B.E.S. Ltd United Kingdom Conditions of Sale B.E.S. Ltd, Junction 6 Industrial Park, Electric Avenue, Birmingham B6 7JJ, UK Tel: 0044 (0)121 322 6400 Fax: 0044 (0)121 322 6440 Email:email@example.com
All orders accepted by B.E.S. Ltd are accepted subject to B.E.S. Ltd's United Kingdom Conditions of Sale for Businesses or United Kingdom Contract Terms for Consumers which are shown below.
NOTICE. Countries and jurisdictions have differing laws and regulations relating to the distribution and use of water, gas, other fluids, solid and other fuels, and electricity.
The purchaser of a product from B.E.S. Ltd shall ensure that :
1 The product complies with and is used in accordance with the requirements of the country or jurisdiction in which it is used.
2 The product if fitted is fitted in accordance with the requirements of the country or jurisdiction in which it is fitted.
This includes any requirement that the fitter shall be competent trained or qualified to perform the fitting.
WASTE ELECTRICAL AND ELECTRONIC EQUIPMENT REGULATIONS.
B.E.S. Ltd offers a free collection of an old household electrical or electronic product when a UK customer purchases a new like for like product from B.E.S. Ltd. Please enquire when ordering.
B.E.S. Ltd has separate Conditions of Sale for businesses and Contract Terms for consumers.
UNITED KINGDOM CONDITIONS OF SALE
FOR TRANSACTIONS BETWEEN B.E.S. LTD. AND ANOTHER BUSINESS
In these Conditions 'The Company' shall mean B.E.S Limited
whose registered company number is 1202345 and whose registered office is situate
at Regent House, Bath Avenue, Wolverhampton WV1 4EQ and 'Goods' shall mean and
include goods and/or works (including all workmanship) or any part thereof of
any description to be supplied or performed.
The Goods are offered by the Company only to Customers in the
United Kingdom and the Customer confirms that he is habitually resident or has
a seat of business in such country.
1. FORMATION OF CONTRACT 1.1 All quotations, offers and tenders
are made and all orders are accepted subject to the following Conditions except
as otherwise provided in these conditions. All other terms, conditions or warranties
whatsoever are excluded from any contract between the Company and any Customer
unless expressly accepted in writing by a board director of the Company. Provided
that nothing in this contract shall restrict or exclude liability for death
or personal injury caused by the negligence of the Company or affect the statutory
rights of a Customer dealing as consumer.
1.2 Quotations offers and tenders issued by the Company are
not offers capable of acceptance so as to form a binding contract. An order
placed by the Customer via our web site or catalogue will be construed as an
offer to purchase the Goods from the company. It is at the Company's discretion
whether to accept the Customer's offer. The despatch by the Company of all or part of the order placed will be construed as acceptance by the Company of all or part as the case may be of the Customer's offer to purchase.
1.3 In the event of a conflict between these Conditions and
the Company's express terms of any quotation, offer, tender and/or order acknowledgement
then such express terms shall prevail.
1.4 Quotations offers and tenders issued by the Company are
for the whole of the Goods referred to in them and the Company reserves the
right to refuse acceptance of any order which relates to only part of the Goods
forming the subject of a quotation, offer or tender.
1.5 If any non-fraudulent statement or representation has been
made to the Customer by the company, or its employees, officers or agents upon
which the Customer relies (other than in the document(s) enclosed with the Company's
quotation or acknowledgement of order) then the Customer must set out that statement
or representation in a document to be attached to or endorsed on the order and
in any such case the Company may confirm, reject or clarify the point and submit
a new quotation and the Customer shall only be entitled to do so if the statement
or representation is attached or endorsed on the Customer's order and then only
if the Company subsequently confirms in writing to the Customer that the Customer
is entitled to rely on the statement or representation if appropriate. Under
no circumstances shall the Company be responsible or held liable in respect
of any statement or representation relied upon by the Customer which is not
attached to or endorsed on the order and subsequently confirmed in writing by
1.6 Unless specifically agreed to the contrary all trade terms
shall be interpreted in accordance with the INCOTERMS current at the time the
order is accepted.
1.7 Prices are quoted by the Company on the basis of the limitations
of liability set out in these conditions. The Customer shall be entitled to
request the Company to agree a higher limit of liability and the Company may
then quote a revised price taking account of any increased insurance premium
to be borne by the Company.
2. PRICES 2.1 Unless otherwise agreed in writing
all prices are exclusive of VAT and on an order for despatch to a postal address within the
United Kingdom by the Company's usual means of carriage, carriage
will be paid by the company provided that the order has a value of over £40
excluding VAT and that it is sent in one consignment. Orders of £40 and
under excluding VAT will incur a delivery charge of £4.95 plus VAT.
