Terms & Conditions
1.2. In these Conditions
references to any statute or statutory provision shall, unless the context
otherwise requires, be construed as a reference to that statue or statutory
provision as from time to time amended, consolidated, modified, extended, re-enacted
1.3. In these Conditions references to the masculine includes the feminine and
the neuter and to the singular includes the plural and vice versa as the
context admits or requires.
1.4. In these Conditions headings will not affect the construction of these
2. APPLICATION OF TERMS
2.1. Subject to any variation under conditions 2.3
the Contract will be on these Conditions to the exclusion of all other terms
and conditions (including any terms or conditions which the Buyer purports to
apply under any purchase order, confirmation of order, specification or other
2.2. These Conditions apply to all the Company’s sales and any variation to
these Conditions and any representations about the Goods shall have no effect
unless expressly agreed in writing and signed by a Director of this Company.
2.3. No order placed by the Buyer, shall be deemed to be accepted by the
Company until the Company delivers the Goods to the Buyer. The Buyer must
ensure that the terms of its order and any applicable specification are
complete and accurate.
2.4. Any quotation is given on the basis that no contract will come into
existence until the Company dispatches the Goods to the Buyer or sent written
acknowledgement of order (which ever is earlier) Any quotation is valid for a
period of 14 days only from its date, provided that the Company has not
previously withdrawn it.
2.5. Applying for credit facilities or placing an order with the Company is
taken as authorisation for the Company to approach third parties for credit
2.6. The Company may assign this contract, or any claims arising therefore, to
third parties without the buyers consent.
2.7. The provisions of S35(A) of the Sales of Goods Act 1979 as amended, shall
not apply to the contract expect where the buyer deals as a consumer within the
meaning of section 12 of the Unfair Contract Terms Act 1977.
3.1. Although every effort has been made to ensure
that the illustration, price, description, measurements and specification of
goods are correct, such information is published for the sole purpose of giving
approximate idea of the goods represented by a description in them. They will
not form part of the contract and this is not a sale by sample. Where any such
details are important the Buyer should themselves verify the information in
writing, before placing an order. The company reserves the right to modify or
vary the design, specification or finish of any products without notice.
4.1. Delivery will be deemed to have been effected
when the goods are delivered to the Buyers requested delivery address.
4.2. Time of delivery is not of the essence
4.3. The company shall not be liable for any loss whatsoever or however arising
caused by its non delivery (or by the future to make goods ready for
collection) on the due date.
4.4. The company reserves the right to make delivery by installments and to
render a separate invoice in respect of each installment and such invoice shall
be payable as in clause 14.1
4.5. When delivery is by installment or if there is a delay in the delivery of
any one or more installments for whatever reason, This will not entitle the
Buyer to cancel or terminate any one contract relating to an installment or
entitle the Buyer to treat the contact as repudiated or to damages.
4.6. Delivery (unless otherwise agreed in writing) will be as closely and safely possible to the door (ground
floor only where possible) UK mainland. Delivery does not include going on the
premises, negotiating stairs or lifts, unpacking, positioning or assembling
items. The Buyer needs to ensure that all products will fit through doorways
and onto premises, the Company will not accept responsibility if it will not
fit. Any carriage charges caused by aborted delivery are the Buyers
4.7. Subject to the other provisions of these Conditions the Company will not
be liable for any direct, indirect or consequential loss (all three of which
terms include, without limitation, loss of profits, loss of business, depletion
of goodwill and like loss), costs, damages, charges or expenses caused directly
or indirectly by any delay in the delivery of the Goods (even if caused by the
4.8 Where delivery is refused by the Buyer or is delayed, suspended or made by
installments at the request of the Buyer or where the company is unable to
deliver the goods due to circumstances beyond its control, the company on
giving notification of the readiness to deliver shall be entitled to treat the
contract as fulfilled and place the goods into storage, Delivery will then be
deemed to have taken place for invoicing and payment as in clause 12 and the
passing of risk 10. The Company as the Buyers request shall and in the event
may arrange insurance covering the major perils endorsing its own interest. The
cost of storage and any insurance of the goods shall be for the buyers account.
