BY MAKING A BOOKING IT IS AGREED AND UNDERSTOOD THAT YOU HAVE ACCEPTED ALL OF THE TERMS & CONDITIONS RE. HOLIDAY HIRE AS PER THE BELOW.
(A) CONDITIONS OF HIRE – HOLIDAY ACCOMMODATION
These are the Terms and Conditions of an Agreement between you, the visitor specified in the booking form and your party, and referred to in these Terms and Conditions as ‘the Visitor’ and us, OHL Limited, whose registered address is Cricket Pavilion, Ashton, Peterborough, PE8 5LF.
1. CHECK-IN is after 4 pm on the Arrival Date / CHECK-OUT is before 10 am on the Departure Date. Late check-in OR check-out by prior arrangement only.
2. PERMISSION TO OCCUPY:
a) OHL Limited permits the Visitor and any other guests named on the booking form to occupy the Accommodation for the period commencing on the Arrival Date and ending on the Departure Date, subject to the check-in and check-out times referred to above.
b) Any Accommodation occupied is strictly on the basis that the Accommodation is for holiday use only and that there is no right for the Visitor or any other person to remain in the Accommodation after the check-out time on the Departure Date.
c) The Visitor shall not permit any person who is not named as a guest on the booking form to occupy the Accommodation.
3. CARE OF THE PROPERTY:
a) The Visitor shall take all reasonable and proper care of the Accommodation and its furniture, pictures, fittings and effects in or on the Accommodation and leave them in the same state of repair and condition and in the same clean and tidy condition as at the Arrival Date. See Clause (7) – A cleaning charge of £250 will be charged for each house left in an unreasonable dirty or untidy manner. The Visitor must check the Accommodation and its contents immediately on arrival and notify OHL Limited immediately of any faults or damaged items, otherwise it will be assumed that the damage was caused by the Visitor and a charge applied under clause 7.
b) The Visitor and his/her guests must comply with any reasonable regulations relating to the Accommodation. Any regulations relating to the Accommodation will be placed in the welcome pack provided to the Visitor upon arrival.
c) The Visitor is not allowed to use the property for illegal or immoral purposes which includes without limitation the use of illegal substances.
d) Borrowing items from other houses eg. crockery, cutlery, chairs etc. It is extremely time consuming for the housekeepers to have to check and move items around. If items are not replaced by the Visitor in the place it originated the Visitor will be charged a fee of £100 for each property.
e) Please remove shoes when walking on carpeted areas of the Property.
4. PAYMENT: a. An Advance Payment (up to 50% of the Holiday Price) is required to confirm your booking. Payment can be made by bank transfer or cheque. The advance payment is not a deposit of any kind and is not a security deposit.
b. The balance of the Holiday Price must be paid not later than one month (30 days) before the Arrival Date. Please note groups booking 3 houses or more are required to pay the balance 2 months prior to arrival (60 days).
c. OHL Limited regret that if the balance is not paid on or by the due date, then OHL Limited reserves the right to cancel the reservation, retain any Advance Payment and look to you, the Visitor, to pay the outstanding balance of the Holiday Price.
5. CANCELLATIONS:A sixty (60) day notice is required for cancellation. Cancellations that are made more than sixty (60) days prior to the Arrival Date will incur no cancellation charge and any monies paid will be returned within 14 days. Cancellations or changes that result in a shortened stay or that are made within sixty (60) days of the Arrival Date will result in a cancellation equal to the Holiday Price. In Such circumstances there will be no refund of the Holiday Price.
6. CONFIRMATION OF BOOKING: Bookings are only confirmed when an Advance Payment has been paid and you have received a booking confirmation in writing by e-mail. A copy of the booking form must be returned at least one month prior to your arrival and can be sent by fax, post or scanned email. By making a booking / and or signing the booking form and / or making a payment towards your holiday stay, you the Visitor, are confirming that you have read, understood and accepted these Terms and Conditions. It is vital that the Terms and Conditions are read. If you do not understand anything or do not wish to adhere to anything then you must not make a booking. The person named on the booking form warrants that he/she is authorised to agree to these Terms and Conditions and is acting on behalf of all persons including those substituted or who join the party at a later date. The Visitor is responsible for ensuring that all persons occupying the Accommodation comply with the Terms and Conditions in all respects. Thus you must ensure that everyone in your party has a copy of these Terms and Conditions, has read them and that they agree to them. A copy of the Terms and Conditions will be placed in the welcome pack of the Accommodation.
