1. In these conditions the following terms shall have the following meanings. The Company" means Claddagh Electrical Limited. The Customer" means the Customer of the Company Contract" means any contract for the sale of goods or provision by the Company to the Customer Goods" Any goods forming the subject of this contract including parts and components of or materials incorporated in them. Services" The provision by the Company to the Customer of installation inspection, routine maintenance, diagnosis and the repair or replacement of parts made necessary by normal wear and tear and such other services as may be agreed between the customer and the Company and may be specified in any other form.
2.1 These Conditions shall be incorporated in the Contract to the exclusion of any terms or conditions stipulated or referred to by the Customer.
2.2 The Company may subtract the performance of this Contract in the whole or in part.
2.3 The Company may at its discretion suspend or terminate the supply of any goods or services if the Customer fails to make payment when and as due or otherwise defaults in any of its obligations under the Contract with the Company or becomes insolvent or the Company bona fide believes that any of these events may occur and in case of termination may forfeit and deposit paid.
2.4 The Company will not accept any part of paid when paid contract.
2.5 In the absence of a written contract, the housing grants, construction and regeneration Act 1996 takes precedence
3.1 The prices are as stated in the Company's Acknowledgement of Order. Oral quotations are for guidance only and are not binding to the Company.
3.2 The Company shall have the right to adjust its prices for any increase in costs of any kind arising for any reason after the date of the Contract.
3.3 The Company shall have the right to make an additional charge to the Customer for any variations in the goods and service provided, arising after the date of the contract, whether or not such variations are confirmed writing.
4.1 All invoices are payable without discount of any kind on or before the date stated on the Company's invoice and in no circumstances shall the Customer be entitled to make any deductions or withhold payment for any reason at all.
4.2 Without prejudice to any other rights of the Company if the Customer fails to pay the Invoice price by the due date the Customer shall pay interest on the overdue amount from the date on which payment was due to that on which it is made (whether before or after judgement) on a daily basis at the rate of 8% per calendar month and reimburse to the Company all costs and expenses (including legal costs) incurred in the collection of the overdue amount.
5.1 For the purpose of Section 12 of the Sale of Goods Act 1979 the Company shall transfer only such title of rights in respect of the goods as the Company has and if the goods are purchased from a third party shall transfer only such title of rights as that party had and has transferred to the Company.
5.2 Notwithstanding the earlier passing of the risk title in the goods shall remain with the Company and shall not pass to the Customer until the amount due under the Invoice for them (including interest and costs) has been paid in full.
5.3 The Company may maintain an action for the price of the goods notwithstanding that title in them has not passed to the Customer.
5.4 The Client is the person, company, authority or other body who instructs Claddagh Electrical Ltd, to carry out the work. The Contract is between the Client and Claddagh Electrical Ltd. In the event of liquidation of the company or the dissolution of a partnership, the individual, director or partner will be liable for discharging any invoices not already settled.
Risk Delivery and Performance
6.1 The goods are delivered to the Customer when the Company makes them available to the Customer or any agent of the Customer or and carrier (who shall be the Customers agent whoever pays its charges) at the Company's present premises or other delivery point agreed by the Company.
6.2 Any dates quoted by the Company for the delivery of the goods are approximate only and shall not form part of the Contract and the Customer acknowledges that in the performance expected of the Company no regard has been paid to any quoted delivery or performance dates.
6.3 The Company shall not be liable for any penalty loss injury damage or expense arising from any delay or failure in delivery or performance from any cause at all nor shall and such delay or failure entitle the Customer to refuse to accept any delivery or performance of or repudiate the Contract.
7.1 Any claim that the Company has breached its contractual obligations ( " Event of Default " ) shall be notified by the Customer to the Company within seven days of their delivery.
7.2 Any claims under this condition must be in writing and must contain full details of the claim.
7.3 The Company shall be afforded reasonable opportunity and facilities to investigate and claims made under this condition and the Customer shall, if so request in writing by the Company; promptly return any goods the subject of any claim and any packaging material securely packed and carriage paid to the Company for examination.
7.4 The Company shall have no liability with regard to any claim in respect of which the Customer has not complied with the claims procedures in these conditions.
