Terms and Conditions
Beco Energy Ltd - STANDARD TERMS AND CONDITIONS OF TRADE
Unless otherwise agreed in writing by the seller all goods are supplied on the following terms and conditions to the exclusion of any terms and conditions stipulated by the buyer and any previous representation, warranties or communications not expressly incorporated herein.
1. FORMATION OF CONTRACT
Quotations, unless previously withdrawn, shall be valid for a period not exceeding thirty days from date of tender. No order shall be deemed accepted until the Sellers written acknowledgement has been made and subject only to the terms and conditions stated below. Any stipulations or conditions in the Buyer’s order form which would conflict with these conditions or in any way qualify or negate the same shall be deemed to be inapplicable to the order placed with the Seller unless expressly agreed to by the Seller in writing when acknowledging the order in question.
2. VARIATIONS OF CONDITIONS
Unless otherwise agreed in writing by the Seller the goods are supplied by the Seller only on these conditions and no variation of or addition thereto (whether contained in any document emanating from the Buyer or made orally by any person acting or purporting to act on behalf of the Seller) shall have effect unless it is in writing signed by or on behalf of the Seller. Should any of these conditions conflict with any conditions stated in the Buyer’s order, these conditions shall prevail. The giving by the Buyer of any delivery instructions for the goods or any part thereof or the acceptance by the Buyer of delivery of the goods or any part thereof or any conduct by the Buyer in confirmation of the transaction set out on the basis hereof after receipt by the Buyer of this document shall constitute unqualified acceptance by the Buyer of these conditions.
Grid Connected Jobs: 50% deposit required with order, prior to work commencing, unless agreed otherwise.
Other Supplies and Services: Deposits may be required where an order would exceed the customers agreed credit limit.
4. TERMS OF PAYMENT/OVERDUE ACCOUNTS
a. Unless otherwise specifically agreed in writing payment in full is due upon commissioning of the system and prior to hand-over of commissioning documents.
b. If the Buyer fails to make any payment on the date specified above then without prejudice to any other rights or remedy available to the Seller, the Seller shall be entitled to:
i. cancel the contract or suspend any further deliveries until payment is received, whether or not such deliveries are due under the same contract or other contracts.
ii. charge the Buyer interest (both before and after any judgment) on the amount unpaid at the rate of 10% per annum above the London Interbank Rate (LIBOR) from time to time until payment in full is made.
5. NEW ACCOUNTS
Customers wishing to open a credit account must complete the Sellers Credit Account Application Form.
Credit accounts cannot be opened under the minimum amount in operation at the time of placing the order nor until a satisfactory credit report has been received from the Sellers Credit Agency and/or three trade references.
6. TELEPHONE ORDERS
Telephone orders will be accepted only if an official order number is quoted in all cases. Telephoned orders must be confirmed in writing and be clearly marked `confirmation’. If duplication occurs due to an order not being thus marked delivery must be accepted.
7. FACSIMILE/E-MAIL ORDERS
Facsimile orders shall be deemed to be binding contracts subject to purchase to the Sellers standard terms and conditions of trade.
8. PRICE VARIATIONS
The seller shall be entitled to adjust the purchase price of the goods whether before or after the making of the agreement to which these conditions relate in the event of any variation in the cost to the Seller of supplying the goods or any part thereof caused by any reason whatsoever beyond the control of the Seller including (without prejudice to the generality of the foregoing) changes in the exchange rate or any action of governments or authorities. Any increase in delivery charges imposed by the Seller after the date of confirmation of order shall be to the account of the buyer. The minimum charge in operation at the time of placing the order must be accepted.
9. PASSING OF PROPERTY
Title to the goods shall, not withstanding delivery to the Buyer or main contractors site, remain with the Seller until the Buyer has paid the full price as well as all the other sums whatsoever due to the Seller. The Seller, may by its servants or agents enter upon the Buyer’s premises and recover and dispose of the goods and the Buyer shall make no claim upon the Seller in respect of such entry or disposal.
10. PASSING OF RISK
The risk in goods supplied overland shall pass to the Buyer on delivery to the Buyer’s designated premises or to the carrier nominated by him (whichever shall first occur). The risk in goods supplied by sea or air transport shall pass to the Buyer on delivery to the carrier nominated by the Buyer in which case the Seller will at the Buyer’s written request, cost and risk, arrange for the Buyer’s express instructions as to transit and packaging for sea or air transport to be carried out.