Storage shall be charged at 4% of invoice value for each completed month.
4.9 The Buyer or its agents must examine the goods upon delivery before signing
the delivery note and accepting the goods. Any damage must be noted on the
carrier’s delivery note at time of delivery otherwise claims cannot be
entertained. The company does not accept signing the note as “unchecked” The
Company cannot be responsible for any goods damaged due to carriage damage if
noticed after the note as been signed. The buyer must check first. Damage must
be written clearly on the courier’s delivery note. Reports of the damage must
be reported in writing within 24 hours to our company.
4.10. For off shore and remote areas including Northern Ireland, Highlands,
Isle of Man, Isle of Wight, Channel Islands, Alderney and Scottish Islands a
supplementary delivery cost may apply, Postcodes Include: AB30 - AB39, AB41 -
AB45, AB51 - AB56 -BT1-94-FK19 - FK21-GY1 - GY9-HS1 - HS9-IM1 - IM9, IM99, IV1
- IV28, IV30-32,36,40 IV41-49,IV51-56, IV63-JE1 - JE4-KA27-28, KW2-3,KW5-9,KW
10-17-PA20- PA38, PA41 - PA49, PA60 - PA78, PH1,PH5-PH26, PH30-44,PH49-50, PO30
- PO41-SR1 - SR9, SR43, SR88-TR21 - TR25-ZE1 - ZE3
5.1. The company will carry out installation in a
workmanlike manner and to the best of its ability, but shall not be liable for
any damage caused to persons or property in or about the premises caused by
reasons beyond the control of the Company or employees.
5.2. If, after delivery, but before completion of the installation, damage to
or destruction of any part of the equipment on site occurs, arising from any
accident, theft or malicious intent or from war, fire or any cause beyond the
Company's control the Company shall make good the damage or destruction and
will make an extra charge to the buyer in respect thereof which the buyer must
pay. The extra charge will be calculated in accordance with the Company's
standard charges and terms. If further work shall be impractical the buyer
shall pay for the equipment and labour already supplied, and the contract shall
be at an end.
5.3. The buyer shall be solely responsible for the cost of protecting the
equipment from damage or destruction after delivery, howsoever caused.
5.4. The Company accepts no liability arising from or contributed to by the
fixing of equipment by the Buyers or by contractors employed by them or from
placing on equipment of articles of excessive weight.
5.5. The Company will not accept any liability or claim for the loss of
contents arising from malfunction of the equipment supplied.
5.6. The company's quotation does not include the following:
5.6.1 Any electrical wiring, plumbing, building works, making good, or any
materials or services not specifically mentioned in the quotation.
5.6.2 Any casual labour, costs of hiring, lilting or handling equipment or
scaffolding required to convey goods supplied to site.
5.6.3 Cost of lighting, power, heating and water required during erection and installation
of the equipment at site.
5.6.4 Any insurances payable relating to the above.
The above items are to be provided and paid for by the Buyer.
5.6.5Notwithstanding any agreed date under clause 4.3. The Company shall not be
liable for loss or damage arising from delays in delivery resulting from acts
of God, Government orders, strikes, war or delay in delivery of manufacturing
material, or any circumstances beyond the Company's control. None of these
events shall entitle the buyer to cancel the contract, and the delivery date
shall be extended accordingly.5.6.5The Buyer should cover the equipment being
delivered for fire and theft even it the goods are on short term loan or hire
6. WAREHOUSE AND
6.1. Risk in the goods passes to the Buyer upon
7.1. The quantity of any consignment of Goods as
recorded by the Company upon dispatch from the Company’s place of business
shall be conclusive evidence of the quantity received by the Buyer on delivery
unless the Buyer can provide conclusive evidence proving the contrary.
7.2. The Company shall not be liable for any non-delivery of goods (even if
caused by the Company’s negligence) unless written notice is given to the
Company within 24 hours of the date when the Goods would in the ordinary course
of events have been received.
