Terms & Conditions

ABOUT US
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Boiswood LLP
Spinnaker House
Hempsted Lane
Gloucester
GL2 5FD
United Kingdom

Tel: +44 (0) 1452 330011
Fax: +44 (0) 1452 330088

Email: info@boiswood.co.uk

Calls maybe monitored and recorded for training purposes.

VAT Registration Number GB123404165
Company Registration Number OC371284

The acceptance of any order is on the understanding that the Purchaser agrees the following Conditions and Terms of Sale: -

1. PRICES
(a) Quotations are subject to confirmation on receipt of order, and the right is reserved to amend any accidental errors and/or omissions on quotations or invoices.
(b) Both quoted and printed prices are based on manufacturers prices, freight, duty and insurance charges at the date of the offer and on the exchange rate shown (see 17 below, where applicable).
(c) In cases where these conditions change between the date of the quotation and the date dispatched by us, the right is reserved to revise prices accordingly.
(d) Where under our direct control, prices given or, quoted will be held firm if any order is received within 30 days from the date of quotation unless stated to the contrary.

2. DUTY REMISSION
In certain circumstances relief from duty can be obtained. We are prepared to advise on the preparation of claims and to submit these to the authorities on behalf of Customers, where the duty saving is sufficient to justify the work involved. A charge will be made for the administration work involved.

3. ILLUSTRATIONS AND SPECIFICATIONS
Catalogue and other illustrations and specifications are subject to alteration without notice. They are not binding and are only intended to represent generally the type of goods offered. Owing to the improvement and revision of designs, our manufacturers may not confirm them in detail.

4. DELIVERY
Whilst every effort is made to adhere to delivery dates, time shall not be deemed to be of the essence and no liability can be accepted for any loss occasioned by or consequential on the non-delivery on the expected date or delayed delivery. Deliveries offered ex-stock are subject to the goods being unsold at the date of receipt of the Customer’s orders. Boiswood LLP reserves the right to deliver orders for products in part and to invoice the Customer for products delivered in part, unless this is clearly stated on the customer purchase order.

5. INSURANCE
Goods that are delivered using our standard couriers are covered by our insurance, goods that are collected by the customer the company cannot take responsibility for any costs incurred in relation to any claim.

6. CARRIAGE AND PACKING
Unless stated to the contrary prices do not include delivery or packing charges.

7. DAMAGE AND/OR LOSS IN TRANSIT
Insofar as is permitted by statute there is hereby excluded in our part all responsibility for breakage’s or loss in transit. Both carriers concerned and ourselves must be advised in writing of all breakage’s within three days of receipt of goods. In the event of non-delivery both carriers and ourselves must be notified in writing within seven days after the date of despatch.

8. SHORTAGE OR ERROR
No Claims can be considered unless notified in writing within three days of receipt of the consignment.

9. TERMS OF PAYMENT
All accounts are for settlement within 30 days from the date of invoice, unless otherwise agreed by ourselves in writing. Credit account applications are available upon request.

10. LATE PAYMENT
Where payment is not made within 30 days of invoice interest at 2.5% over HSBC Bank plc base lending rate will be payable by the purchaser from the day following 30days from the date of invoice to the day payment is received by Boiswood LLP.