7. DAMAGE: You will be charged the reasonable cost of remedying, addressing or dealing with any of the following:
a. Damage done to the Accommodation or its contents, beyond normal wear and tear
b. Returning the Accommodation to a clean and tidy state – if it is left in an unreasonably dirty or untidy state which includes without limitation the following.
(i) all debris, rubbish and discards must be placed in the rubbish bins provided (Big Black bin for general waste & Big Green Bin for recyclable goods, Small Green Bin for food waste).
(ii)Soiled dishes must be placed in the dishwasher and the dishwasher turned on.
(iii) Cooker should be wiped down after every use.
(iv) Damp towels should be placed in the bath and not on the furniture or beds.
c. Failure to return keys immediately following departure from the Accommodation
d. Replacing lost or damaged items / linen. This includes items that are “borrowed” from one house and placed in one of the other houses. It is extremely time consuming for the housekeepers to have to check and move items around. If items are not replaced by the Visitor in the place it originated the Visitor will be charged a fee of £100 for each property.
8. MAXIMUM OCCUPANCY: In The Gainsborough House the maximum number of guests is limited to eight (8). In The Constable House the maximum number of guests is limited to (9). In The Turner House the maximum number of guests is limited to eight (8). Morland Manor the maximum number of guests is limited to ten (10). Gold Cup Rooms the maximum number of guests is limited to eight (8). Renaissance Rooms the maximum number of guests is limited to ten (10) The Visitor shall not exceed the specified occupancy levels without OHL Limited’s prior written approval as safety regulations place a maximum on the number of occupiers at any one time.
9. FIXTURES / FITTINGS / DECORATIVE ITEMS / WOODLAND WALK AND OTHER ACTIVITIES: Children should be made aware that all ladders in the Accommodation are for decoration only. At no time should the Visitor or any member of their party climb on the ladders / glass walkway panels / or Juliette balconies.
Children should not be left unattended in the Accommodation at any time.
Visitors must be aware that the properties contain various large and heavy paintings, statues and decorative objects. We do not supervise visitors and prudence must be taken when within the property or surrounding area eg. no climbing on garden statues. Children should not be left unattended.
Visitors must not enter the woodland areas during adverse weather conditions eg. strong winds, heavy rains or storms.
Visitors must not smoke in the woodland area and campfires must not be lit.
Careful consideration should always be taken on this uneven terrain and all woodland propose hazards and you will not be monitored.
10. PETS: No pets are permitted in the Accommodation without the prior written approval by OHL Limited. If OHL Limited approves the keeping of one or more dogs in the Accommodation and the Visitor makes a booking then it is presumed that all the terms below are accepted and will be adhered to.
Under no circumstances will we supervise you (as an owner or controller of a dog or dogs) nor will we supervise the dog or dogs. We have no responsibility towards you as owner and / or controller, nor to the dog or dogs.
Dogs must be house-trained, kept under proper control and not allowed on the furniture, and especially the beds, nor left unattended in the property. Dog hairs are to be removed from carpets and all dog waste collected and disposed of.
You act as a free agent exercising your own free will, acting in the knowledge that no property supplied is dog proof and any dog may escape at any time. You agree that in this respect that premises are not defective and are not intended to be dog proof.
You will at all times supervise and be responsible for your dog and / or dogs including without limitation, preventing your dog and / or dogs from harming other persons (including children) and from causing accidents, including traffic accidents. You acknowledge your duty of care as supervisor of your dog and / or dogs.
If you do not accept all the above, you must not bring a dog onto the premises.