2.2 Where at the Customers request, orders are forwarded by
any means involving a higher carriage charge than would be incurred by use of
the Company's usual means of carriage then the additional charge will be paid
by the Customer.
2.3 Where the Company delivers the Goods the Customer shall
be liable to the Company for any demurrage costs incurred by the Company in
the event of vehicles being unduly delayed at the designated point of delivery.
2.4 Quoted prices are subject to fluctuation and save where otherwise agreed the price payable for the Goods shall be the price published in the Company's printed catalogue in force at the time of delivery. The Company reserves the right to make an additional charge to cover any increase in transport costs occurring before the date of delivery.
2.5 In the event of any alteration being requested by the Customer
in design or specification and agreed by the Company the Company shall be entitled
to make an adjustment to the quoted price fairly reflecting such alteration.
2.6 Unless otherwise agreed and subject to Condition 17.1 a
sum equal to the cost of tooling, in whole or in part shall become immediately
due and payable from the Customer upon approval of any sample or samples being
given in accordance with Condition 5.1
3. PAYMENT 3.1 Unless otherwise agreed by the Company
in writing and subject to the Company having notified the Customer that the
Company has received satisfactory trade references, payment shall be due and
payable 30 days after the date of Invoice. In the absence of such agreement
or notification payment shall be made on delivery. If the Company considers
the credit worthiness of the Customer to have deteriorated after the date of
the contract, the Company shall be entitled to require payment prior to delivery.
3.2 The Company shall be entitled to submit its invoice with
its delivery advice note or at any time afterwards save that where delivery
has been postponed at the request of or by the default of the Customer then
the Company may submit its invoice at any time after the Goods are ready for
delivery or would have been ready in the ordinary course but for the request
or default on the part of the Customer.
3.3 Where goods are delivered by instalments the Company may
invoice each instalment separately and the Customer shall pay such invoices
in accordance with these Conditions.
3.4 No disputes arising under the contract nor delays beyond
the reasonable control of the Company shall interfere with prompt payment in
full by the Customer.
3.5 In the event of default in payment by the Customer the
Company shall be entitled without prejudice to any other right or remedy to
do all or any of the following:-
3.5.1 to suspend all further deliveries under this contract
or any other contracts between the Company and the Customer then current, without
3.5.2 to charge interest on any amount outstanding at the rate
of 8% per annum above the Base Rate of Barclays Bank plc such interest being
charged as a separate continuing obligation not merging with any judgment.
3.5.3 to serve notice on the Customer requiring immediate payment
for all Goods supplied by the Company under this and all other contracts with
the Customer whether or not payment is otherwise due or invoiced; and/or
3.5.4 to deduct from any monies due or to become due to the
Customer any monies due to the Company or any associated or subsidiary company
of it from the Customer under this and/or any other contract.
3.5.5 to sue for the price of the Goods and where applicable
services even though (in the case of the Goods) title may not have passed to
4. DELIVERY AND PACKAGING 4.1 Time for delivery is given as accurately
at possible but is not guaranteed. The Customer shall have no right to damages
or to cancel the order for failure for any cause to meet any delivery time stated
nor shall the Customer be entitled to make, or to purport to make, time for
delivery of the essence of the contract.
4.2 The date of delivery shall in every case be dependant upon
prompt receipt of all necessary information final instructions or approvals
from the Customer. Any delays or alternations by the Customer in design, specifications
or quantities required may result in delay in delivery.
4.3 Failure by the Customer to take delivery of or to make
payment in respect of any one or more instalments of Goods delivered under this
contract shall entitle the Company to treat the whole or part of the contract
as repudiated by the Customer.
4.4 The Company will endeavour to comply with reasonable requests
by the Customer for postponement of delivery but shall be under no obligation
to do so. Where delivery is postponed otherwise than due to the default by the
Company, the Customer shall pay all costs and expenses, including a reasonable
charge for storage and transportation so occasioned and payment for the Goods
shall be made in accordance with these Conditions.
4.5 Any packaging by the Company, unless otherwise expressly
agreed in writing is intended to provide adequate protection in normal conditions
of transit of usual duration. Unless otherwise agreed in writing, cases and
other packing materials, when charged for, will be credited if returned to the
Company's works within 28 days of the date of invoice, carriage paid and in
4.6 The Company will not be liable for unloading the Goods
at the designated point of delivery or for placing them in position on site,
except by prior agreement in writing.
4.7 Where the Company accepts an order for the supply of Goods
to be called off by the Customer over a period then unless otherwise agreed
by the Company in writing, such call offs must be made so as to complete delivery
of all Goods within 12 months from the date of the Customer's order.