7.3. 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 at the pro-rata contract rate against any invoice raised for such goods.
7.4. If any goods received by the Buyer have been damaged upon delivery, the
Buyer must inform the Company of such damage in writing within 24 hours( refer
to clause 4.9)
7.5. For large machinery or refrigeration, where a delivery attempt has been
made and failed due to buyer error, a subsequent delivery charge may be
8.1. Goods are not supplied on a sale or return basis.
8.2. No cancellation by the Buyer is permitted except where agreed by the
company in writing within 7 days from date of delivery. Any administration
costs will be the responsibility of the Buyer. The Buyer will in the event of
agreed cancellation in accordance with the following namely:
8.2. a charge of 25% of the invoice value will be charged plus any carriage
charges incurred by the company at the time of cancellation.Provided that the
goods are returned at the buyer’s expense in an agreed time, in the same
condition unused and in the original packaging. Any cancellation agreed by the
Company as a cancellation will be issued in writing a return authorisation
number. Any goods returned that do not display an agreed authorisation number
will be rejected by the company. Goods made on a made to measure basis ( most
of our coldrooms are made to measure) will not be accepted for a return.
9.1. For leasing terms the Buyer must consult the
Terms and Conditions of The Leasing Company.
10. RISK AND TITLE
10.1. Although title to Goods remains with the
Company until paid for, they shall be at the Buyers risk from the time actual
delivery and the Buyer shall insure them against loss and damage accordingly,
and in the event of such loss or damage shall hold the proceeds of such
insurance on trust for the Company.
10.2. The Buyer’s right to the possession of the Goods shall cease if:
10.2.1. The Buyer has not paid for the Goods in full by the expiry of any
credit period given.
10.2.2. The Buyer is declared bankrupt or makes any proposal to The Buyer
creditors for compensation or other voluntary arrangement; or
10.2.3. A receiver, liquidator or administrator is appointed in respect of the
Buyers business. On cessation of the Buyers right to possession of the Goods in
accordance with this clause, the Buyer shall at the Company’s request and at
the Buyers own expense, make the Goods available to the Company and allow to
repossess them. If the Buyer fails to do so forthwith, we shall be entitled at
any time to enter the Buyers premises or the premises of any third party where
the Goods are stored and repossess the Goods.
11.1. The Company reserves the right to change the
advertised price at any time
11.2. Unless otherwise stated all prices are for the cost of the goods alone ex
works exclusive of VAT.
11.3. All prices quoted are based on the Company's standard production
drawings. The Buyer may request reasonable variations to the agreed
specifications and drawing but such variations must be approved by the Company
in writing, and any extra cost arising to the Company there from shall be
charged in addition to the quoted price. Under no circumstances may the Buyer
instruct the Company's workmen to carry out variations without such consent.
The company will not be liable for any damage of whatsoever nature arising from
these instructions being ignored.
11.4. An extra charge above the price quoted will be made if the site where the
equipment is to be installed is not ready, level, cleared, or easily accessible
to normal transport on a ground floor site. It is the buyer's sole
responsibility to obtain all necessary permissions and consents for an
installation which may be required by Law or by third parties.
11.5 Should the Company incur any extra cost due to lack of instructions,
overtime working, abortive deliveries, suspension of the work, or delays caused
by others, such extra cost will be added to the contract price and accordingly
paid by the Buyer.
11.6 In addition to the prices stated herein the Buyer may be required to pay
or reimburse the Company for any tax (except Income or Corporation tax) which
may now or hereafter be imposed by any taxing authority in respect of the goods
and services contracted for. In the event that the company shall be required to
pay such tax, the Buyer shall reimburse the Company for such payment.
11.7 The cost for collection and disposal of obligatory electrical items as
specified in the WEEE directive, is not included in the selling price. However
upon request at the end of product life, collection and disposal can be
arranged for a fee. When ordering like for like replacements, if disposal of
the old unit(s) is required the product must be unplugged/disconnected from
power supply, empty and in a reasonable state for transportation, Items(s) must
be ready for collection at time of ordering replacement(s).