11. INCLUSIVE FEES: The Holiday Price includes a one-time linen and towel setup. Facilities fees including water, heating and electricity are included in the Holiday Price. For bookings of two weeks or longer a weekly towel / linen setup fee will apply. Basic provisions such as salt / pepper / olive oil / a few toilet rolls etc are provided but these are not replenished during your stay. It is up to the Visitor to supply their own provisions for their stay
12. HOUSEKEEPING: While linens and bath towels are included in the unit, daily maid service is not included in the Holiday Price, however there are laundry facilities in the Accommodation. We do not permit bath towels or linens to be taken outside the Accommodation for your use.
13. FALSIFIED BOOKINGS: Any booking obtained under false pretense will be subject to cancellation. No refund of any part of the Holiday Price will be given in such circumstances and the party will not be permitted to check-in. To book, you must have a primary place of residence i.e somewhere where you habitually reside and you must supply this address on your booking form. Your residence may be in England or in another country.
14. FIRE SAFETY
a. The Visitor is requested to familiarise him/herself and all members of his/her party with any safety information provided at the Accommodation on the Arrival Date, in particular the location of all exits, fire fighting equipment and first aid box. Please refer to appropriate user manuals for the appliances if unsure how to operate them.
b. Smoke alarms and carbon monoxide detectors are fitted throughout the Accommodation for the safety of all occupants. These are checked on a regular basis. They must not be moved, tampered with or disabled under any circumstances. Such action is dangerous and may void insurance cover.
c. The use of candles, Chinese Lanterns, deep frying / chip pans or fireworks by the Guest or his or her party is not permitted
15. SMOKING: The properties are all NON SMOKING. Smoking in the houses is STRICTLY prohibited. OHL Limited reserves the right to charge you £500.00 if the Accommodation smells of smoke on your departure. This is to cover the cost of deep cleaning fabrics and soft furnishings
16. PARKING: Vehicles are to be parked in the designated parking areas only. Parking in other areas is not permitted. All vehicles are parked at the Visitor’s risk and neither the Accommodation owner nor OHL Limited shall be liable for any damage to the vehicle or theft of personal items stored in it, or parking fines/clamping. To the extent permitted by law OHL Limited disclaims liability for personal injury or death arising from whatever cause included in the use of vehicles.
17. WATER: Do not flush anything other than toilet paper. If it is found that feminine products or any other items have been flushed and clog the system, you could be charged with damages of up to two hundred pounds (£200) or if greater, the reasonable cost of repairing the system.
18. RIGHT OF ENTRY: The Visitor shall allow OHL Limited, their representatives or employees entry to the premises for all reasonable purposes such as carrying out inspections or to carry out any necessary repairs or maintenance. Notice will be given where possible. In an emergency – which is defined as an event deemed an emergency by OHL Limited – no notice will be given.
19. REPAIRS: OHL Limited will use their reasonable endeavours to fix any broken domestic appliances or other equipment/contents as soon as possible. Nonetheless the Visitor acknowledges that due to the limited period of hire, it may not be possible to repair such items during the period of hire.
20. BARBEQUE / GARDEN AREA:
a) Barbecue equipment may be used ONLY in the designated garden area and in accordance with the manufacturer’s instructions. No disposable / portable or single use barbecues allowed. All barbecue equipment must be operated at a safe distance from the Accommodation (i.e in the garden area) so as not to cause heat and/or smoke damage and with due regard to other visitors so as not to cause damage, nuisance or pose a fire risk. Please ensure you know the location of fire fighting equipment before lighting the barbecue and do not leave hot barbecue equipment unattended at any time. OHL Limited cannot guarantee availability of barbecue equipment at the Accommodation at any given time but will make every reasonable effort to provide some. The Visitor uses the BBQ at their own risk and must act in prudent and risk averse manner.
b) The pond at The Lady Rothschild Dairy is not to be accessed at any time. Do not climb on the fencing or attempt to remove the barbed wire.
c) Children under the age of 16 must be supervised by and adult at all times. The area directly across the road from The Lady Rothschild Dairy is out out of bounds and children / adults must not explore or enter this area at any time. Most of this area is fenced but other areas are not and include old farm machinery etc. Failure to comply with this instruction will result in the Visitor being asked to vacate the holiday house. Guests must keep to footpaths, roads and bridleways.
d) Use of all outdoor games at both the Lady Rothschild Dairy BBQ field and the Cricket Field are at your own risk. These games are for all Visitors to share and as such we expect you the Visitor to take care of the items and replace them as you found them.
