TERMS AND CONDITIONS OF SALE
1. GENERAL.
(a) In these conditions:
"the Buyer" means the person firm
or company who accepts a quotation of the Seller for sale of the
goods or whose order for the goods is accepted by the Seller.
"the Seller" means Discpack (part
of the Optical Media Group), Bracken House, 53 Broad Lane, Bradford,
BD4 8PA.
"the Goods" means the goods or materials
which the Seller is to supply and which is the subject of the
contract between the Seller and the Buyer.
(b) The contract between the Seller and the
Buyer shall be subject to these conditions which shall govern
the said contract to the exclusion of any other terms and conditions
subject to which any quotation is accepted or purported to be
accepted or any order is made or purported to be made by the Buyer.
(c) No variations of these Conditions shall
be binding unless agreed in writing by the Managing Director for
the time being of the Seller.
(d) Any typographical, clerical or other error
or omission in any sales literature, quotation, list price, acceptance
of offer, invoice or other document or information issued by the
Seller shall be subject to correction without any liability on
the part of the Seller.
(e) The headings in these conditions are for
convenience only and shall not effect their interpretation.
(f) If any provisions of these conditions
is held by a competent authority to be invalid or unenforceable
in whole or in part the validity of the other provisions of these
conditions and the remainder of the provision in question shall
not be effected thereby.
2. QUOTATIONS AND PRICE
(a) Unless previously withdrawn by the Seller,
quotations and tenders are open for acceptance for the period
stated therein or if no period shall be stated therein within
one month from the date thereof.
(b) All prices specified in quotations and
tenders are subject to variation by the Seller without prior notice
to the Buyer.
(c) Quotations and tenders are subject to
confirmation by the Seller upon receipt of orders from the Buyer.
(d) All prices quoted or accepted are exclusive
of VAT and in the contract price shall be such quoted or accepted
price plus VAT at the appropriate rate.
(e) All prices unless otherwise stated are
exclusive of all transport, storage, parking, insurance, forwarding
and other costs which shall be added to the Buyer’s account.
(f) Subsequent to the date of any quotation
or tender any increase in the cost of fulfilling the contract
to the Seller for any reason whatsoever prior to the date of delivery
shall be charged to the Buyers.
Notwithstanding that the price paid by the
Buyer to the Seller includes the cost of labels and/or sleeves
to be used in the production and packaging of the goods to be
supplied by the Seller upon the termination for whatsoever reason,
of the contract the property in all the labels and/or sleeves
not delivered to the Buyer and retained by the Seller shall vest
in the Seller and the Buyer shall not be entitled to the labels
and/or sleeves nor the return of the price of the said labels
and/or sleeves nor any part thereof.
3. TERMS OF PAYMENT
(a) Payment shall be made net 30 days following
the date of invoice.
(b) In case of contracts involving more than
one delivery, default in payment by the due date shall entitle
the Seller at its option to treat the contract and any other contract
the Buyer and Seller as repudiated by the Buyer and to claim damages
accordingly.
(c) Interest at the rate of 4% per annum over
the base rate for the time being of Barclays Bank Plc shall be
charged on over due payments and payment of interest shall not
prejudice the Seller’s rights under any contract.
4. DELIVERY
(a) Time shall not be of the essence for the
purpose of delivery of Goods by the Seller. Delivery terms are
quoted without guarantee or penalty and the time for delivery
shall run from the date the order is received or the tender or
quotation accepted or the date on which sufficient information
is received from the Buyer to enable the Seller to proceed with
the execution thereof whichever is the later.
(b) Subject to the provisions of paragraph
(a) above.
(i) Where contracts provide for a single delivery
without specifying a date goods shall be delivered and accepted
as soon as available for delivery.
(ii) Where contracts provide for deferred
delivery without specifying a date or dates for such deferred
deliveries, delivery shall be made and accepted within six months
of the specified first delivery date.
(iii) In the event of failure by the Buyer
to accept any delivery, that delivery shall be deemed to have
occurred and any storage or other costs incurred by the Seller
as a result of the Buyer’s failure shall be added to the
Buyer’s account with interest as aforesaid.
(iv) Where any subsequent deviation is made
from these terms at the request of the Buyer any additional costs
incurred by the Seller as a result thereof shall be added to the
Buyer’s account.
(v) Every effort shall be made by the Seller
to effect delivery in accordance with these terms and conditions
but the Seller will not be liable for any loss or damage arising
due to delay on delivery however caused.