12. TERMS OF PAYMENT
12.1. All sums become due and payable under these
terms and conditions Thirty (30) days from date of invoice to approved account
holders only. To Non account holders, goods will only be released on receiving
12.2 Time for payment shall be of the essence.
12.3. No payment shall be deemed to have been received, until the Company has
received cleared funds.
12.4 All payments shall be due without any deduction whether by way of set off
counter claim, discount, abatement or otherwise unless the buyer has a valid
court order requiring an amount equal to such deduction.
12.5. If the Buyer fails to pay the Company any sum due pursuant to the
Contract, the Buyer will be liable to pay interest to the Company of such sum
from the due date for payment at the annual rate of 2% above the base lending
rate of Natwest Bank Plc, accruing on a daily basis until the payment is made,
whether before or after any judgment, together with all direct expenses
incurred in attempting to collect amounts outstanding. The company reserves the
right to claim interest under the Late Payment Of Commercial Debts (interest)
12.6 Credit Facilities may be revoked at the absolute discretion of the
Company, all outstanding balances will be payable immediately.
12.7. All unpaid cheques returned by the bank will have an Administration fee
of £25.00 levied to the account.
12.8 Full, legal and beneficial ownership shall not pass to The Buyer until The
Company has received cleared funds for all monies due.
12.9 Until such time that the full ownership passes to The buyer, goods should
be identified as the property of The Company, be stored separately from goods
owned by The Buyer, and must be properly stored, protected and insured.
12.10 The company serves the right at any time at its discretion to demand
security for payment before continuing with or delivery of any order.
13.1 The warranties referred to shall not apply to the goods where the goods
are exported to or installed in countries outside the United Kingdom. The
warranty applies to U.K. Mainland only. It does not apply to goods that have
not been paid for in full.
13.2 Goods supplied by the Company are guaranteed in accordance with the terms
of the manufacturer’s warranty provided unless otherwise stated on the buyers
13.3 Warranties will not apply to wear and tear, or if a product has been
damaged, misused, or altered in any way, or if the goods have been
disassembled, partly used or the seals or labels have been removed or tampered
with. Warranties exclude perishable parts such as door seals, light bulbs and
non mechanical electrical parts including handles, feet & hinges are
excluded from the warranty. The warranties will not include goods that have
been damaged by fire, water or smoke, or have exceeded their warranty period,
or are sterile and or/disposable. This also applies where a machine has not
been properly maintained, including cleaning and de-scaling where applicable.
13.4 Any defect or suspected defect must be notified to the Company in writing
within 14 days of receipt of delivery.
13.5 The warranty does not apply to grade B products or second hand products
supplied hereunder or to damage to any part caused by overloading, abuse,
misuse, tampering, neglect or accident or putting to use other than normally
recommended by the Company.
13.6 Warranties exclude the loss of food or contents of the equipment and or
any claim in excess of the contract price or to any damage caused by the
buyer's failure to notify the Company of a defect.
Or if the defect arises because the Buyer failed to follow the Company’s oral
or written instructions as to the storage, installation, commissioning, use or
maintenance of the Goods or (if there are none) good trade practice; or the
Buyer alters or repairs such Goods without the written consent of the Company.
13.7. This warranty is in lieu of all other warranties expressed or implied,
including any implied warranty of merchantability or fitness for a particular
purpose, and in no event shall the Company be liable for consequential loss or
13.8 The Company warranties as follows:
13.8.1 1 Year Part Replacement Warranty The warranty is limited to the free
replacement of spare parts only. Excludes the payment of removal or
installation charges of warranted parts. Defective parts must be returned to
the company by the buyer and at their own cost within 14 days from the supply
of a new replacement part. Failure to return any defective parts within the
time limit will result in the company issuing the full charge of the part sent.
