P&P NON FERROUS TERMS & CONDITIONS
Terms and Conditions
These Terms and Conditions govern the supply of goods from P&P Non-Ferrous to you.
“Agreement” is a reference to these Terms and Conditions, any quotation, order form and payment instructions provided to you;
“Buyer”, “you”, “your” and “yours” are references to you the entity or person ordering Goods from us;
“Consumer” means an individual acting for purposes which are wholly or mainly outside that individual’s trade, business, craft or profession;
“Goods” means the non ferrous metal products supplied by us to the Buyer;
“Order” means an order placed by you for the Goods;
“Terms and Conditions” means the terms and conditions of supply set out in this document; and
“we”, “us” and “our” are references to P&P Non-Ferrous (Stockists) Limited (company number 01762993) of Unit 2 & 2a, Albion Works, Moor Street, Brierley Hill, West Midlands DY5 3SZ, England.
2. Specification, Quotations and Ordering
2.1 In some cases where the Buyer has developed its own specification we will provide you with a quote for the Goods based on that specification. We reserve the right to alter the specification where we consider it reasonable to do so in order to comply with applicable safety, technical or statutory requirements. The Buyer must take all reasonable steps to ensure that the specification supplied is accurate as we cannot be held liable for any costs incurred as a result of an inaccurate specification provided to us.
2.2 The quotation will be valid for 24 hours from the time of the quotation.
2.3 Once we receive your Order we will notify you if the Order has been accepted by us either verbally or in writing and agree a date for delivery. When you place an Order with us you accept that the Goods will be provided in accordance with this Agreement.
2.4 Due to the nature of the Goods, they are not sold by sample. Any descriptions, samples, drawings, specifications, colours and estimates of performance, weights and measures are illustrative only, are intended as a guide only to the final product and do not form part of this Agreement. We cannot be held liable if the final product does not conform to the original description. We reserve the right to substitute the Goods ordered with a suitable alternative which is substantially the same as the original Goods.
3.1 Delivery periods quoted at the time of ordering the Goods are approximate only and may vary. Goods will be delivered to the address nominated by you at the time of ordering. Time is not of the essence for delivery of the Goods.
3.2 If the Buyer fails to accept delivery of the Goods at the time they are ready for delivery, or we are unable to deliver the Goods to the site at the nominated time due to failure on the part of the Buyer to provide appropriate instructions or documentation, then the Goods shall be deemed to have been delivered to the Buyer and all risk and responsibility in relation to the product shall pass to the Buyer. Any storage, insurance and other costs which are incurred as a result of the inability to deliver the Goods shall be the responsibility of the Buyer who shall indemnify us in full for such cost.
3.3 It is the responsibility of the Buyer to ensure that at the time of delivery of the Goods adequate arrangements, including labour and access, are in place for the safe delivery of the product. We cannot be held liable for any damage, cost or expense incurred to the Goods or the site where this arises as a result of a failure to provide adequate access or arrangements for delivery. You must make us aware of any issues with the site or the location which may hinder or affect our ability to deliver the Goods. Any failure to do so may result in increased costs and delays.
3.4 We reserve the right to deliver the Goods in instalments and each delivery shall constitute a separate contract entitling us to invoice you for the Goods delivered.
4. Our Obligations
4.1 We will deliver the Goods, as far as possible, in a timely manner in accordance with the lead times quoted to you however time is not of the essence of this Agreement other than with respect to your obligation to make payment.
4.2 You must notify us immediately if you find the Goods supplied to be defective in any way (which must be no later than 7 days of completion of the work) and allow us an opportunity to investigate and remedy the defect.
4.3 Where we have agreed that the Goods are defective then we will supply suitable replacement Goods (or the part in question) free of charge or at our sole discretion refund to the Buyer the price of the Goods (or a proportionate part of the price) and we shall have no further liability to the Buyer provided you have notified us of the defect within the required period. In no circumstances will we reimburse you for any rework or repairs which have been carried out by a third party without our express consent.
5. Prices and Payment
5.1 The price for the Goods shall be the price set out in the quotation or our current price list plus any other charges (including delivery charges) that we are entitled to make under this Agreement.
5.2 An invoice for will be issued to you upon acceptance of your Order. Value added tax will be added to the invoice which is payable by you.
5.3 If you have an approved credit account all invoices must be paid by you by the end of the month following date of the invoice preferably by bank transfer into our nominated bank account. If a credit account is not held with us an invoice will be issued prior to delivery of the Goods and payment must be made either by credit card or bank transfer prior to delivery.
5.4 In the event of a query or dispute with an invoice you must notify us of your query or the nature of your dispute within 7 days of the date of the invoice. Failure to notify us within this time will mean that you are deemed to have accepted the invoice in full and the full amount is due and payable. In the case of valid queries or disputes, you must pay us the undisputed amount by the due date. You are not entitled to set off any sum owing by you under this Agreement against any sum that we may owe you.
