WEBSITE USAGE AND TRADING TERMS AND CONDITIONS
By using this website, you agree to comply with and be bound by the following terms and conditions which govern MANSAM PRODUCTS LTD relationship with you in relation to this website.
The term “MANSAM PRODUCTS LTD” or “us” or “we” refers to the owner of this website. The term “you” refers to the user or viewer of this website.
The use of this website is subject to the following terms:
- Any content found on this website is for general information and use only and is subject to change without notice.
- Neither we, nor any third parties, provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
- Any information or materials found on this website are used entirely at your own risk. It is your responsibility to ensure that any products, services or information available through this website meet your specific requirements.
- This website contains material which is owned by us and is copyright. This material includes, but is not limited to, the design, layout, look, appearance, images, photographs and graphics. Any reproduction of these materials is prohibited.
- Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
- You may not create a link to this website from another website or document without our prior written consent.
- We will not be liable for any loss or damage including without limitation, indirect or consequential loss or damage, or any loss or damage whatsoever arising from loss of data or profits arising out of, or in connection with, any of our products or use of this website.
- Every effort is made to keep this website up and running smoothly. However, we take no responsibility for, and will not be liable for, this website being temporarily unavailable due to technical issues beyond our control.
- We are committed to ensuring that your privacy is protected. Should we ask you to provide certain information by which you can be identified when using this website you can be assured that it will be secure.
- We may collect the following information about you: name and job title; contact information including email address; other demographic information such as postcode, preferences and interests; and any other information relevant to customer surveys and/or offers. This information is required to understand your needs and provide you with a better service, and in particular, for the following reasons: internal record keeping; to improve our products and services; to periodically send you promotional e-mailsabout new products, special offers or other information which we think you may find interesting by using the email address that you have provided.
- We will not sell, distribute or lease your personal information to any third parties unless we have your permission or are required by law to do so. We may use your personal information to send you promotional information about third parties which we think you may find interesting if you tell us that you wish this to happen.
- You may request details of personal information which we hold about you under the Data Protection Act 1998. A small administration fee will be payable upon application. If you would like a copy of the information held on you please write to SALES@MANSAM.COM If you believe that any information we are holding on you is incorrect, or incomplete, please write to us as at the above address. We will promptly correct any information found to be inaccurate.
- We may change this policy from time to time by updating this page. You should check this page from time to time to ensure that you are happy with any changes. This policy is effective from 18 MARCH 2011.
Any dispute arising out of the use of this website is subject to the laws of England.
TERMS AND CONDITIONS OF SALE
1.1 In these conditions “BUYER” means the Customer (or any representative thereof in whatever capacity) whose order for the goods is accepted or considered by the Seller. “GOODS” means the Goods (including any instalments of the goods or any part of them) which the seller is to supply in accordance with these conditions as detailed in any order. “SELLER” means Mansam Products Ltd. “CONDITIONS” means the standard terms or conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms or conditions agreed in writing between the Buyer and Seller. “CONTRACT” means the contract for the purchase and sale of the goods. “ORDER” means the order placed by the Buyer for the supply of the goods by the Seller whether verbal or in writing “WRITING” includes telex, cable, facsimile transmission and comparable means of communication. The masculine gender includes the feminine and neuter in all cases.
1.2 The heading in these conditions are for convenience only and shall not affect their interpretation.
2.BASIS OF SALE
2.1The Seller shall sell and the Buyer shall purchase the goods in accordance with any order but subject to these conditions which shall govern the Contract to the exclusion of any other terms and conditions including the standard terms of the Buyer and no variation to these conditions shall be binding unless agreed in writing by a Director of Mansam Products Ltd.
2.2 The Seller’s employees or agents are not authorised to make any representation concerning the goods unless confirmed by the Seller in writing and in entering into the Contract the Buyer acknowledges that it does not rely on and waives any claim for breach of any such representations which are not so confirmed.