21. WI-FI and INTERNET USE:
a. By using and/or activating service with us you agree to be bound by this agreement. If you do not agree to the terms of the agreement, do not use the service
b. All services are provided on an “as is” basis. We do not warrant that the service is fault free or fit for any particular purpose, or that our system is secure. You assume all responsibility and risk for use of the service.
c. Save for the purposes of network diagnostics we do not examine the use to which you put the Service or the nature of the information you send or receive.
d. We will always try to make the service available, but it may be interrupted, limited or curtailed due to maintenance and repair work, transmission or equipment limitations/failures
e. We reserve the right at all times to withdraw the Service, change the specifications or manner of use of the Service, to change access codes, usernames, passwords or other security information necessary to access the service.
f. You must not use the Service to access Internet Services, or send or receive e-mails, which:
• are defamatory, threatening, intimidatory or which could be classed as harassment;
• contain obscene, profane or abusive language or material;
• Civil and criminal liability can arise from monitoring content or interception of e-mails and extreme care should be taken to ensure that this does not happen.
• contain pornographic material (that is text, pictures, films, video clips of a sexually explicit or arousing nature);
• contain offensive or derogatory images regarding sex, race, religion, colour, origin, age, physical or mental disability, medical condition or sexual orientation;
• contain material which infringe third party’s rights (including intellectual property rights);
• in our reasonable opinion may adversely affect the manner in which we carry out our business or are otherwise unlawful or inappropriate;
• Music, video, pictures, text and other content on the internet are copyright works and you should not download, alter, e-mail or otherwise use such content unless certain that the owner of such works has authorised its use by you.
g. We may terminate or temporarily suspend the Service if we reasonably believe that you are in breach of any provisions of this agreement including but not limited to clauses b to c above.
h. We recommend that you do not use the service to transmit or receive any confidential information or data and should you choose to do so you do so at your own risk.
i. The Service is intended for consumer use only.
j. Child supervision. OHL Limited are concerned about the safety and privacy of our users, particularly children. Parents who wish to allow their children access to and use of the Website/Services should supervise such access and use. By allowing your child access to the Services you are allowing your child access to all of the Services, including email, bulletin boards, chat areas, news groups, forums and/or other message or communication facilities. It is therefore your responsibility to determine which Services are appropriate for your child. Always use caution when revealing personally identifiable information about yourself or your children via any of the Services.
k. Criminal Activity
i. You must not use the Service to engage in any activity which constitutes or is capable of constituting a criminal offence, either in the United Kingdom or in any country throughout the world.
ii. You agree and acknowledge that we may be required to provide assistance and information to law enforcement, governmental agencies and other authorities.
iii. You agree and acknowledge that we may keep a log of the Internet Protocol (“IP”) addresses of any devices which access the Service, the times when they have accessed the Service and the activity associated with that IP address
iv. You further agree we are entitled to co-operate with law enforcement authorities and rights-holders in the investigation of any suspected or alleged illegal activity by you which may include, but is not limited to, disclosure of such information as we have (whether pursuant to clause 3.3 or otherwise), and are entitled to provide by law, to law enforcement authorities or rights-holders.
l. You agree to compensate us fully for any claims or legal action made or threatened against OHL Limited by someone else because you have used the service in breach of these terms and conditions
m. Whilst we do not seek to limit our responsibility for fraudulent misrepresentation or if you are injured or die as a result of our negligence we have no responsibility (to the extent permitted by law) to compensate you (whether or not we are negligent) for any direct financial loss, loss of profit, revenue, time, anticipated savings or profit or revenue, opportunity, data, use, business, wasted expenditure, business interruption, loss arising from disclosure of confidential information, loss arising from or in connection with use of the service or inability to use or access the service or a failure, suspension or withdrawal of all or part of the service at any time or damage to physical property or for any other similar direct loss that may arise in relation to this agreement whether or not we were advised in advance of the possibility of such loss or damage. All the above also applies to indirect losses.