8. The Services shall not include; 8.1 The correction of any fault due to:
8.1.1 The Customer neglect or misuse of the Goods or failure to operate the goods in accordance with the Company's instruction manuals or for the purposes for which it was designed.
8.1.2 The alteration modification or maintenance of the Goods by any party other than the Company.
8.1.3 The transportation or relocation of the Goods save where the same has been performed by the Company.
8.1.4 The use of defective or inappropriate parts with the Goods.
8.1.5 Any accident or disaster affecting the Goods
8.1.6 The Customers failure inability or refusal to afford the Company access to the Goods.
8.1.7 Painting or relocation of the Goods or electrical work external to the Goods or provision of supplies for use in association with the Goods.
8.2 The Company shall upon request by the Customer provide all or any of the excepted services referred to above subject to the payment by the Customer of its charges to be calculated on a time and materials basis at the Company's then prevailing rates.
8.3 The Customer undertakes to corporate with the Company in the supply of the information and all other facilities as may be specified by the Company and where the Customer fails to supply such information and facilities as are agreed between the parties or provides incorrect information the Company will be under no obligation to provide the Maintenance Services or under any liability as regards and Maintenance Services provided.
Scope of Contract
9. Under no circumstances shall the Company have any liability of whatever kind for:
9.1 Any defects resulting from wear and tear, accident, improper use by the Customer or use by the Customer except in accordance with the instructions or advice of the Company or the manufacturer of any goods or neglect or from any instructions or materials provided by the Customer.
9.2 Any goods which have been adjusted modified or repaired by the Company.
9.3 The suitability of any goods for any particular purpose or use under specified conditions whether or not the purpose or conditions were known or communicated to the Company.
9.4 Any substitution by the Company of any materials or components not forming part of any specification of the goods agreed in writing by the Customer.
9.5 Any descriptions, illustrations, specifications, drawings and particulars of weights and dimensions submitted by the Company contained in the Company's catalogues, price lists or elsewhere since they are merely intended to represent a general idea of the goods and not to form part of the Contract or treated as representation.
9.6 Any technical information recommendations statements or advice furnished by the Company its servants or agents not given in writing in response to a specific written request from the Customer before the Contract is made: or
9.7 Any variations in the quantities or dimensions of any goods or changes of their specification or substitution of any materials or components, if the variation or substituted does not materially affect the characteristics of the goods and the substituted materials or components are of a quality equal or superior to those originally specified.
Extent of Liability
10.1 The Company shall have no liability to the Customer for any loss or damage of any nature arising from any breach of any express or implied warranty or condition of the Contract or any negligence breach of statutory or other duty on the part of the Company or in any other way out of or in connection with the performance or purported performance of or failure to perform the Contract except - For death or personal injury resulting from the Company's negligence and - As expressly stated in these conditions
10.2 If the Customer establishes an event of default the Company shall at its option carry out the terms of the Contract which have not been complied with or allow the Customer credit for their Invoice value.
10.3 The delivery of any repaired or replacement goods shall be at the Company's premises or other delivery point specified for the original goods.
10.4 Where the Company is liable in accordance with this condition in respect of only some or part of the Contract this shall remain in full force and effect in respect of the other or other parts of the Contract and no setoff or other claim shall be made by the Customer against or in respect of such other or other parts of the goods.
10.5 No claim against the Company shall be entertained for any defect arising from and design or specification provided or made by the Customer or if any adjustments alterations or other work has been done to the goods by any person except the Company.
10.6 The Company shall not be liable where any goods the price of which does not include carriage are lost or damaged in transit nor claims by the Customer shall be made against the carrier. Replacement for such lost or damaged goods will, if available, be supplied by the Company at the prices ruling at date of despatch
10.7 In no circumstance shall the liability of the Company to the Customer under this condition exceed the Invoice value of the contract.
11. Orders for goods which have to be made especially for the Customer will be charged in full unless written notice of cancellation is received not later than four weeks before expected delivery date quoted in the Company's order acknowledgement and manufacture of them or any components for them has not commenced at the date of the order
12. The Company shall not be liable for any failure in the performance of any of its obligations under this Contract caused by factors outside its control.
13. These conditions and any other documents forming part of the Contract between the Company and the Customer shall be governed by the Laws of England and the parties hereto agree to submit to the non-exclusive jurisdiction of the English Courts.