2.3 Any typographical, clerical or other error or omission in any sales literature, order, invoice or other documents or information issued the by Seller shall be subject to correction without any liability on the part of the Seller.
2.4 All statements, representations, warranties or communications made or given by the Seller prior to a contract being made whether collateral to the contract or otherwise and whether express or implied, do not form part of, and will not merge with, and are superseded by the contract unless otherwise agreed in writing.
2.5 Any indulgence granted by the Seller or any waiver by the Seller of its rights hereunder in respect of any transaction or series of transactions shall not be deemed to be a waiver of the Seller’s rights in respect of any other transaction or an agreement to confer the same indulgence of any other transaction.
2.6 Any goods offered are offered subject to availability at the discretion of the Seller and not necessarily in chronological order of receipt of tenders for the goods. The Seller reserves the right to vary or discontinue any line at any time without prior notice.
2.7All orders placed by the Buyer with the Seller are subject to these Terms andConditions and no order of further orders should be placed unless and until the Buyer has read and understood these Terms and Conditions which will be binding in any and all business with the Seller. The Buyer is deemed to accept these Terms and Conditions on placing any order for goods.
3.1 A quotation constitutes an invitation on the part of the seller which must be accepted in writing by the Buyer within 7 days of the quotation date (or suchother period as may be specified by the Seller) and if not accepted will lapse.The Seller reserves the right to withdraw any quotation at any time within the 7 day period.
3.2 Any order from the Buyer which constitutes the Buyer’s acceptance of the Seller’s quotation may not be withdrawn by the Buyer and must be confirmed in writing to the Seller within 7 days.
3.3 If any order is received from the Buyer without the seller having given a quotation, such order can be accepted only on the basis that it is subject to these conditions.
3.4 No contract shall be deemed to have been concluded until a) there has been a written confirmation by the Seller or b) the Seller has delivered the goods or part of them or c) the Seller has ordered or manufactured the goods or part of them on behalf of the Buyer.
4.1 All goods are supplied without any guarantee as to their suitability for any particular application unless confirmed by the Seller in writing.
4.2 All specifications, drawings and illustrations on or accompanying the quotation or contained in The Seller’s catalogues, price lists or advertisements are approximate only and shall not form part of the contract unless expressly so stated in the quotation.
4.3 Without prejudice to the generality of the foregoing, any such specifications,drawings and illustrations may not be altered by the Seller where such alterations do not materially affect the quality, appearance or performance of the goods in the opinion of the Seller.
4.4 Any specifications, drawings and illustrations are subject to such variations as may from time to time occur by the nature of the goods or be made by the manufacturers. All dimensions, measurements and other particulars of any work to be done by the seller are stated in good faith as being approximately correct, but deviations therefrom shall not invalidate the contract or be made the basis of any claim against the Seller.
4.5 All drawings specifications, illustrations, models or descriptive data supplied to the Buyer shall remain the sole property of the seller (regardless of whether or not a contract is concluded) and shall not form part of any contract. The Buyer shall not publish or communicate to any third party the content thereof nor any particulars of the goods supplied by the Seller without the previous consent in writing of a Director of Mansam Products Ltd.
5. PRICE OF GOODS
5.1 The price of the goods shall be the Sellers quoted price at the time of the order but the Seller reserves the right by giving notice to the buyer at any time before invoicing or delivery (whichever is later) to increase the price of the goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulations, alteration of duties, significant increase in the cost of labour, materials and other costs of manufacturer whether arising out of a request from the Buyer to make any alterations or additions to the goods or otherwise.
5.2 Unless otherwise agreed in writing by the Seller, all prices quoted are exclusive of delivery and exclusive of any applicable Value Added Tax which the Buyer shall be additionally liable to pay to the Seller.
5.3 The price quoted for the goods is for the quantity and/or width specification in the quotation (and is pro rata for any greater or lesser quantity actually supplied by the Seller).
5.4Subject as aforesaid, the Seller reserves the right to change prices without prior notice.