22. NO DUTY OF CARE RE. ACTIVITIES / PROCEED AT YOUR OWN RISK: Whilst staying at the Lady Rothschild Holiday Houses, if you choose to engage in any activity of any kind you will not be supervised, and the owner of the premises and any operator of the holiday houses owes you no duty of care. Activities include actions of all kinds, of whatsoever nature, including activities that are forbidden. Thus activities include walking, running, cycling, driving a car, cricket, tennis, clay pigeon shooting, frisbee and all sports and recreation of whatsoever kind. Forbidden activities are those which carry an inherent high risk, including boxing, other martial arts, shooting with shotguns, shooting with rifles, shooting with air guns, wild swimming, entering ponds or lakes, boating and general “horse-play”, drunkenness and drug taking. If you engage in any of these forbidden activities, then to state the obvious, you will not be supervised and you proceed at your own risk. Whatever the activity, you must carry out a risk assessment before you engage in such activity. You act on your own free will and proceed at your own risk. However, children under 18 years of age must at all times be supervised by the Visitor and a risk assessment performed for such children’s activities, however minor are such activities. There are certain circumstances where, due to the state of the premises, Liability may attach to the owner or provider of the premises you agree that Liability is strictly restricted only to the state of the premises. Moreover, if you are aware of any defect or potential defect, the premises in the premises you will forthwith notify the owner and operator. A Country Estate is an inherently dangerous and risk environment. You accept that the general state of a Country Estate, specifically the Ashton Estate (CDL Sector) does not constitute defective premises. Thus including the state of the tracks, which are farm tracks, suitable only for prudent, risk averse, and low speed (20 mph maximum) driving.
23. NOISE: The Accommodation has other houses in close proximity and we have a zero tolerance policy on late night noise – all music must be turned off by 10pm (Midweek) -Sunday to Thursday and 12 midnight (Weekends) – Friday to Saturday. All outside music is prohibited in consideration of our other guests unless prior permission has been given by OHL Limited. Large groups talking outside after the times mentioned above should go into the house after these times and make sure the windows are closed as the sound travels and is likely to disturb nearby neighbours. If we receive complaints regarding noise levels you will be required to leave immediately. Please bear this in mind before making a booking.
24. TERMINATION: If in the opinion of OHL Limited, the Visitor(s), are not deemed, at our absolute discretion, suitable to continue occupation of the Accommodation because of your behaviour or damage to the Accommodation or nuisance to other parties or for serious breach of the terms of this agreement, then the agreement may be terminated without notice and OHL Limited will require you to leave the Accommodation immediately without any compensation to you. OHL Limited reserves the right to refuse bookings for whatever reason except that we do not discriminate on the basis of race, colour, ethnic origin, national origin, creed, religion, political belief, sex, sexual orientation, marital status, age or on the basis of any discriminatory criteria as prohibited by the law of England and Wales.
25. TRAVEL INSURANCE / THEFT: We recommend that you take out travel insurance for your trip. OHL Limited take no responsibility for guests personal property during their stay . OHL Limited will not be held responsible for acts of theft, vandalism or other damages to guest/s or guest/s personal property that may occur during your stay.
26. COMPLAINTS: Should there be any cause for complaint during the occupation of the Accommodation it must be notified promptly and at the latest within 28 days to OHL Limited and in the case of serious problems confirmed in writing. If in the event that the Visitor, for any reason, is not satisfied with the accommodation, OHL Limited must be contacted so that the problem can be analysed. Failure by the Visitor to notify OHL Limited of any type of complaint prior to departure will entitle OHL Limited to refuse to evaluate the complaint, irrespective of its merits as it will then be difficult for the complaint to be effectively investigated. Under no circumstances will the OHL Limited’s or the landowner’s liability exceed the rental paid for the Accommodation unless such a maximum level of liability is prohibited under the law of England and Wales.