4.8 The Company shall have the right to make delivery by instalments
and in that event each delivery shall stand as a separate contract and failure
to make any instalment delivery shall not entitle the Customer to repudiate
the whole contract.
4.9 Unless otherwise agreed in writing, whether or not the
Company shall arrange transport by its own vehicles or otherwise, delivery shall
be effected when the Goods leave the premises of the Company or those of the
suppliers to the Company where the Goods are despatched direct from such suppliers
premises to the Customer.
4.10 Any delivery note or notes presented by or on behalf of
the Company and/or its carrier must be signed on receipt of the Goods.
4.11 If the Customer requires an alteration in the quantity
of an order including suspension or reduction of "firm" schedules then all Goods
already in progress may be delivered in accordance with the earlier instructions
of the Customer and shall be paid for by the Customer.
4.12 If and so far as work has been necessarily commenced in
advance of "firm" schedules in order to provide in accordance with a normal
process time cycle for deliveries indicated by a "tentative schedule" the Customer
shall be liable to accept delivery of such Goods at the times and in the quantities
so indicated and to pay therefor.
4.13 Save in the case of export contract all pallets and stillages
used by the Company in the delivery of the Goods shall remain the property of
the Company and shall be returned by the Customer to the Company. Section 32(2)
of the Sale of Goods Act 1979 shall not apply. The Company shall not be required
to give the Customer the notice specified in section 32(3) of that Act.
5. SAMPLES 5.1 The Company may at its discretion
submit a sample to the Customer for approval before executing the bulk of the
order which will only be commenced on receipt of such approval in writing. All
Goods in respect of which a sample is so approved shall be deemed to have been
satisfactorily tested by the Customer and to be suitable for the purposes for
which the Customer requires them.
5.2 Notwithstanding that samples
may be or have been submitted by the Company the sale to the Customer is not
and shall not be deemed to be a sale by sample for the purposes of Section 15
of the Sale of Goods Act 1979. Any samples submitted to the Customer are intended
to indicate only the substance and the general character of the materials and
the Customer shall have no claim if the colour or composition of the bulk supplied
fails to correspond with the sample in such respect unless the particular requirement
is specified by the Customer and accepted by the Company in writing.
6. RISK AND TITLE 6.1 Risk shall pass to the Customer so
that the Customer is responsible for all loss, damage or deterioration to the
6.1.1 if the Company delivers the Goods by its own transport
or in accordance with a specific contractual obligation arranges transport for
the Goods at the time when the Goods arrive at the designated place of delivery,
6.1.2 in all other circumstances at the time when the Goods
leave the premises of the Company.
6.2 Title to the Goods shall only pass to the Customer upon
the happening of any one of the following events:-
6.2.1 the Customer has paid to the Company all sums (including
any default interest) due from it to the Company under this contract and under
all other contracts between the Company and the Customer including (for avoidance
of doubt) any sums due under contracts made after this contract whether or not
the same are immediately payable and under all contracts between the Company
and any associate or subsidiary company of the Customer or any company under
the ultimate control of the same parent company as has ultimate control of the
6.2.2 when the Company serves on the Customer notice in writing
specifying that title in the Goods has passed.
6.3 The Company may recover Goods in respect of which title
has not passed to the Customer at any time and the Customer hereby licences
the Company, its officers, employees and agents to enter upon any premises of
the Customer with or without vehicles for the purpose either of satisfying itself
that Condition 6.4 below is being complied with by the Customer or of recovering
any Goods in respect of which title has not passed to the Customer.
6.4 Until title has passed to the Customer pursuant to these
terms it shall possess the Goods as fiduciary agent and bailee of the Company.
If the Company so requires, the Customer shall store the Goods separately from
other Goods and shall ensure that they are clearly identifiable as belonging
to the Company. During such time as the Customer possesses the Goods with the
Company's consent, the Customer may in the normal case of its business sell
or hire the Goods as principal but without committing the Seller to any liability
to the person dealing with the Customer.
7. CANCELLATION AND VARIATION 7.1 Cancellation will only be agreed to
by the Company on condition that all costs and expenses incurred by the Company
up to the time of cancellation and all loss of profits and other loss or damage
resulting to the Company by reason of such cancellation will be paid forthwith
by the Customer to the Company.
7.2 Goods returned to the Company without the written consent
of a director of the Company will under no circumstances be accepted for credit.
Where the Company accepts the return of Goods it shall do so on such terms as
it considers appropriate, including at its discretion the charge of a handling
7.3 If the Customer requests the Company to vary the quantity and/or
specifications of the Goods in any way then the Company agrees to make such
variations provided that the request is reasonable and the work requested is
of a similar nature to the contract works and provided that the effect of such
variation shall not, when treated cumulatively with previous variations, have
the effect of increasing the total contract price to an amount greater than
20% of the original contract price. The performance of variations outside these
limits shall be at the Company's discretion.