6.1(a) Where the Buyer has no account with the Seller, the Buyer shall pay the price of the goods prior to their collection by or delivery to the Buyer notwithstanding that delivery may not have taken place or the property in the goods has not been passed to the Buyer. (b)Where the Buyer has an account with the Seller, unless otherwise agreed in writing, the Buyer shall pay the price of the goods (less any discount or special terms which must have previously been agreed in writing between the Buyer and the Seller but without any other deduction) no later than 30 Days from the date of the Seller’s Invoice, notwithstanding that delivery may not have taken place or the property in the goods has not passed to the Buyer. The time of payment of the prior shall be of the essence of the contract. Receipts for payment will be issued only upon request.
6.2 Where the Buyer has requested the goods to be prepared for collection or the Buyer wrongfully fails to take delivery of the goods, the Seller shall be entitled to invoice the Buyer for the price of the goods at any time after the Seller has notified the Buyer that the goods are ready for collection or (as the case may be) the Seller has attempted delivery of the goods.
6.3 If the buyer fails to make payment on the date due then without prejudice to any other right or remedy available to the seller, the seller shall be entitled to a)cancel to contract and or suspend any further deliveries to the Buyer and/or withdraw any credit facilities, b) appropriate any payment made by the Buyer to such other goods (or the goods supplied under any other Contract between the Buyer and the Seller) as the Seller may think fit (notwithstanding any purported appropriation by the Buyer and c) charge the Buyer all costs, charges and expenses incurred in debt recovery on a full indemnity basis and interest (both before and after any judgement on the amount unpaid at the rate of 5% per annum above Barclays Bank PLC base rate from time to time from the date the payment was due until payment in full is received.
6.4In the event that payment is outstanding in respect of several invoices, all payments made by the Buyer shall be applied to the invoices which bear the earliest dates irrespective of the instructions of the Buyer unless the Seller shall otherwise agree in writing.
7.1 Delivery of goods to the stipulated place of delivery or to a carrier nominated by the Buyer (whichever is the sooner) shall constitute delivery to.
7.2 Any time or date named by the Seller for delivery is given and intended as an estimated only and the Seller shall not be liable to make good any damage or loss howsoever caused and whether arising directly or indirectly out of delay in delivery. The time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The goods may be delivered by the Seller within a reasonable time in advance of the quoted delivery date or at other times giving reasonable notice to the Buyer.
7.3 If the Buyer fails to take delivery of the goods or fails to give the Seller adequate delivery instructions at the time stated for delivery then without prejudice to any other right or remedy available to the Seller the Seller may:- (a) invoice the Buyer for the value of he goods and all reasonable costs and storage charges (including insurance) incurred until actual delivery, or (b)treat the goods as having been rejected by the Buyer and the contract as having been repudiated by the Buyer.
7.4 Unless the Buyer specifies in writing at the time of the order and the Seller agrees in writing that it will not be acceptable, the Seller shall be entitled to make deliveries by instalments or partial deliveries.
7.5 No claim for incorrect delivery of goods, shortages and loss or damage in transit will be considered unless notified in writing both to the carrier and the Seller within 3 days of the expected/notified delivery date or invoice date, whichever is the earlier.
7.6 The Buyer shall accept any delivery of goods, notwithstanding that such delivery may vary above or below the quantity ordered or may deviate (whether by the way of size, colour, width, length or shape) within a reasonable commercial tolerance from the goods sampled or ordered
7.7Unless otherwise agreed in writing by the Seller, the Seller shall be entitled to make delivery of the goods in one instalment.
7.8 The Seller will not accept the return of any goods unless prior consent has been obtained from a Director of Mansam Products Ltd.
7.9The Seller shall not be obliged to make delivery of any goods until full payment has been made in respect of any outstanding accounts or any othercontracts between the Buyer and Seller.
Risk of damage to or loss of the goods shall pass to the Buyer upon delivery to the stipulated place of delivery or to the carrier nominated by the Buyer or on collection of the goods by the Buyer whichever is the sooner or if the Buyer wrongfully fails to take delivery of the goods, at the time when the Seller has tendered delivery of the goods. The Seller shall have no responsibility for delay or the safety of the goods after the point of delivery.