27. LOST PROPERTY: If you, the Visitor, or any members of your party leave any personal belongings inside the Accommodation you will be charged the cost of postage and packaging to have them returned to you. Any items found will be disposed of after 7 days if not claimed. OHL Limited will endeavour to contact you in a reasonable time should anything be found. All perishable foods will automatically be disposed of at the time of the changeover.
28. KEYS: Two sets of keys will be made available to the Visitor during his stay. As such if the Visitor locks himself out of the Accommodation there will be a fee of £30 payable for someone to come and let them back in. If a set of keys is lost a fee of £300 is payable to cover the cost of new locks and keys.
29. NO SCREENING DONE / FOOD / ALLERGIC REACTIONS: The food delivered to your holiday house is not screened by us for any ingredient. You must also assume that the supplier of the food does not screen for any ingredient, including without limitation any allergen. Thus, if you are allergic to anything – anything at all – you must not consume any of the food, and indeed are forbidden to consume any of it – no matter how small an amount. If you are allergic or made ill by, without limitation, any of the following: a) Nuts b) Prawns c) Other seafood d) Gluten e) Other plant product f) Pig meat g) Other meat products you must not consume any of the food or beverages supplied in your holiday house. None of the food is screened by the owner (the Landlord) or by his agents.
VAT is included in the rental charge of the Accommodation. The VAT registration No. is 395 8736 85
31 LIABILITY: (a) OHL Limited (for itself, its employees and agents) shall not be liable to the Visitor or third parties for any accident, damage, loss, injury expense or inconvenience, which may be suffered, incurred, arise out of or in any way connected with the subject matter of this agreement. No term of the agreement is enforceable under the Contracts (Rights of The Third Parties) Act 1999 by a person who is not a party to the agreement. If the Accommodation which the Visitor has booked becomes unavailable or unusable for some reason for example because of flood, fire damage, or other circumstances prior to the date of a booking, then OHL Limited will be to use all reasonable endeavours to find a suitable alternative Accommodation, or failing which to reimburse the Visitor for any monies paid.
(b) Except as it may be impossible for the Landlord to contract out of such liability by law notwithstanding any agreement to the contrary the Landlord shall not be responsible or liable for any injury, disability, or death to any person or persons or damage to any property caused by reason of any act, neglect, default, or omission on the part of any person whatsoever including on the part of the Visitors agent, licensees, invitees or owners or occupiers of any adjoining or neighbouring property or any representative agent, independent contractor, or employee of the Landlord or by the state or condition of the Property or the fixtures or fittings in or about the same or the user thereof or the defective working stoppage or breakage of the pipes, plant or machinery of any kind whatsoever
(c) Except as it may be impossible by law for the Landlord to contract out of any such liability in excess of a fixed sum notwithstanding any agreement to the contrary it is agreed and understood that any damages or monetary award arising out of the liability that may remain with the Landlord or any representative, agent, independent contractor or employee of the Landlord shall be limited to the sum of £100 (ONE HUNDRED POUNDS) and such sum of one hundred pounds shall include without limitation all additional and all ancillary sums of whatsoever nature including interest, penalties, legal fees (and other fees of whatsoever nature) and all penalties and awards
32. SEVERABILITY: If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it invalid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion o fa provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.
33. WARRANTIES: OHL Limited does not warrant and is not responsible for the accuracy of any verbal information given or statements made by its employees or agents.
34. WRITTEN EXCEPTIONS: No variations to the terms set out above shall be effective unless confirmed in writing and signed by both parties.
This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
Company Number 1787160 Registered in England
Registered Office: Cricket Pavilion, Ashton. Peterborough. PE8 5LF
Terms & Conditions – Sales Contracts
OHL LIMITED – SALES CONTRACT TERMS & CONDITIONS
These sales, delivery and payment conditions shall apply to all OHL Limited quotations, all orders given to us and all contracts concluded with us unless both parties explicitly declare in writing that the conditions are not applicable to the contractual relationship. Amendments may be made only with the agreement of both parties in writing.