7.4 All variations required by the Customer shall be in writing
and the price if not agreed prior to the performance of the work by the Company
shall be based on appropriate contract prices (if any) plus escalation in respect
of inflation and increased costs of materials and labour.
7.5 If the Company agrees to any such variation, any dates
quoted for delivery and where applicable completion of services shall be extended
8. SPECIFICATION AND INFORMATION 8.1 The Company reserves the right to
alter or change dimensions or composition of the Goods supplied to conform to
applicable standards or laws or otherwise within reasonable limits having regard
to the nature of the Goods.
8.2 Where materials are ordered by reference to numerical quantities
or specified weights the Company reserves the right to under or over deliver
the quantity ordered by five per cent in accordance with trade custom.
8.3 The information contained in the advertising sales and
technical literature issued by the Company, including but not limited to any
illustrations, performance details, examples of installations and methods of
assembly and all other technical data in such literature, are based on experience
and upon trials under test conditions and are provided for general guidance
only. No such information or data shall form part of the contract unless the
Customer shall have complied with Condition 1.5 relating to statements and representations
and the Company shall have given the confirmation referred to in that condition.
9. SHORTAGES AND DEFECTS APPARENT ON INSPECTION
9.1 The Customer shall have no claim for
shortages or defect on delivery which are or would be apparent on visual inspection
9.1.1 the Customer inspects the Goods within three working
days of their arrival at its premises or other agreed destination, and
9.1.2 a written complaint specifying the shortage or damage
is made to the Company and to the carrier within three working days of delivery
in the event of partial loss, damage or non-delivery of any separate part of
a consignment, or within seven working days of the notified date of despatch
in the event of non-delivery of a whole consignment or, in either event, within
such shorter period as the carrier's conditions (if applicable) require, and
9.1.3 the Company is given an opportunity to inspect the Goods
and investigate any complaint before any use of or alteration to or interference
with the Goods.
9.2 If a complaint is not made to the Company as provided in
this Condition 9 then the Goods shall be deemed to be in all respects in accordance
with the contract and the Customer shall be bound to pay for the same accordingly.
9.3 Defects in quality or dimension in any instalment delivery
shall not be a ground for cancellation of the remainder of the Order. 10. DEFECT NOT APPARENT ON INSPECTION.
10.1 The Customer shall have no claim
in respect of defects not apparent on visual inspection following delivery envisaged
by these Conditions unless:-
10.1.1 a written complaint is sent to the Company as soon as
reasonably practicable after the defect is discovered and no use is made of
the Goods thereafter and no alteration made thereto or interference made therewith
before the Company is given an opportunity to inspect the Goods in accordance
with this Condition, and
10.1.2 the complaint is sent within three months of the date
of delivery of the Goods or, in the case of an item not manufactured by the
Company, within the guarantee period specified by the manufacturer of such item
or completion of the works.
10.2 The Customer shall not be entitled to any claim in respect
of any repairs or alterations undertaken by the Customer without the prior specific
written consent of the Company nor in respect of any defect arising by reason
of fair wear and tear or damage due to accident, neglect or misuse nor in respect
of any Goods to which alterations have been made without such consent or to
which replacement parts not supplied by the Company have been fitted.
10.3 The Company shall not be liable for (and the Customer
shall indemnify the Company against claims arising there from) loss or damage
suffered by reason of use of the Goods after the Customer becomes aware of a
defect or after circumstances which should reasonably have indicated to the
Customer the existence of a defect.
10.4 The Company may within 15 days of receiving a written
complaint (or 28 days where the Goods are situated outside mainland Britain)
inspect the Goods and the Customer, if so required by the Company, shall take
all steps necessary to enable the Company to do so. 11. GUARANTEE CONDITION 11.1 Save as otherwise provided by the
other provisions of these Conditions Sections 13 to 15 of the Sale of Goods
Act 1979 and Sections 3 to 5 of the Supply of Goods and Services Act 1982 are
to be implied into the contract.
11.2 In the event of the condition of the Goods being such
as might or would (subject to these Conditions) entitle the Customer to claim
damages, to repudiate the contract and/or reject the Goods the Customer shall
not then do so but shall ask the Company to repair or supply satisfactory substitute
Goods and the Company shall thereupon be entitled at its option to repair, or
take back the defective Goods and to supply satisfactory substitute Goods free
of cost and within a reasonable time or to repay the price of the Goods in respect
of which the complaint is made.