5.5 Failure to pay on time may result in late payment charges which shall be calculated in accordance with The Late Payment of Commercial Debts (Interest) Act 1998 (as amended) from the date the payment was originally due until the date of actual payment.
5.6 We reserve the right to charge an administration fee for any late payment notices which we send to you in the event of your late payment. We also reserve the right to cancel any discount that we may have offered to you, to alter your payment terms and/or to suspend or cancel future deliveries in the case of late payment.
5.7 Notwithstanding the provisions of Clause 7, if we are not paid we may instruct a debt collection agency or law firm to collect our payment (including any interest and/or late payment charges) on our behalf. In such circumstances you will be liable to pay an additional sum to us which will not exceed the reasonable costs that we may have to pay the debt collection agency or law firm, who will add the sum to your outstanding debt on our behalf.
6.1 You are not entitled to cancel your Order with us once the Goods have been despatched.
6.2 e reserve the right to cancel or suspend your Order at any time if you become bankrupt or insolvent, enter into any arrangement with your creditors, or being a company, go into liquidation or are wound-up, or being a partnership, are dissolved or if, in our reasonable opinion, one of the aforementioned events is likely to occur. You must notify us in writing immediately if any one of the aforementioned events occurs. In such cases you shall become liable to pay the total value of the Order if the product has been despatched or a re-stocking charge of 35% of the Order value.
6.3 Right to Cancel Goods(For Consumers based within the EU only):
6.3.1 You have the right to cancel this contract within 14 days without giving any reason. The cancellation period will expire 14 days from the day on which you acquire, or a third party other than the carrier and indicated by you, acquires physical possession of the Goods (or, in the case where you have ordered multiple Goods as part of one order, 14 days from the day on which you acquire, or a third party other than the carrier, acquires physical possession of the last item of the Order).
6.3.2 To exercise your right to cancel you must notify us immediately preferably by email to [email@example.com] or by calling us on (0)1384 868080. You must provide us with a clear statement of your decision to cancel this contract. You can also electronically fill in and submit the model cancellation form on our website or any other clear statement. If you use this option, we will communicate to you an acknowledgement of receipt of such cancellation by email without delay.
6.3.3 To meet the cancellation deadline, it is sufficient for you to send your communication concerning your exercise of the right to cancel before the cancellation period has expired.
6.3.4 We cannot guarantee that we will be able to stop your Order once we receive notice of cancellation as the Goods may already have been despatched. In these cases the Goods will need to be returned to us.
6.4 Effects of Cancellation Under Clause 6.3:
6.4.1 If you cancel this contract, we will reimburse to you all payments received from you, including the costs of delivery (except for the supplementary costs arising if you chose a type of delivery other than the least expensive type of standard delivery offered by us).
6.4.2 We may make a deduction from the reimbursement for loss in value of any Goods supplied if the loss is the result of unnecessary handling by you.
6.4.3 We will make the reimbursement without delay and not later than – 14 days after the day we receive back from you any Goods supplied, or (if earlier) 14 days after the day you provide evidence that you have returned the Goods, or if there are no Goods supplied, 14 days after the day on which we are informed about your decision to cancel this contract.
6.4.4 We will make this reimbursement using the same means of payment as you used for the initial transaction, unless you have expressly agreed otherwise; in any event you will not incur any fees as a result of the reimbursement. We may withhold reimbursement until we have received the Goods back or you have supplied evidence of having sent back the Goods, whichever is the earliest.
6.4.5 You shall send the Goods back or hand them over to us at the following address – Unit 2 & 2a, Albion Works, Moor Street, Brierley Hill, West Midlands DY5 3SZ, England without undue delay and in any event not later than 14 days from the day on which you communicate your cancellation from this contract to us. The deadline is met if you send the Goods back before the period of 14 days has expired.
6.4.6 You will have to bear the costs of returning the Goods.
6.4.7 You are only liable for any diminished value of the Goods resulting from the handling other than what is necessary to establish the nature, characteristics and functioning of the Goods.
7.1 Full title in all Goods supplied by P&P Non-Ferrous (Stockists) Limited shall remain fully vested in us until we receive payment in full for all monies owed to us. We shall be entitled to re-take possession of the Goods in the event of non-payment and you hereby grant us a non-revocable licence to enter your premises for the purposes of recovering the Goods.
7.2 Until such time as the property in the Goods passes to you, you shall hold all Goods supplied to you as our fiduciary agent and bailee, and shall keep all of the Goods properly stored, protected and insured (against the risks for which a prudent owner would insure them and hold the policy on trust for us) and clearly identified as our property. You hereby grant us permission to enter any premises where the Goods may be stored at any time to inspect them.
7.3 Until such time as the property in the Goods passes to you, we shall be entitled at any time to require you to return the Goods to us at your cost, and if you fail to do so forthwith, to enter upon any of your premises or any third party premises where the Goods are stored and repossess the Goods using reasonable force if necessary.