Any references made to the customer’s own conditions shall not incorporate such conditions into any contract. Undertakings given by OHL Limited verbally are not binding until OHL Limited confirms such undertakings in writing.
‘Buyer’ means the purchaser of the goods.
‘Contract’ means the contract for the sale and purchase of the Goods.
‘Goods’ means the goods (including any instalment of the goods or any parts of them) which the Seller is to supply in accordance with these conditions
‘Seller’ means OHL Limited.
‘Specification’ means the Specification of Goods referred to in the Seller’s offer or acceptance and which has been agreed between Buyer and Seller.
2. Seller’s acceptance of Buyer’s order for the sale of Goods will be subject to the terms and conditions set out herein. Seller is able to accept any alteration to its terms and conditions unless the same is authorised in writing and signed by a director or the company secretary of Seller. Any terms and conditions in Buyer’s purchase order, not otherwise agreed and inconsistent with Seller’s terms and conditions shall not form part of Seller’s acceptance of Buyer’s order.
3.The provisions of condition 6 hereof the date for payment of seller by buyer shall be thirty days from the date of invoice. The time of payment of the price shall be of the essence of the contract.
If the Buyer shall fail to pay by the due date any sum due to Seller Buyer shall pay Seller upon demand all Sellers costs and expenses including legal fees and currency exchange losses in the collection of the overdue sum and Buyer shall pay upon demand interest to Seller at 4% above the base lending rate of National Westminster Bank plc on a day to day basis on all overdue sums in respect of the period from the date when payment is due to the date when Seller receives payment.
4.If the price, freight charge or terms of payment herein or any price increase or change in freight charge or terms of payment hereunder or Seller’s ability to make any such increase or change, should be altered or prohibited by reason of any law, government decree, order or regulations, Seller may cancel this contract upon written notice.
5.(a) Dates of delivery remain estimates and shall not constitute a condition of purchase and/or warranty unless by written agreement to the contrary. Seller does not accept liability for any default in delivery save where the same has been shown to be the result of the wilfulness of Seller, its servants or agents acting in the course of their duties.
(b) Delivery of the Goods shall be deemed to take place :
i) Where Seller undertakes delivery of the Goods when the Goods shall be loaded off Seller’s carriage, ship or other transport at the station, port; or address specified by Buyer;
(ii) where Buyer undertakes delivery of the Goods, when the Goods are loaded on Buyer’s carriage, or other transport.
(c) Upon delivery the Goods shall be at Buyer’s risk.
6. (a) Notwithstanding risk in the Goods passing in accordance with condition 8(c) title in the Goods shall not pass to Buyer until whichever shall be the first to occur of the following :
7. i) Payment being received by Seller for the Goods and no other amounts then
being outstanding from Buyer to Seller in respect of other goods supplied
(ii) Buyer selling the Goods in accordance with the provisions of these conditions in which case title to the goods shall be deemed to have passed to Buyer immediately prior to delivery of the Goods to Buyer’s customer;
(iii) Seller waiving its rights under this condition 8 in respect of specified Goods
whereupon title to such goods shall forthwith vest in Buyer.
(b) Buyer is licensed by Seller to use or to agree to sell the Goods delivered to Buyer subject to the express condition that the entire proceeds of any sale are held in trust for Seller and are not mixed with other monies or paid into any overdrawn bank account and shall at all times be identifiable as Seller’s monies.