9. RETENTION OF TITLE
9.1.A Simple Clause Title to goods supplied by the Seller to the Buyer will only pass from the Seller to the Buyer when cleared payment in full has been received by the Seller.
9.1.B All Monies Clause The risk in the goods shall pass from the Seller to the Buyer upon delivery of such goods to the Buyer. However, notwithstanding delivery and the passing of risk in the goods or any other provision of these Conditions, property in and title to the goods including full legal and beneficial ownership shall not pass to the Buyer until the Seller has received cleared payment in full for all goods delivered to the Buyer under this and all other contracts between the Seller and the Buyer for which payment of the full price of the goods thereunder has not been paid. Payment of the full price shall include without limitation the amount of any interest or any other sum payable under the terms of this and all other contracts between the Seller and the Buyer.
9.2 Until such time as the property in the goods passes to the Buyer, the Buyer or any other person acting in his place shall hold the goods as the Seller’s fiduciary agent and bailee and shall keep the goods separate from those of the Buyer and third parties and properly stored protected and insured and identified as the Seller’s property. Until that time the Buyer shall account to the Seller for any proceeds of sale or otherwise of the goods whether tangible or intangible including insurance proceeds and shall keep all such proceeds from any moneys or property of the Buyer and their parties and in the case of tangible proceeds properly stored, protected and insured.
9.3 If the Buyer in his normal course of business mixes the goods the subject of a contract with other goods or if the goods the subject of a contract become a constituent of other goods, then the Seller will assume title over the whole of the goods so mixed and transfer of ownership will be deemed to have taken place through and at the moment of conversion or mixing. Thereafter the Buyer and the Seller will assume the rights and duties conferred by the previous sub clauses as if the new goods were solely and simply the goods the subject of the contract.
9.4 If payment by the Buyer becomes overdue in the whole or in part or if the Buyer shall commit any other breach of this contract or any act of insolvency (as hereinafter defined), the Seller shall be entitled (without prejudice to any other rights) at any time to treat any existing contract(s) as discharged or suspend any further deliveries under the contract(s) and withdraw any credit facilities without any liability to the Buyer and if the goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary. The Seller shall then be entitled to repossess the goods or the mixed goods or any of them which are the subject of the contracts concerned and to enter the premises of the Buyer or any third party where the goods are stored or suspected of being stored for this purpose.
9.5 The Buyer shall for the purposes of this clause and clause 12 hereof be deemed to commit an act of insolvency if any distress or execution shall be levied or attempted upon his property or assets or if he shall make an offer to make any arrangement or composition with creditors or commit any act of bankruptcy or if any petition or receiving order in bankruptcy shall be presented or made against him or if the Buyer is a Limited Company and any resolution or petition to wind up such Company’s business (other than for the purpose of amalgamation or reconstructions) shall be passed or presented or if a Receiver or Liquidator or Administrator or Representative of such Company’s undertaking property or assets or any part thereof shall be appointed or if the sole discretion of the Seller it appears to the Seller that the financial position of the Buyer has become unsatisfactory or impaired.
9.6 In the event of the Seller repossessing the goods, the Buyer shall be liable (notwithstanding the discharge of the contract) to pay the difference between the price of the goods and their value on repossession and in the event of the Seller being entitled to repossess the goods but being unable to do so for any reason whatsoever, the Buyer or his representative shall pay to the Seller the full price thereof.
9.7 Any trustee in bankruptcy, receiver, liquidator, administrator or any other representative appointed over the assets of the Buyer shall pay into a separate bank account any sums received from third parties in respect of sales to them of any goods payment for which is still outstanding, up to the amount of indebtedness of the Buyer to the Seller under the contract, for the sole benefit of the Seller. Such proceeds are payable to the Seller within 7 days or on request, whichever the earlier.