The company at any time may ask for a deposit prior to dispatch of the new
13.8.2 Back To Base Warranty where the warranty on certain goods requires the
item to be delivered to the workshops for repair, the arrangement and cost of
which is the responsibility of the buyer. It is advisable on returning the
goods that they are sent recorded delivery. The company will not take
responsibility of any damage or loss during transit. Machines returned for
repair in warranty where it is found that the machine has been abused, or has
not been used as it was designed, will be charged to the buyer.
13.8.3 Parts & Labour Warranty Where “a parts & labour “warranty is
given, the goods are repaired by a qualified person appointed or agreed by the
company and the buyer and the cost of such repairs is agreed before hand by the
company in writing. All warranty call outs from the buyer are accepted on the
basis that they are valid and covered by the manufactures warranty. Any charges
levied in respect of abortive visits or for work deemed by the manufactures not
to be valid under the terms of the manufactures warranty shall be recharged,
including all charges due to incorrect installation (where installation was not
provided by the company). Such charges will be invoiced to the buyer to whom
the company supplied and invoiced the equipment concerned. Warranty claims only
cover defects caused by faulty manufacturer, materials or workmanship. It does
not cover defects caused by unsuitable storage conditions or processing,
abnormal use, misuse or neglect or installation by unauthorized or unqualified
personnel. The company shall be under no liability whatsoever to the buyer or any
indirect loss and/or expense (including loss of profit, revenue, business,
goodwill) suffered by the company howsoever arising whether by act or defect of
the company or otherwise. All warranties and conditions whether implied by
statue or otherwise are excluded from this contract to the extent permitted by
law provided that nothing in this contract shall restrict or exclude liability
for death or personnel injury caused by the negligence of the seller. No
liability of any kind is accepted for any oral representation of any kind by
the company or its personnel. A qualified engineer must install all equipment
and proof of invoice may be required to validate any warranty claims
13.9 Any Goods replaced will belong to the Company and any repaired or
replacement Goods will be guaranteed on these terms for the unexpired portion
of the warranty term.
13.10 The manufacture warranty will commence of the date of the buyers invoice.
13.11 In the event of a warranty call out, we
reserve the right to hold a deposit until the fault or error has been
diagnosed. On receipt of the engineer's report being received by us, all of the
deposit will be returned unless it is found to be a non-warranty issue in which
case the remaining balance after charges will be returned.
13.12 Any other condition, warranty, representation or undertaking of the
company as to the quality of the goods or their fitness or suitability for any
purpose which may implied by statute , custom of the trade or suitability for
any purpose which may be implied by statute, custom of the trade or otherwise
is excluded and the provisions of sections 13 to 15 of the sale of goods act
1979 shall not apply to the contract expect where the buyer deals as a consumer
within the meaning of section 12 Unfair Contract Terms Act 1977.
14. LIMITATION OF
14.1. Subject to clause 4, clause 7 and clause 13,
the following provisions set out the entire financial liability of the Company
(including any liability for the acts or omissions of its employees, agents and
sub-contractors) to the Buyer in respect of:
14.1.1. any breach of these Conditions;
14.1.2. any use made or resale by the Buyer of any of the Goods, or of any
product incorporating any of the Goods; and
14.1.3. any representation, statement or tortuous act or omission including
negligence arising under or in connection with the Contract.
14.2. Nothing in these Conditions shall impose on the Company any liability in
respect of any representation, suggestion or comment with regard to the Goods
made by the Company, its employees or agents in the course of any negotiations
between the Company and the Buyer (including but not limited to any performance
figures given by the Company) leading to the making of the Contract unless in
the case of any such representation the Company has expressly agreed in writing
that it shall be a term of the Contract. Nothing in this Condition shall
exclude or limit the Company’s liability for fraudulent misrepresentation.
14.3. All warranties, conditions and other terms implied by statute or common
law (save for the conditions implied by section 14 of the Sale of Goods Act
1979) are, to the fullest extent permitted by law, excluded from the Contract.