(c) Until title to the Goods passes:
(i) Buyer will hold the Goods as fiduciary agent for Seller;
(ii) the Goods shall, subject to condition 6(b), be kept separate and distinct from all other property of Buyer and of third parties and in good condition and be stored in such a way as to be clearly identifiable as belonging to the Seller;
(iii) Seller may at any time revoke the power of sale and use contained in condition 6(b) by notice to Buyer if Buyer is in default for longer than seven (7) days in the payment of any sum whatsoever due to Seller (whether in respect of the Goods; or any other goods supplied at any time by it to Buyer) or if Seller has bona fide doubts as to the solvency of Buyer:
(iv) Buyer’s power of sale and use contained in condition 6(b) shall automatically cease if Buyer has a petition presented for its winding-up or passes a resolution for voluntary winding-up otherwise than for the purpose of a bona fide amalgamation or reconstruction or compounds with its creditors or has a receiver or administrator appointed of all or any part of its assets or becomes bankrupt or insolvent or enters into any arrangements with creditors or takes or suffers any similar action in consequence of debts or carries out or undergoes any analogous act or proceeding under foreign law
(v) upon determination of Buyer’s power of sale and use pursuant to conditions 6(c)(iii) or 6(c)(iv) Buyer shall place any of the Goods in its possession or under its control and unsold at the disposal of Seller and Seller shall be entitled ‘to enter upon any premises of Buyer for the purpose of removing such Goods;
(vi) upon the removal by Seller of any Goods from Buyer’s premises or otherwise pursuant to this condition 6 Seller may at its discretion issue a credit note to Buyer for the invoice value of such Goods in whole or in part in which event Buyer shall issue to Seller a written acceptance of such credit note and hereby appoints Seller its Attorney to do so on its behalf.
(d) Seller shall at any time be entitled to appropriate any payment made by Buyer in respect of any Goods in settlement of such invoices or accounts in respect of any Goods delivered by Seller as Seller may in its absolute discretion think fit notwithstanding any purported appropriation to the contrary by Buyer.
8. (a) Seller warrants that the Goods sold will meet Specification and when supplied will be of satisfactory quality. Any other condition or warranty as to the quality or fitness for any particular purpose or under statute or otherwise of the Goods is hereby excluded to the fullest extent permitted by law.
(b) On delivery Buyer shall sign a delivery acknowledgement form acknowledging receipt of the Goods. Where Buyer has not examined the Goods prior to signature of the delivery acknowledgement form it shall have 5 working days in which to examine the Goods and notify Seller of acceptance of them. Thereafter acceptance shall be deemed to have taken place. Notwithstanding any other provisions herein contained Seller shall, at its option, not be liable for any latent defects to the Goods or their packaging or similar or for shortages unless the same are noted on the delivery acknowledge form where the Goods have been examined prior to the signature of the delivery acknowledgement form or notified in writing to Seller within the reasonable period aforesaid.
(c) While Seller warrants that the Goods supplied will be within Specification and of satisfactory quality it is not in a position to test products which it supplies. While Seller does check the Certificate of Analysis of all Goods against the Specifications to ensure compliance with the same, the Buyer accepts that the Seller does not open the packaging of the Goods and inspect them prior to dispatch to the Buyer.
9. If Buyer fails to perform any of the terms of this Contract when due, Seller may, at its option, decline to make further deliveries against this Contract except for cash, or may defer further deliveries until such default is made good, or may treat such default as final refusal to accept further deliveries hereunder and cancel this Contract.
10. Seller shall be relieved of all liabilities to Buyer in the event that the performance by Seller of this contract or part thereof or any obligation herein contained is delayed and/or prevented and/or otherwise not complied with by reason of or in consequence of any matter not entirely within the control of Seller.
11.(a) In the event of a breach of contract by Seller or of the supply of defective Goods by Seller, which is shown to have caused either direct or indirect loss or damage. Seller shall not be liable to Buyer for loss of production or profit or of any contract that may be suffered by Buyer and in no event shall Seller be liable for any consequential loss suffered by Buyer. The entire liability of the Seller under or in connection with the Contract shall not exceed the price of the Goods, except as expressly provided in these Conditions.
(b) Condition 11(a) shall not apply in the case of death or personal injury caused by Seller’s negligence or liability for defective products under the Consumer Protection Act 1987 arising out of or in connection with the supply of Goods or their use of resale by the Buyer.
12. This contract is neither transferable nor assignable by Buyer.
13. Failure of either party to exercise any of their rights under this contract upon any occasion shall not waive either party’s right to exercise the same on another occasion.
14. This contract shall be subject to and interpreted in accordance with the Laws of England.
Company Number 2631214 Registered in England
Registered Office: Cricket Pavilion, Ashton. Peterborough. PE8 5LF