9.8 The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the goods which remain the property of the Seller, but if the Buyer does so all moneys owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.,
9.9 Nothing in this Condition shall give the Buyer any right to return the goods to the Seller.The Seller may sue the Buyer for the price when due, notwithstanding the property in the goods may not have passed to the Buyer and the Buyer hereby assigns all rights and claims that the Buyer has against the third party in relation to the goods.
10.1 The Seller warrants that the goods will comply with the description provided by the Seller in relation to quality and quantity subject to such tolerances as are reasonable and as are normally accepted in the trade.
10.2 Notwithstanding that the goods may have been described, the goods shall be deemed to correspond with the description if they correspond with any sample thereof (subject to a reasonable tolerance) which has been produced to and examined by the Buyer.
10.3Notwithstanding that a sample of the goods may have been produced to and examined by the Buyer, such sample is produced for examination solely to enable the Buyer to judge the quality of the bulk and shall not constitute a Contract of Sale by sample.
10.4 No warranties shall apply in the following cases:- a)where the goods are sold as “seconds”. “end of line” or “clearance” or where the prices of the goods clearly indicate that the goods fall into one of these categories; b) where the defects arise as a result of wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Seller’s instructions, or such instructions which accompany the goods (whether oral or in writing), misuse or alteration or repair of the goods without the Seller’s approval; c) where the total price of the goods has not been paid by the due date for payment. In all of the above cases in this sub-clause, the Seller shall be under no liability for any warranty condition or guarantee whatsoever.
10.5 Subject as expressly provided in these conditions and except where the goods are sold to a person dealing as a consumer (within the meaning of UCTA 1977) all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law.
10.6 Where the goods are sold under a consumer transaction as defined by the Consumer Transactions (Restrictions On Statements) Order 1976, the statutory rights of the buyer are not affected by these conditions.
10.7 The Buyer will be deemed to have accepted the goods as being in accordance with the order(s) as to quality and quantity unless within 3 days of receipt the Buyer notifies the Seller in writing of any discrepancy in which case the Buyer’s claim shall be subject to the following provisions a) if delivery is not refused and the Buyer does not notify the Seller as provided above, the Buyer shall not be entitled to reject the goods and the seller shall have no liability for such defect or failure and the Buyer shall be bound to pay the price as if the goods have been delivered in accordance with the contract b) the Seller shall be given reasonable opportunity to inspect any of the goods alleged to be defective. The Seller shall be entitled to require all defective goods to be returned within 14 days c) the Buyer shall have no claim if the Buyer has cut, processed, treated, manufactured, marked or otherwise changed or altered the goods in any way by any manufacturing or any other process.d) Where goods are collected from the premises of the Seller, the Buyer must satisfy himself that the goods are in a satisfactory condition prior to taking them from the premises of the Seller. No liability can be accepted after goods have been removed from the Seller’s premises.
10.8 The Seller may at his discretion be entitled to replace or repair goods free of charge or refund to the Buyer the price of the goods (or appropriate proportion thereof according to the circumstances) but the Seller shall have no further liability to the Buyer 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 (whether for loss of profit or otherwise) costs, expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Seller, its employees or agents or otherwise (except as provided by law) which arise out of or in connection with the supply of the goods to the Buyer except as expressly provided in these conditions.
10.9 The Seller shall not be liable to the Buyer or be deemed to be in breach of the contract by reason of any delay in performing or any failure to perform any of the Seller’s applications in relation to the goods if the delay or failure was due to any cause beyond the seller’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Seller’s reasonable control (whether involving the Seller or any third party); a) Act of Ged, expulsion, flood, tempest, fire or accident b) War or threat of war, sabotage, insurrection, civil disturbance or requisition c) Acts restrictions regulations bye-laws, prohibitions or any measures of any kind to the part of any given government parliament or local authority d) Import or export regulation, quotas or embargoes e) Strikes, lockouts or other industrial actions or trade disputes f) Difficulties in obtaining raw materials, labour, fuel, parts of machinery g) Power failure or breakdown in machinery.