11. LIABILITY
The Customer agrees that it will not bring any claim arising out of or in connection with these Conditions against any individual member, partner, employee or consultant of Boiswood LLP. Any duty of care which would otherwise, as a matter of law, be owed to you by any of our partners, employees or consultants is excluded from our contract with you. However, this does not alter or reduce any liability which Boiswood LLP may have to you.
Our responsibility is limited to the supply of goods and services of the kind and quality ordered and insofar as permitted by statute we hereby exclude all responsibility for any loss or damage howsoever caused consequential upon or resulting from the supply of such goods.
(a) The Customer agrees that apart from the express terms contained herein or in the quotation, in any instruction manual for the use of goods or in any document expressly stipulated therein form part of the Contract and to be outside the provisions of this clause no statement or representation has been made by Boiswood LLP relating In the goods supplied or if any such statement or representation has been made the Customer warrants that he understands it to be a statement of opinion only and did not rely on it.
(b) Boiswood LLP shall not be under any liability in respect of the guarantee contained in Clause 13 or any other liability whether founded in Common Law or Statute in connection with any defect in the goods which should reasonably have been discovered by the Purchaser on inspection or test at time of delivery and not immediately reported to the Company or that such defect falls within the criteria set out in Section 4 of the Consumer Protection Act, 1987.
(c) Except in the case of death or personal injury caused by Boiswood LLP’s negligence. Boiswood LLP shall not be liable to the Customer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any consequential loss or damage (costs, expenses or other claims for consequential compensation whatsoever) and whether caused by the negligence of Boiswood LLP, its employees or agents or otherwise) which arise out of or in connection with the supply of goods or their use or resale by the Customer, except as expressly provided in these Conditions.
(d) Without prejudice to the generality of the foregoing nothing herein contained shall operate to exclude or restrict liability for breach of any obligation arising from Sections 13, 14 and 15 of the Sale of Goods Act, 1979 as amended by the Sale of Goods and Services Act. 1982, against a Customer if he is dealing as a consumer as defined by Section 12 of the Unfair Contract Terms Act 1977, or under the Consumer Protection Act. 1987.
(e) Boiswood LLP’s liability hereunder shall cease if:

(i) The Customer shall not have paid in full all invoices for goods supplied by Boiswood LLP in accordance with these conditions.
(ii) The Customer permits persons other than Boiswood LLP or those approved or authorised by Boiswood LLP to effect replacement or parts maintenance, adjustments or repairs to the goods.
(iii) The Customer has not properly maintained or used the goods in accordance with instructions, pamphlets or directions given or issued by Boiswood LLP from time to time.
(iv) The Customer uses any spare parts or replacements not manufactured by or on behalf of Boiswood LLP and supplied by it or fail to follow Boiswood LLP’s instructions for the use of the same.

12. REPAIRS
Articles can only be returned for repair after prior agreement with Boiswood LLP and the correct completion of our GRN and the declaration of use documentation, and are accepted only on the understanding that, insofar as statute permits, we shall not be held liable for any damage howsoever caused to such articles. Time involved in preliminary examination of an article may be charged in the absence of a repair order being placed. Goods returned for repair should be sent carriage paid and clearly labeled with the sender’s name and address, and have the necessary documentation as above.

13. GUARANTEE AND AFTER SALES SERVICE
(a) The duration of the guarantee which runs from the date of delivery, is, unless the contrary is stated, the same as the manufacturer’s guarantee period, details of which will be supplied on request.
(b) All claims under the guarantee must be notified in writing during the Guarantee period.
(c) The guarantee covers the repair or replacement of defective parts. Goods to be repaired must be returned carriage paid to our service department and return carriage will be chargeable. At our sole discretion we may repair goods on site. Where goods are repaired on customer site we will pay all travelling costs and living expenses of our service engineers within the UK.
(d) The guarantee does not cover damage to any goods caused by misuse or for any cause other than defective manufacture or materials and we reserve the right to charge for repairs where goods have been repaired or modified by unauthorised persons without our prior consent in writing.
(e) The guarantee does not cover replacement of consumable parts or similar items.
(f) Goods repaired under the guarantee will be further guaranteed only to the end of the guarantee period only unless agreed to the contrary.

14. AFTER GUARANTEE
Monday to Friday, during working hours, labour will be charged at our current rates (details on request). Work outside these periods will be charged at overtime rates. Any spare parts used will be charged at list price.

15. AMENDMENTS AND CANCELLATIONS
Whilst every effort will be made to meet the Customer’s individual requirements, amendments or cancellation of any order or any part thereof can only be accepted by agreement.

16. FLOATING EXCHANGE RATES
For goods described in this document which are manufactured outside the UK, the prices may be based on differing parities if this is the case, should the parity change at any time before the date on our invoice, we reserve the right to adjust our prices by an amount proportional to the change.

17. DUTY
For goods described in this document that are manufactured outside the UK, the prices quoted on our order acknowledgement are based on import duties and taxes in force at that time. Should the duty or tax change before the date of receipt of goods into the UK, we reserve the right to adjust the invoice price by an amount proportional to the change.