11.3 If the Company does so repair the Goods or supply satisfactory
substitute Goods or effect repayment pursuant to Condition 11.2 above the Customer
shall be bound to accept such repaired or substituted Goods or repayment and
the Company shall be under no liability in respect of any loss or damage whatsoever
arising from the initial delivery of the defective Goods or from the initial
performance of works or from the delay before the defective Goods are repaired
or the substitute Goods are delivered or the repayment or rectification is effected.
11.4 In the case of Goods not manufactured by the Company:-
11.4.1 the Company gives no assurance or guarantee whatsoever
that the sale or use of the Goods will not infringe the patent, copyright or
other intellectual property rights of any person, firm or company, and
11.4.2 the guarantee will be limited to the guarantee (if any)
which the Company receives from the manufacturer or supplier.
12. EXCLUSION OF LIABILITY The Company shall not be liable in respect of claims arising
by reason of death or personal injury except in so far as the death or injury
is attributable to a failure by the Company to exercise reasonable care. Further,
under no circumstances whatever shall the Company be liable for losses special
to the particular circumstances of the Customer, indirect losses, work required
in connection with the removal of defective Goods and the installation of repaired
or substituted Goods, loss of profits, damage to property or wasted expenditure.
Without prejudice to this condition, where Goods are supplied for the purpose
of a business, the Company's liability, whether in respect of one claim or the
aggregate of various claims (other than claims for death or personal injury
to the extent that the same is caused by a failure of the Company to take reasonable
care), shall not exceed £250,000 and the Customer agrees to insure adequately
to cover claims in excess of such amount.
13. CONFIDENTIAL INFORMATION AND INTELLECTUAL
PROPERTY RIGHTS 13.1 All drawings, documents, confidential
records, computer software, catalogues and other information supplied by the
Companywhether produced by itself or a third party, are supplied on
the express understanding that copyright is reserved to the Company (or the
third party) and that the Customer will not without the written consent of the
Company either give away, loan, exhibit or sell any such drawings, documents,
records, software or other information or extracts from them or copies of them
or use them in any way except in connection with the Goods in respect of which
they are issued. In addition, any design right or copyright created in relation
to the Goods will vest in the Company where the Goods are commissioned by the
Customer, whether or not for a separate fee.
13.2 All claims for alleged infringement in respect of patents,
trade marks, registered design, design right or copyright received by the Customer
must be notified immediately to the Company so that the Company can be kept
fully informed of the conduct of such claims. If requested by the Company, the
Company shall be entitled to have conduct of any proceedings relating to any
such claim in such manner as the Company thinks fit and the Customer will provide
to the Company such reasonable assistance as the Company may request. The cost
of any such proceedings will be borne by the Company . If any allegation shall
be made against the Customer to the effect that the supply of the Goods infringes
the intellectual property rights of any third party or the Company has reason
to believe that any such allegation is likely to be made, the Company may at
its option and expense modify or replace the Goods so as to avoid the infringement
(but without adversely effecting the overall performance of the Goods), or obtain
for the benefit of the Customer the right to continue to use the Goods, or repurchase
the Goods at the contract price as reduced by a reasonable provision for depreciation.
If the Company pursues any of such options, the Customer will have no rights
or remedies against the Company arising directly or indirectly out of the alleged
14. CUSTOMERS DRAWINGS 14.1 The Customer shall be solely responsible
for ensuring that all drawings, information, advice and recommendations given
to the Company either directly or indirectly by the Customer or by the Customers
agents, servants, consultants or advisors, are accurate, correct and suitable.
Examination or consideration by the Company of such drawings, information, advice
or recommendations shall in no way limit the Customers responsibility hereunder
unless an authorised representative or director of the Company under the hand
of a director or other authorised representative specifically agrees in writing
to accept responsibility. Examination or consideration by the Company of such
drawings, information, advice or recommendations shall not of itself limit the
Customer's responsibility. 14.2 The Customer shall indemnify the Company from and against
all actions, claims, costs and proceedings which arise due to the manufacture
of Goods to the drawings or specifications of the Customer where such drawings
or specifications of the Customer are at fault or where it is alleged that they
involve an infringement of patent, copyright, registered design, design right
or design copyright or other exclusive right.
15. INSOLVENCY If the Customer shall become bankrupt or under the provisions
of Section 123 of the Insolvency Act 1986 is deemed to be unable to pay its
debts or compounds with creditors or in the event of a resolution being passed
or proceedings commenced for the administration or liquidation of the Customer
(other than for a voluntary solvent winding up for the purposes of reconstruction
or amalgamation) or if a Receiver or Manager is appointed of all or any part
of its assets or undertaking the Company shall be entitled to cancel the contract
in whole or in part by notice in writing to the Customer without prejudice
to any other right or remedy available to the Company.
