Conditions of Sale
1 General
All orders are subject to these conditions of sale and the placing of any order by the buyer shall be considered
as acceptance of these conditions.
Unless otherwise specified in our order acknowledgement these conditions may not be modified or varied unless
ZMC Elecon Ltd (hereinafter referred to as ‘the Company’) agrees in writing and the Company shall not be deemed to
accept such other conditions nor waive any of these conditions by failing to object to provisions contained in any
purchase order or other communication from the buyer.
2 Payment
Payment is strictly 30 days nett from month of invoice, unless otherwise agreed between the Company and the
buyer in writing prior to the issue of the invoice.
The Company reserves the right to refuse Credit at any time and demand immediate payment of all monies
outstanding. The Company, as its discretion, reserves the right to charge interest on accounts outstanding beyond
the time specified in this condition. The rate of interest shall be 2.5% per annum over the Barclays Bank PLC
base lending rate from time to time in force. The Company can exercise the right in addition to any other rights
it may have in respect of the goods or non-payment.
3 Prices
Prices are subject to variation without notice. Unless otherwise agreed in writing all orders are executed
subject to prices and any relevant discounts ruling at the date of despatch and any price list of the Company
whether published or not shall not affect the right of the Company to charge for goods in accordance with this
clause.
All prices are subject to the addition of Value Added Tax at the appropriate rate.
4 Credit
Any contract shall be subject to the Company being satisfied as to the buyer’s credit worthiness and without
prejudice to the generality of the forgoing the Company may, in its absolute discretion having informed the buyer
that the goods are ready for delivery, refrain from delivering the good until such time as the buyer tenders
the purchase money to the Company in a form satisfactory to the Company.
5 Orders
Orders sent in the confirmation of telephone instructions should be clearly marked as such, otherwise any additional
expense incurred by the Company as a result of duplication of order will be charged to the buyer.
6 Delivery
Delivery dates are promises given in good faith by the Company to indicate estimated delivery times, but shall
not amount to any contracted obligation to deliver at the times stated. No liability for direct or consequential
loss or damage arising from delayed delivery will be accepted by the Company.
7 Title
The Company and buyer expressly agree that until the Company has been paid in full for the good supplied:
- The goods remain the property of the Company although the risk therein passes to the buyer at
the point when delivery is made.
- The Company may recover those goods which are in the buyer’s possession at any time if the Company
judges that the amount outstanding from the buyer on the general statement of accounts between the
parties in the excess of the credit limit the Company is willing to accord to the buyer; and for that
purpose the Company’s servants and agents may enter upon any land or building upon which the goods
are situated.
- If the buyer incorporates such goods into other products, with the addition of his goods or those or
others, or uses such goods as materials for other products, with or without such addition, the property
in those products is upon such incorporation for use ipso facto transferred to the Company and the buyer
as bailee of them for the Company will store the same for the Company in a proper manner without
charge to the Company.
- The buyer has the right to dispose of the goods or such other products in the course of his business
for the account of the Company and to pass good title to the goods or products to his customer being a
bona fide purchaser for a value without notice of the Company’s rights.
- In the event of such disposal the buyer has the fiduciary duty to the Company to account to the Company
for the proceeds but may retain therefrom an excess of such proceeds over the amount outstanding and due
to the Company, and the Company has the additional right to recover the buyer’s price from the buyer’s
customer to the extent unpaid; if the Company avails itself of this right, it will account to the buyer
for any excess less any expenses incurred by effecting recovery.
8 Carriage
Carriage is charged at extra cost.
9 Packing and Cases
The cost of packing cases is included in the carriage charge.
10 Returns
Goods correctly supplied may not be returned without the Company’s written agreement. Goods so
returned must be consigned ‘carriage paid’.
11 Guarantee
The Company will replace any goods which within 1 year of delivery which are proved to be defective
in workmanship or material. The Company does not guarantee the suitability of the goods for a particular
purpose nor does it accept responsibility for consequential damages and expenses.
12 Limits of Contract
Any quotation includes only such goods, accessories and work as are specified therein.
13 Bankruptcy
In the event of the buyer committing any breach of contract with the Company or if any distress or execution
is levied upon the goods of the buyer or if he offers to make any arrangement with or for the benefit of his
creditors or commits any act of bankruptcy or, being a limited Company, has a Receiver appointed of its undertaking
or assets or any part thereof or, for the purposes of a reconstruction or amalgamation without insolvency,
goes into liquidation, the Company shall thereupon be entitled without prejudice to its other rights forthwith to
suspend all further deliveries until the fault has been made good to determine the contract or any unfulfilled
part thereof, or at the Company’s option to make partial deliveries.
14 Copyright
All drawings, descriptions and other information submitted by the Company shall remain the property of the
Company together with the copyright therein.
15 Legal Construction
Unless otherwise agreed by the Company in writing, these conditions shall in all respects be controlled and operate
as an English Contract, in conformity with English Law.