11. EXCLUSIONS OF CONDITIONS AND REPRESENTATIONS.
Warranties contained in clause 10 hereof are given in lieu of any other conditions or warranties whether statutory or otherwise, express or implied and no such conditions or warranties are made by the Seller relating to the goods or their suitability for any particular purpose or under any specification conditions, notwithstanding that such purpose or condition may be known to the Seller. Respective Buyers must satisfy themselves using their knowledge of the circumstances in which and the purpose for which the goods may be used that the goods meet their their requirements. The Seller does not make nor is any servant or agent of the Seller authorised to make any representation relating to the goods or their suitability for such purpose or conditions or relating to the suitability, adequacy or outcome of work or test done or performed by or on behalf of the Seller or any other person. If the contract relates to work to be carried out in respect of goods supplied by the Buyer, the Seller shall not be liable for any defects arising as a result or consequence of any faults or defects contained in or inherent or latent in the goods or due to its packaging, storage, processing or otherwise howsoever. The Seller accepts no responsibility for misuse of any of products supplied.
12.1 The Buyer may not cancel any order except with the written consent of the seller and upon terms which will indemnify the seller against all loss
12.2 The Seller may refuse to supply the goods in the event of the Buyer committing any breach of this contract or any act of insolvency or if in the sole discretion of the Seller it appears to the seller that the financial position of the Buyer has become unsatisfactory or impaired bur such refusal shall not constitute cancellation of the contract.
12.3If the performance by the Seller of its obligations under this contract shall be hindered or prevented by industrial dispute, accident, breakdown of machinery, shortage of materials, failure to deliver to the Seller, export or import restrictions or any other cause whatsoever beyond the reasonable control of the Seller, the Seller shall be entitled by notice in writing to the Buyer to terminate the contract but without prejudice to the liabilities of either party accrued before the date of termination.
13. PATENTS, ETC.
13.1 The Seller shall not in any circumstances be liable for any loss, liability or expense suffered or incurred by the Buyer by reason of any use or re-sale of the goods which constitutes an alleged or actual infringement of a patent design copyright or trade mark, foreign or domestic vested in a third party.
13.2 If any goods to be supplied by the Seller to the Buyer are in (reasonable) accordance with specifications, designs or patterns supplied by the Buyer, the Buyer undertakes to indemnify the Seller against all damages, penalties, costs and expenses to which the seller may become liable or which the Seller may incur through anything done by the Seller in execution of the order being alleged to involve infringement of a patent, registered design or trademark.
The Buyer shall not without the written consent of the Seller assign the order or any part thereof.
15.FOB AND CIF CONTRACTS.
15.1 Where goods are sold FOB, the Seller shall not be under any obligation to give the notice specified under section 32 (3) of the SGA 1979.
15.2 Where goods are sold CIF, the Buyer shall not be entitled to reject the goods but this shall not prejudice the other rights of the Buyer.
In the case of overseas, the Buyer shall unless otherwise agreed in writing, arrange for an Irrevocable Letter of Credit confirmed by a U.K. Bank, with sight draft payable in Manchester and all charges for opener’s account to be opened in favour of the Seller before shipment.
17.1 Any notice required or permitted to be given hereunder by the Seller may be served personally or left at the residence or place of business of the Buyer (whether its Registered Office or principal place of business or otherwise) or may be sent by post to the last known trading address of the business in which case notices shall be deemed to have been served in the normal course of post.17.2 No waiver by the Seller of any breach of the contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
17.3 If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected thereby
17.4 The terms and conditions of this contract shall be subject to and interpreted and construed in accordance with English law and the English Court
(Manchester branch) shall have exclusive jurisdiction in any dispute which may arise save that the seller may institute and maintain proceedings in respect of contracts in any country.
17.5 In the event of any action in respect of a contract bring taken, the Seller may serve any writ or other process upon the Buyer by posting it to the Buyer’s last known place of business