(vi) Each delivery shall constitute a separate
contract which shall be subject to these terms and conditions
and any failure or defect in any one delivery shall not entitle
the Buyer to repudiate the contract as to the remaining deliveries.
5. CLAIMS
The Buyer shall inspect the goods forthwith
upon delivery or deemed delivery as specific in clause 4(b)(iii)
and shall within three days of such delivery (and time shall be
of the essence) notify the Seller in writing of any matter or
thing by reason whereof the Buyer alleges that the goods are not
in accordance with the contract. The return of any goods will
not be accepted unless the Seller or its authorised representative
shall first have had the opportunity of considering the Buyer’s
reasons for returning the goods and to accept the return thereof.
If the Buyer shall fail to give notice as aforesaid the goods
shall be deemed to be in all respects in accordance with the contract
and the Buyer shall be deemed to have accepted the goods.
6. LIMITATION OF SELLER’S LIABILITY
(a) Any express or implied statement, condition
or warranty, statutory or otherwise, not stated herein is hereby
excluded and deemed to be inconsistent herewith, and no responsibility
is accepted by the Seller for any damage or loss arising directly
or indirectly out of goods supplied or for any damage or loss
arising by reason of any failure of goods to comply with the specification
or with statutory requirements whether attributable to Seller’s
negligence or otherwise save to the extent that exclusion of liability
is prohibited by law.
(b) Subject to paragraph 5 and 6(a) the Seller’s
liability for any loss and or damage whether direct or indirect
consequential or howsoever caused shall be limited, at the Seller’s
direction, to:
(i) replacement and repair of the goods supplied
or
(ii) return of the purchase price and or the
price paid for services less a one twelfth part of such price
for each month that has elapsed since delivery
(iii) the re-supply of the services.
7. BUYERS PROPERTY
Any property of the Buyer supplied to the
Seller for the purpose of the Contract will be held at the Buyer’s
risk. Every care will be taken to secure the best results where
materials are supplied by the Buyer but no responsibility will
be accepted for imperfect work caused by any defects or the unsuitability
of materials so supplied.
8. FORCE MAJEURE
The Seller shall not be liable to the Buyer
or deemed to be in breach of contract by reason of any delay in
performing or failing to perform any of the Seller’s obligations
in relation to the goods if the delay or failure was due to any
cause beyond the Seller’s control. Without prejudice to
the generality of the foregoing any act of God, war, strikes,
lockouts, fire, flood, tempest and inability of the Seller to
procure materials or articles required for the performance of
the contract which may prevent the fulfilment thereof shall be
regarded as causes beyond the Seller’s reasonable control.
In event of any failure or delay to perform any contract as a
result of the said causes such contracts, at the Seller’s
discretion, may be varied or cancelled by the Seller or delivery
may be wholly or partly suspended and time for delivery may be
extended by the Seller without the Seller being liable to the
Buyer or being deemed to be in breach of contract.
9. PROPERTY IN GOODS
(a) Risk of damage to or loss of the Goods
shall pass to the Buyer:
(i) in the case of Goods to be delivered at
the Seller’s premises, at the time when the Seller notifies
the Buyer that the goods are available for collection;
or
(ii) in the case of Goods to be delivered
otherwise than at the Seller’s premises, at the time of
delivery or, if the Buyer wrongfully fails to take delivery of
the Goods, the time when the Seller has tendered the delivery
of the Goods.
(b) Notwithstanding delivery and the passing
of risk in Goods, or any other provisions of these conditions,
the property in the Goods or any part of them shall not pass to
the Buyer until the Seller has received in cash or cleared funds
payment in full the price of the Goods and all the other goods
agreed to be sold by the Seller to the Buyer for which payment
is then due.
(c) Until such time as the property in the
Goods passes to the Buyer, the Buyer shall hold the Goods as the
Seller’s fiduciary agent and bailee, and shall keep the
Goods separate from those of the Buyer and third parties and properly
stored, protected and insured and identified as the Seller’s
property. Until that time the Buyer shall be entitled to resell
or use the Goods in the ordinary course of its business but shall
account to the Seller for the proceeds of sale or otherwise of
the Goods, whether tangible, including insurance proceeds, and
shall keep all such proceeds separate from any moneys or property
of the Buyer and third parties and, in case of tangible proceeds
properly stored, protected and insured.
(d) Until such time as the property in the
Goods passes to the Buyer (and provided the Goods are still in
existence and have not been resold), the Seller shall be entitled
at any time to require the buyer to deliver the Goods to the Seller
and, if the Buyer fails to do forthwith, to enter upon any premises
of the Buyer or any third party where the Goods are stored and
repossess the Goods.