14.4. Nothing in these Conditions excludes or limits the liability of the
14.4.1. for death or personal injury caused by the Company's negligence; or
14.4.2. under section 2(3), Consumer Protection Act 1987; or
14.4.3. for any matter which it would be illegal for the Company to exclude or
attempt to exclude its liability; or
14.4.4. for fraud or fraudulent misrepresentation.
14.5. Subject to Condition 14.3 and Condition 14.4:
14.5.1. the Company's total liability in contract, tort (including negligence
or breach of statutory duty), misrepresentation, restitution or otherwise,
arising in connection with the performance or contemplated performance of the
Contract shall be limited to the Contract price; and
145.2. the Company shall not be liable to the Buyer for any pure economic loss,
loss of profit, loss of business, depletion of goodwill, loss of opportunity,
loss of data, loss of use, loss of contracts, loss of expected savings or
interruption to the Buyer’s business, in each case whether direct, indirect or
consequential, or any claims for consequential compensation whatsoever
(howsoever caused) which arise out of or in connection with the Contract
15. FORCE MAJEUR
15.1. The Company shall have no liability to you
for any failure or delay in supply or delivery or for any damage or defect to
goods supplied or delivered hereunder that is caused by any event or
circumstance beyond our reasonable control (including without limitation,
strikes, lockouts and other industrial disputes).
16.1 The buyer is responsible for deciding on the
suitability of goods and for the consequences arising from any work. The
Company undertakes on the goods at the buyer’s request.
16.2 As a result of continuing product development and improvement, the
specification or design of goods may vary from that shown.
16.3. Telephone calls may be recorded and used for training and/or monitoring
purposes. All errors and omissions excepted. All trademarks acknowledged.
16.4. In addition to the rights and remedies of the Company expressed herein,
the Company shall have the rights and remedies conferred by law, and shall not
be required to proceed with the agreement it the Buyer is in default in the
performance of this, or any other agreement with the Company.
16.5. The Company reserves the right to sub-contract any order or part of an
16.6. Any clerical errors or omissions contained by the Company's quotation,
acknowledgement or invoice shall be rectified by the Company on discovery and
immediately notified to the buyer, such errors or omissions shall be binding on
the Company and the rectification thereof shall not invalidate the contract.
16.7 Each right or remedy of the Company under the Contract is without
prejudice to any other right or remedy of the Company whether under the
Contract or not.
16.8. If any provision of the Contract is found by any court, tribunal or
administrative body of competent jurisdiction to be wholly or partly illegal,
invalid, void, voidable, unenforceable or unreasonable it shall to the extent
of such illegality, invalidity, voidness, voidability, unenforceability or
unreasonableness be deemed severable and the remaining provisions of the
Contract and the remainder of such provision shall continue in full force and
16.9. Failure or delay by the Company in enforcing or partially enforcing any
provision of the Contract will not be construed as a waiver of any of its
rights under the Contract.
16.10. Any waiver by the Company of any breach of, or any default under, any
provision of the Contract by the Buyer will not be deemed a waiver of any
subsequent breach or default and will in no way affect the other terms of the
16.11. The parties to this Contract do not intend that any term of this
Contract will be enforceable by virtue of the Contract (Rights of Third
Parties) Act 1999 by any person that is not a party to it.
16.12. The formation, existence, construction, performance, validity and all
aspects of the Contract, shall be governed by English Law and the parties
submit to the exclusive jurisdiction of the English Courts.
17.1. Any dispute arising out of the contract,
including the construction or interpretation of its provisions, shall be
settled by a single arbitrator appointed by agreed parties or failing such
agreement by the president of the law society of England and Wales, at the
request of either party. This shall be deemed to be a submission to arbitration
within the meaning of the arbitration act 1950, or any statutory re-enactment
or replacement thereof
17.2 The Buyer can request and authorise the Company to rely and act upon all
apparently valid communications as instructions properly authorised by the
Buyer even if they may conflict with any other instructions given at any time
concerning contracts, services and all other requirements.
Please note incoming and outgoing calls are recorded for our records.