7.4 You shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain our property, but if you do so all moneys owing by you to us shall (without prejudice to any other right or remedy we may have) forthwith become due and payable.
7.5 Until such time as you have paid us all monies owing to us, if you become bankrupt or insolvent, enter into any arrangement with your creditors, or being a company, go into liquidation or are wound-up, or being a partnership, are dissolved or if, in our reasonable opinion, one of the aforementioned events is likely to occur and we notify you of such belief in writing you will no longer be entitled to use and sell any of our Goods and these must be returned to us immediately at your cost or we shall be entitled to re-take possession in accordance with Clause 7.3.
8. Limitation of Liability
8.1 We disclaim any and all liability to you for the supply of the Goods to the fullest extent permissible under applicable law. This does not affect your statutory rights as a consumer. If we are found liable for any loss or damage to you such liability is limited to the amount you have paid for the Goods. We cannot accept any liability for any loss, damage or expense, including any direct or indirect loss such as loss of profits, to you howsoever arising.
8.2 We shall not be held liable for any failure or delay in delivering the Goods where such failure arises as a result of any act or omission which is outside our reasonable control such as an act of God or those of third parties. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the reasonable control of the Seller or its sub-contractors or suppliers: Act of God, explosion, flood, tempest, fire, accident or epidemic; war or threat of war, sabotage, insurrection, civil disturbance or requisition; acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority; import or export regulations, embargoes or blockades; strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Seller or of a third party); difficulties in obtaining raw materials, labour, fuel, parts or machinery; and power failure or breakdown in machinery.
8.3 We do not accept liability for any indirect loss, consequential loss, loss of data, loss of income or profit, loss or damage to property and/or loss from claims of third parties arising out of the use of the Goods provided by us.
8.4 We shall not be liable for any misrepresentations other than fraudulent misrepresentations.
8.5 We do not accept any liability for any costs, losses or expenses that the Buyer may incur as a result of the specification being incorrect.
8.6 Nothing in these Terms and Conditions shall limit or exclude our liability for personal injury or death arising as a direct result of our negligence.
9. Export Terms
9.1 In these Terms and Conditions “Incoterms” means the international rules for the interpretation of trade terms of the International Chamber of Commerce as in force at the date when the Contract is made. Unless the context otherwise requires any term or expression which is defined in or given a particular meaning by the provisions of Incoterms shall have the same meaning in these Terms and Conditions but if there is any conflict between the provisions of Incoterms and these Terms and Conditions the latter shall prevail.
9.2 Where the Goods are supplied for export from the United Kingdom the provisions of this Clause 9 shall (subject to any special terms agreed in writing between the Buyer and us) apply notwithstanding any other provision of these Terms and Conditions.
9.3 The Buyer shall be responsible for complying with any legislation or regulations governing the importation of the Goods into the country of destination and for the payment of any duties thereon.
9.4 Unless otherwise agreed in writing with us the Goods shall be delivered fob the air or sea port of shipment and we shall be under no obligation to give notice under section 32(3) of the Sale of Goods Act 1979.
9.5 The Buyer shall be responsible for arranging for testing and inspection of the Goods at the Seller’s premises before shipment. The Seller shall have no liability for any claim in respect of any defect in the Goods which would be apparent on inspection and which is made after shipment or in respect of any damage during transit.
10.1 We may subcontract any part or parts of the performance of this Agreement from time to time and we may assign or novate any part or parts of our rights and obligations under this Agreement without your consent or any requirement to notify you. You may not assign or transfer your obligations under this Agreement without our express written consent.
10.2 Where it has been necessary to obtain your personal data in order to consider your application for a credit account you hereby consent to our passing this personal data to a third party credit insurer or provider for the purpose of considering your application for a credit account.
10.3 This Agreement constitutes the entire agreement between you and us. No other terms, statements, representations or promises whether expressed or implied shall form part of this Agreement. In the event of any conflict between these Terms and Conditions and any other term or provision, these Terms and Conditions shall prevail.
10.4 If any term or condition of our Agreement shall be deemed invalid, illegal or unenforceable, we both agree that such term or condition shall be deemed to be deleted and the remainder of the Agreement shall continue in force without such term or condition.
10.5 These Terms and Conditions and our Agreement shall be governed by and construed in accordance with the laws of England and Wales. The parties hereto submit to the exclusive jurisdiction of the courts of England and Wales.
10.6 No delay or failure on our part to enforce our rights or remedies under the Agreement shall constitute a waiver on our part of such rights or remedies unless such waiver is confirmed in writing.
10.7 It is not intended that the undertakings and obligations of the parties set out in this Agreement shall be for the benefit of and capable of being enforced by any other person by virtue of the Contracts (Rights of Third Parties) Act 1999.