16. TESTING AND INSPECTION 16.1 The Customer or its authorised agent
shall where the contract so stipulates be entitled at its option to test or
inspect the Goods at the Company's premises. If this option is not exercised
within 14 days of notification to the Customer of readiness for inspection or
where the Customer does not within three days after inspection notify the Company
in writing that it is of the opinion that the Goods are not in conformity with
the contract then the Customer shall be conclusively deemed to have accepted
the Goods and the Company shall be entitled to effect delivery. Any costs incurred
in carrying out such testing or inspection including the provision of work pieces
and consumable items will be for the Customers account.
16.2 The Company shall not be obliged to produce test and performance
certificates or safety critical certificates unless requested by the Customer
and such obligation is accepted by the Company in writing
17. TOOLS 17.1 Subject to sub-condition 17.2 below
and unless otherwise expressly agreed in writing tools manufactured, constructed
or acquired by the Company in connection with the manufacture of the Goods shall
at all times remain the property of the Company notwithstanding that the Customer
may have paid or be liable to pay a sum equal to all or part of the cost of
such construction or acquisition.
17.2 Where tools or any of them are loaned to the Company by
the Customer they shall remain the property of the Customer and shall where
reasonably practicable be clearly identified as such. The Company shall not
be liable in respect of damage to or the destruction of such tools save where
it is shown to have been negligent in its custody or use of them when its liability
shall be limited to the repair or replacement of the tools so far as may be
necessary for the purposes of the contract or any future contract with the Customer.
17.3 Neither the Customer nor the Company shall disclose to
any third party any measurements, dimensional or design details or any other
information in respect of the tools owned by the other without previous consent
18. FORCE MAJEURE The Company shall be under no liability for any failure
to perform any of its obligations under the contract if and to the extent that
the failure is caused by act of God, governmental restriction, condition or
control or by reason of any act done or not done pursuant to a trade mark dispute,
shortages of labour or materials or breakdown of machinery or any other matter
(whether or not similar to the foregoing) outside the control of the Company.
19. CONSUMER PROTECTION ACT 1987 ("the
Act") 19.1 In circumstances where the Company
supplies parts or products to the Customer for incorporation with, or use ancillary
to, any composite or other products to be produced, manufactured, processed
or supplied by the Customer or a third party then:-
19.1.1 the Customer shall immediately on demand produce for
inspection by the Company copies of all written instructions, information and
warnings to be supplied by the Customer in relation to the said composite or
other products, provided nevertheless that such inspection or right to inspect
shall not of itself constitute acceptance or approval on the part of the Company
of such instructions, information or warnings and
19.1.2 the Customer shall indemnify, reimburse and compensate
the Company for all losses and damages (including costs, expenses and charges
for legal actions in which the Company may be involved) that the Company may
incur or have to bear in the event that any claim or claims are made against
the Company pursuant to the Act or otherwise relating to the said composite
or other products of the Customer in circumstances in which the part of product
supplied by the Company was either (i) not the defective part of the said composite
product or other product, or (ii) was only rendered the defective part or became
a defective product by reason of actions or omissions of the Customer (including
without limitation the supply of defective free issue materials) or (iii) was
only rendered the defective part or became a defective product by reason of
instructions or warnings given by the Customer or other supplier of the said
composite or other products or (iv) supplied in accordance with a specification
and/or drawings furnished by or on behalf of the Customer.
19.1.3 for the purposes of this condition only the word "defective"
shall be interpreted in accordance with the definition of "defect" contained
in Part 1 of the Act
19.2 The Customer hereby acknowledges that it is under a duty
to pass on to its customers (where appropriate) all instructions, information
and warnings supplied to it by the Company with the Goods.
20. ASSIGNMENT 20.1 The contract is between the Company
and the Customer as principles and under no circumstances shall the Customer
assign the benefit or burden of it without the prior written consent of the
Company. The Company shall be entitled to assign or subcontract the whole or
part of its obligations under the contract and to assign its interest in the
20.2 The Customer warrants that the Goods will be used in such manner
and for such purposes only as are permitted by the Law of England or such other
country in which the Goods are to be used and in accordance with any instructions
provided by the Company or other third party which shall have been approved
in advance by the Company to the Customer. The Customer hereby indemnifies the
Company against any liability to third parties which the Company may become
subject to in relation to use of the Goods supplied to the Customer by the Company
for any purposes or in any manner other than as is expressly permitted by the
contract. 21. SEVERABILITY In the event of any provision of these Conditions being
or becoming void in whole or in part the other provisions of these Conditions
shall remain fully valid and enforceable and void provisions shall, where appropriate
be replaced by other provisions corresponding as closely as possible with the
void provisions in accordance with the meaning and purposes of these Conditions.