18. COPYRIGHT AND CONFIDENTIAL INFORMATION
(a) The property and copyright in all documents, drawings, plans, photographs, illustrations and other printed matter given to the Customer will remain with Boiswood LLP and the Customer will not communicate any part of them to a third party without Boiswood LLP’s written consent.
(b) The Customer will indemnify Boiswood LLP against all actions and all costs whatsoever brought or made against Boiswood LLP as a result of work done at the Customer’s request in accordance with designs and specifications furnished by the Customer and which result in the infringement of any letters, patent, copyright, registered design or trade mark.

19. FORCE MAJEURE
Should this Contract be delayed by reason of war, riot, epidemic, flood, weather, accident, fire, government restrictions, strike, lock-out, go-slow, shortage of labour, damage or breakdown of plant, shortage or delay of transport or without prejudice to the generality of the foregoing. Any other circumstance or occurrence beyond the reasonable control of Boiswood LLP, Boiswood LLP shall be at liberty to suspend deliveries or to cancel the unfulfilled part of the Contract, in whole or in part.

20. RISK
Risk shall pass to the Customer when the goods or the relevant parts thereof leave the premises of the Company for delivery to the Customer notwithstanding that Boiswood LLP may be held responsible for delivery.

21. PROPERTY
(a) The property in the goods shall not pass to the Customer and the full legal and beneficial ownership of the goods shall remain with Boiswood LLP unless and until Boiswood LLP Company has received payment in full for:-

(i) The goods the subject of this Contract:
(ii) All other goods the subject of this or any other contract between the Customer and Boiswood LLP which at the time of payment of the full price of the goods sold under this Contract have been delivered to the Customer but not paid for in full.

(b) Until property in the goods has been passed to the Customer in accordance with Condition 21 (a) above (without prejudice to Boiswood LLP’s other rights):

(i) The Customer shall insure the goods to their full value which are on or at the Customer’s premises against fire, theft and damage or any other loss and shall, if required to do so in writing by Boiswood LLP, prove to Boiswood LLP that such insurance has been effected by the production of the policy of insurance and shall ensure that Boiswood LLP’s interest in the goods is noted thereof;
(ii) The Customer shall keep the goods marked and apart from all other goods so as to distinguish and separate the goods from other goods.
(iii) The Customer shall retain the goods solely as Boiswood LLP’s fiduciary agent and as bailee for Boiswood LLP.
(iv) Until such time as property in the goods passes to the Customer, the Customer shall be entitled to resell or use the goods in the ordinary course of his business, but shall account to Boiswood LLP for the proceeds of sale or otherwise of the goods, whether tangible or intangible, including insurance proceeds, and such proceeds shall be conclusively agreed as trust monies and shall not form any part of the Customers assets and shall keep all such proceeds separate from any moneys or property of the Customer, and third parties and, in the case of tangible proceeds, properly stored, protected and insured.
(v) Until such time as property in the goods passes to the Customer (and provided the goods are still in existence and have not been resold) Boiswood LLP shall be entitled at any time to require the Customer to deliver up all the goods to Boiswood LLP forthwith and if the Customer fails to do so enter upon any premises of the Customer or any Third party where the goods are stored and repossess them and by this purpose grants an irrevocable license to Boiswood LLP.
(vi) The Customer acknowledges that before entering into an agreement for the purchase of any goods from Boiswood LLP he has expressly represented and warranted that he is not insolvent, not entered into any arrangement and/or computation with any creditor or being a company with limited or unlimited liability, knows of no circumstances which would entitle any debenture holder or creditor to appoint a receiver or to petition for the winding-up of the Company or to exercise any other rights over or against the Company’s assets.

(vii)Subject to the terms hereof the Customer is licensed by Boiswood LLP to sell on the Goods subject to the express conditions that he does so as agent for Boiswood LLP and bailee whether the Customer sells on his own account or not and the entire proceeds thereof shall be held in trust for Boiswood LLP and will not be added to other monies or paid into any overdrawn bank account and shall be at all times identifiable as the Boiswood LLP’s monies for the said purpose.

22. LEGAL CONSTRUCTION
These conditions and each and every contract made, with Boiswood LLP pursuant thereto shall be governed in all respects by and in accordance with the Laws of England and the Customer hereby submit to the jurisdiction of the English Courts.



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