(e) The Buyer shall not be entitled to pledge
or in any way of security for any indebtedness any of the Goods
which remain the property of the Seller, but if the Buyer does
so all moneys owing by the Buyer to the Seller shall (without
prejudice to any other right or remedy of the Seller) forthwith
become due and payable.
10. LIMITS OF CONTRACT
Quotations or tenders include only such goods
and work as are specified therein. Each order shall be deemed
to be a separate contract to which these terms and conditions
shall apply (and no liability can be accepted by the Seller for
the working in combination of goods which have been ordered in
separate parts and/or at different times).
11. DESIGN
(a) The Buyer will indemnify the Seller against
all damages penalties costs and expenses to which the Seller may
become liable as a result of work done in accordance with the
Buyers specification which involves the infringement of any letters
patent or registered design.
(b) No warranty or representation is given
by the Seller that the Goods do not infringe any letters patents
trademarks registered designs or other industrial rights.
12. WAIVER
No concession granted to the Buyer shall prejudice
future exercise of the Seller’s full rights hereunder.
13. ALTERATIONS
Alterations to any orders accepted by the
Seller cannot be accepted without the Seller’s consent in
writing and any additional costs involved will be chargeable to
the Buyer.
14. CANCELLATIONS
No order accepted by the Seller can be cancelled
without the Seller’s consent in writing and in no circumstances
can the Seller allow cancellation of orders for goods made or
specially adapted to the customer’s requirements.
15. ASSIGNMENTS
The contract of which the Conditions from
part is personal to the Buyer who shall not assign the benefit
thereof without the Seller’s written consent.
16. LEGAL CONSTRUCTION
Any contract entered into between the Seller
and the Buyer shall in all respects be construed and operate as
an English Contract subject to Laws of England.
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Use of this site constitutes your acceptance
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Discpack accepts no liability for any inaccuracies
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kind, resulting from whatever cause through the use of any information
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Material may not be copied, reproduced, republished,
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This site and the information, names, images,
pictures, logos and icons regarding or relating to Discpack, its
products and services (or to third party products and services),
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basis without any representation or endorsement made and without
warranty of any kind whether express or implied, including but
not limited to the implied warranties of satisfactory quality,
fitness for a particular purpose, non-infringement, compatibility,
security and accuracy. In no event will Discpack be liable for
any damages including, without limitation, indirect or consequential
damages, or any damages whatsoever arising from use or loss of
use, data, or profits, whether in action of contract, negligence
or other tortuous action, arising out of or in connection with
the use of the site. Discpack does not warrant that the functions
contained in the material contained in this site will be uninterrupted
or error free, that defects will be corrected, or that this site
or the server that makes it available are free of viruses or bugs
or represents the full functionality, accuracy, reliability of
the materials. The names, images and logos identifying Discpack
and their products and services are proprietary marks of Discpack.
Nothing contained herein shall be construed as conferring by implication
or otherwise any licence or right under any trade mark or patent
of Discpack, or any other third party.
Any visitor to the Web site providing information
to Discpack agrees that Discpack has unlimited rights to such
information as provided and that Discpack may use such information
in any way we may choose. Such information as provided by the
visitor shall be non-confidential.
If there is any conflict between these Terms
and Conditions and rules and/or specific terms of use appearing
on this site relating to specific material then the latter shall
prevail.
If any of these Terms and Conditions should
be determined to be illegal, invalid or otherwise unenforceable
by reason of the laws of any state or country in which these Terms
and Conditions are intended to be effective, then to the extent
and within the jurisdiction which that Term or Condition is illegal,
invalid or unenforceable, it shall be severed and deleted from
this clause and the remaining terms and conditions shall survive,
remain in full force and effect and continue to be binding and
enforceable.
These Terms and Conditions shall be governed
by and construed in accordance with the laws of England and Wales.
Disputes arising here from shall be exclusively subject to the
jurisdiction of the courts of England and Wales.
If these Terms and Conditions are not accepted
in full, the use of this site must be terminated immediately.
17. Links to third party sites
Some links in this website will open in a
new browser window and link to other websites. With the exception
of www.hdc.uk.com (which is also part of the Optical Media Group),
all other linked sites are not under the control of Discpack and
we are not responsible for the contents of these sites or any
link contained within a linked site. Discpack is providing these
links to you only as a convenience, and the inclusion of any link
does not imply endorsement of the site.