22. LEGAL The contract shall be governed and interpreted exclusively
according to the Law of England and shall be subject to the non-exclusive jurisdiction
of the English Court only.
WHERE THE CUSTOMER UNDER THE CONTRACT (NOT BEING A CONTRACT FOR THE INTERNATIONAL SALE OF GOODS) DEALS AS A CONSUMER WITHIN THE MEANING OF SECTION 12 OF THE UNFAIR CONTRACT TERMS ACT 1977 THEN NOTHING CONTAINED IN ANY OF THE ABOVE CONDITIONS SHALL RESTRICT OR AFFECT THE STATUTORY RIGHTS OF THE CUSTOMER.
B.E.S. LTD. UNITED KINGDOM CONTRACT TERMS BETWEEN B.E.S. LTD AND A CONSUMER
This contract is intended to be entered into with customers
based in the United Kingdom only and who are 18 years of age or over. By entering
into the following contract with us you will be confirming that this is true.
Why you should read these terms carefully You should read the following contract terms (‘the Terms’)
carefully before placing your order to purchase any goods listed on this website
(‘Goods’). It is important that you do so as, for every purchase which you make,
both you (‘the Buyer’) and we, B.E.S. Limited (‘B.E.S.’), as the sellers, will
be legally bound by these Terms.
What does the Contract between us consist of? It is our intention that these Terms together with any
specifications about the Goods such as price, and description, which appear
on this website, will form the whole of the contract between us. We will refer
from now on to the whole contract between us (i.e. these terms together with
specifications about the Goods) as ‘the Contract’.
How the Contract between us is formed You, by ordering the Goods, will be making us an ‘offer’
i.e. an offer to purchase those Goods in accordance with the Contract. We will
then either ‘accept’ or ‘reject’ your offer (usually depending upon availability).
The despatch by B.E.S. of all or part of the order placed will be construed
as acceptance by the Company of all or part as the case may be of the Customer’s
What if we do not accept your offer to buy Goods
from us? We might reject an ‘offer’, as mentioned above, for a number
of reasons, for example, we are out of stock or if you have requested delivery
to a country to which we are unable to deliver. If we do not or are unable to
accept your ‘offer’, we will contact you by e-mail, telephone, post or other
appropriate method, to inform you of this. If your ‘offer’ is not accepted,
there will be no contract between us.
Availability Any orders which we accept are subject to availability.
In the event that we are unable to supply the Goods, we will inform you of this
as soon as possible and will reimburse any payment you might have made for the
Goods in full as soon as possible and in any event within 30 days of having
accepted your order.
Price The price for the Goods will be as specified on B.E.S.'s website (bes.co.uk) or in B.E.S.'s current catalogue or in a current promotion unless the price is for any reason incorrect. If it is incorrect we will contact you by e-mail, telephone, post or other appropriate method, to inform you of this, before sending the Goods. You may then cancel your offer to purchase, or confirm your offer to purchase at a revised price if one is offered.
The price for the Goods is exclusive of Value Added Tax which will be charged
at the current rate in the UK.
Payment You can either pay by credit card or debit card, (we accept
VISA, Mastercard, Maestro and American Express) Paypal or by cheque. If you wish to pay by cheque we may delay sending the Goods until the
cheque has cleared. For this reason
we ask you to add this additional time to the estimates of delivery which we
give. Cheques should be made payable to B.E.S. Ltd.
Delivery Delivery is free for orders with a value of over £40
(excluding VAT) which are despatched by B.E.S's usual means in one consignment.
Orders of £40 and under (excluding VAT) will incur a delivery charge of
£4.95 plus VAT.
We are happy to arrange for delivery of the Goods on your behalf
other than by our usual means, however, any additional charges involved will
need to be borne by you.
Whilst we make every effort to deliver goods within the estimated
timescales, delays are, however, occasionally inevitable as they may depend,
among other things, on availability of the Goods. We shall not be liable for
any delay in delivery of the Goods where the delay is beyond our control.
Although any dates quoted for delivery of the Goods are
approximate only, the following delivery times are in our experience usual (
these estimates exclude Saturdays, Sunday and public holidays):
UK and Scottish
2 to 3 days
2 to 3 days
Pallets less than 800 kilos
2 to 3 days
2 to 3 days
Pallets 800 kilos and above
2 to 3 days
2 to 3 days
2 to 3 days
We always aim to deliver Goods as near to our estimated times
as possible and in any event within 30 days of entering into a contract with
you. Where we are unable to deliver the Goods within this time, we will inform
you of this. You will be free in this case to cancel the contract and we will
reimburse you in full as soon as possible and in any event within 30 days of
For delivery times to countries outside the UK, please contact
us. We regret that there may be countries outside the UK to which we will not
Please note that delivery may be made in instalments.
