value added
tax and any levy or other tax which may be payable
in respect of the goods. The contract price will
be inclusive of carriage for orders of £250
or more( not taking into account VAT) to be delivered
within England Wales or Scotland (mainland
UK). Otherwise carriage will be charged at £6.85 plus VAT per delivery within England Wales or Scotland (?mainland UK?) and £8.75 to Ireland and postage will be charged at £2.50 plus VAT per postal packet. We reserve the right to revise these charges at any time.
3.3 You are to pay the contract
price plus carriage postage and any other ex works
items specified in the invoice within thirty days
after the relevant invoice has been sent to you.
Payment is to be made in full in pounds sterling
in cash or in cleared funds without deducting or
setting-off any amounts which we may owe to you.
3.4 We will be entitled to charge
you interest at 3% above the base rate from time
to time of Barclays Bank Plc (or such other clearing
bank as we may nominate to you in writing) on all
amounts payable by you under a supply agreement
which are not paid when due from the time when those
amounts first became payable up until the time when
they are paid in full and whether that is before
or after a court judgement.
3.5 Any payments received from
you for goods supplied may be appropriated by us
and applied towards discharging any amounts owed
to us by you in respect of any goods previously
supplied where payment is overdue and if so applied
will not be deemed to have been received for the
goods for which those amounts were tendered.
3.6 If you pay by credit, we reserve
the right to make an additional charge to cover
any additional administrative expense which we may
thereby incur.
3.7 UKL Ltd shall grant
the facility of a credit account on receiving two
satisfactory trade references and bank references.
We will also consider where appropriate from time
to time, searching your record at Credit Reference
Agencies
4. Delivery and/or collection
4.1 Delivery of the goods will
be deemed to have taken place :-
4.1.1 Upon you collecting them from
our premises, which you must do within two working
days after we notify you that the goods are ready
for collection (if the goods are to be collected
by you). Collection times are between 9am and 5pm
on a working day (when the order has been placed
at least 2 hours prior to collection)
4.1.2 Immediately upon us delivering
the goods to any agreed or usual place for delivery
(if we are to deliver the goods)
4.1.3 Immediately upon us posting
them (if we are to deliver them by post) You must accept delivery of all goods which are
in good condition and which are as ordered.
4.2.1 If we are to deliver the goods
to you (other than by post) within mainland UK then
we will arrange for delivery to be made to the agreed
or usual place of delivery by 12.00 noon on the
next working day following the date of order (if
the order is placed before 4.30 pm on the previous
working day) and otherwise by 12.00 noon on the
next but one working day. If delivery of an order
under £250 (not taking into account VAT) is
not made by the relevant deadline then we will credit
you with the cost of carriage.
4.2.2 If we are to deliver the goods
to you by post then we will post them to you by
first class post on the day of order (if ordered
before noon that day) and otherwise on the next
working day
4.2.3 If we are to deliver the goods
to a non mainland UK address then we will use all
reasonable efforts to deliver within two working
days after the date of order