11. DELIVERY BY INSTALLMENTS
If any order for goods is to be delivered by installments to the Buyer, each such installment shall be treated as a separate and identifiable contract and the rights of either party thereunder shall be construed accordingly, save only that the Seller may suspend delivery thereof whilst payment is overdue in respect of any previous installment. If the Seller shall fail to make delivery or shall make defective delivery of any installment such failure or defective delivery shall not effect the obligations of the parties under the contract of which these conditions form a part in respect of the other installments.
12. CARRIAGE AND PACKING
In all mainland areas of England, Scotland and Wales carriage and packing shall be charged at cost unless otherwise specified in writing. Express or special delivery at the Buyer’s request will be at the Buyer’s expense. Prices do not include Value Added Tax which is chargeable on transport and post.
The seller shall be notified in writing of the non-receipt of any goods by the Buyer or his nominated carrier within seven days of the invoice date, failing which the Seller shall be under no liability whatsoever to the Buyer who shall nevertheless hold the Seller indemnified against any loss arising or damage suffered through the failure to inform the carriers or the insurers within the required time limits. The Buyer must notify the Seller of any alleged defect in or damage to the goods within seven days of actual receipt and thereafter shall be deemed to have accepted the goods in all respects. Any such notice must specify the alleged particular defect and must afford the Seller reasonable opportunity to inspect the goods in question. If the goods are faulty the Seller will (at his option) either rectify the defect or fault, replace any such goods or credit the invoice value of the goods and such rectification or replacement will be in full satisfaction of any claim by the Buyer .
14. CONSEQUENTIAL LOSS
The Seller shall be under no liability whatsoever (including without prejudice to the generality of the forgoing) any liability in tort or for consequential loss or damage of any kind or for breakage or resulting defect occurring after delivery or any defect or failure of or unsuitability for any purpose of the goods or any part thereof whether the same be due to any act, omission, negligence, willful default of the Seller or its servants or agents or to faulty design, workmanship or material or any other cause whatsoever including (without prejudice to the generality of the foregoing) any breach by the Seller, its servants or agents of any fundamental term or any fundamental breach by the Seller, its servants or agents of any term of the contract of which these conditions form part and all other conditions, warranties or other terms whether express or implied, statutory or otherwise inconsistent with the provisions of these conditions are hereby expressly excluded.
15. PENALTY CLAUSES
Penalty clauses on Buyer’s contracts cannot be accepted unless a specific undertaking in writing is secured from the Seller covering each or contract concerned. Such an undertaking will not be regarded as valid unless signed by a Director of the Seller .
16. FORCE MAJEURE
The Seller shall do all in his power to perform the terms of any contract of which these conditions form part and in particular to meet all delivery dates but shall not be liable for any failure to observe or breach of any of the terms hereof by reasons of act of God, war, riots, civil commotions, strikes, lock outs, trade disputes, fires, breakdowns, interruptions of transport, government action, delay in delivery by the Seller’s suppliers or any other cause whatsoever beyond its control, the time for delivery shall be extended until such cause shall have ceased to operate. In such circumstances except where goods are in transit the Seller may terminate the unperformed part of any contract of which these conditions form part by notice in writing delivered to the Buyer within fourteen days of the occurrence of such action or circumstances as makes the Seller fail to observe or break the terms hereof without incurring any liability by reason of such determination.
Goods supplied can be returned only if the Seller’s permission is first obtained. Permission can only be considered if the goods are those which the Seller regularly carries in stock. All returns are subject to a restocking charge.
The price quoted is for stipulated quantities only and must not be taken to apply to any order for any lesser quantities. Deliveries up to 10% above or below the quantities ordered shall be permissible but the goods invoiced shall be the quantity actually despatched. All quotations for goods to be delivered from stock are subject to these goods being unsold on receipt of order.
Whilst all written recommendations made by the Seller as to the treatment of the goods are made in good faith and in the belief that they are correct, the Seller shall have no responsibility whatsoever for any damage, liability, cost, claim or expense suffered by the Buyer or any third party through following such recommendations.
20. SPECIFICATION ALTERATIONS
The Seller reserves the right to alter the specification of any goods without reference to the Buyer provided that the goods comply in all other known respects with the Buyer’s requirements.
21. TRADE MARKS/PATENTS
The supply of goods by the Seller shall not confer any right upon the Buyer to use any Seller’s trademark without prior written consent of the Seller. Neither does it imply any right to use any Seller’s patent or any indemnity against infringement of third party patents.
Any stipulated time of delivery shall date from receipt by the Seller of the Buyer’s written order to proceed or all the necessary information, drawings and inserts to enable the Seller to put the work in hand which ever be the later. Delivery dates or periods are given in good faith and the Seller will make every effort to meet them but no liability is accepted for failure to deliver on a specified date or within a specified period.