When does responsibility for the Goods pass to
you? We will assume responsibility for the Goods while they
are in transit so that if they are damaged on arrival or if they do not arrive
at all, we will replace them free of charge. So that we may take up the matter
with the carrier within time limits which they place on us, you must inform
us of any damage which has occurred in transit within 3 days of delivery to
You will be responsible for the Goods as soon as they are delivered
to you. Unloading of the Goods will be at your own risk.
Returns You can return the Goods for any reason at our cost subject to the following conditions:
• You do so within 30 days of the delivery of the Goods to you.
• The Goods are received by us in the condition they were in when we sent them.
Subject to the above conditions, we will reimburse
the cost of the Goods as soon as possible after the Goods are received and in any event
within 30 days of that date, or replace the Goods if still required.
If you wish to return the Goods because they were damaged when
you received them, please tell us about the damage within 3 days of receipt.
We request that you keep all packaging materials so that you can return the Goods as they were sent to you.
Disclaimer We promise to exercise reasonable care and skill in carrying
out our obligations under this Contract. If any breach of this promise causes
death or personal injury, we will accept liability. Neither do we in any
way wish to avoid liability in relation to any other claim which you might have
against us in respect of Goods which we have supplied (or failed to supply)
to you and where this is the result of our own negligence.
Where we do accept that we are liable or where we are found
to be liable, in relation to any claim you might have against us, we do however
limit that liability to the following:
• To direct and foreseeable losses (including which
result from our negligence) which you may suffer. We will not be liable for
losses which are indirect. By ‘indirect losses’ we mean, for
example, loss of profits or loss of contracts, damage to any of your property
or damage to anyone else and personal injury which you or someone else might
suffer which is not a result of our negligence.
• To the extent that we are covered by any insurance policy which we have
taken out and which is operative at the time that liability arises.
Save as set out above, we will not be liable to you in respect
of any claim which you may have.
Errors or omissions Whilst we will make every effort to ensure that the information
on this website, including anything in the Contract and also in any correspondence
from us to you, is accurate, complete and up to date, we cannot guarantee this.
If we do make any mistakes, we apologise for any inconvenience which this might
cause and we would be grateful if you could point them out to us as soon as
possible. We do reserve the right to correct any mistakes without
there being any liability on our part.
Law relating to this Contract The contract between us shall be governed by the laws of
England and Wales and any dispute between us will be resolved exclusively in
the courts of England and Wales.
B.E.S. company details We are registered in England under the name of B.E.S. Limited.
Our registered company number is 1202345 and our registered office is Regent
House, Bath Avenue, Wolverhampton, WV1 4EQ.
Please address written correspondence to our operational address,
which is B.E.S. Ltd., Junction 6 Industrial Park, Birmingham, B6 7JJ.
Use of This Website Please read the following
terms and conditions carefully before continuing to use this web site
INTELLECTUAL PROPERTY Any intellectual property rights arising in
respect of this web site's design, text, graphics, the selection and arrangement
thereof, underlying source code, software and all other material (the 'Content')
on this web site belong to the Company and/or its licensors.
Permission is hereby granted to electronically copy and store
(but not on any server or other storage device connected to a network) and print
individual pages of the Content on paper (but not photocopy them) from this
web site only for the purposes of placing an order with the Company or in connection
with an existing order. Any other use of the Content, including reproduction
for purposes other than that hereby authorised, such as modification (including
the removal of copyright or trade mark notices), distribution or republication
ACCESS BY THIRD PARTIES It is possible for third parties to access web
sites and alter their contents. The Company shall not be liable for any damages
or loss arising out of or in connection with any defamatory statements made
by third parties on the Company's web site (whether with or without the authority
of the Company).
DISCLAIMER The Company makes no warranty that the information
accessible via this web site is accurate, complete or current.
The Company makes no warranty that the Content is year 2000
compliant and free from infection by viruses or anything else that has contaminating
or destructive properties.
The Company shall, unless specifically stated otherwise, not
be liable for any damages or loss arising out of or in connection with the use
of the Company's web site including (but not limited to) direct or indirect
consequential loss, loss of data, income or profit, loss of or damage to property
and claims of third parties.
PRIVACY STATEMENT Purposes for which we gather information
B.E.S will hold and process any personal information which you provide to us
on this web site in order to facilitate and enhance the services which we provide
and to process your orders.
CHANGES TO THESE TERMS With advancing technologies and legal developments,
we ask you to refer to our own web site on a regular basis to ensure that you
are aware of our most recent policies and terms and conditions