Terms & Conditions
“the Company” means Ellen Comms UK Ltd, “the Purchaser” means the person, firm or company to be supplied with the goods by the Contract. “Goods” means the goods, material and/or other items to be
supplied pursuant to the Contract. “the Contract” means the contract for sale and purchase of the goods made between the Company and the Purchaser to which these Conditions apply.
These Conditions apply to all sale of Goods by the Company and shall prevail over any consistent terms or conditions or referred to in the Purchasers order or in correspondence or elsewhere unless specifically agreed to in writing by the Company and any conditions or stipulations to the contrary are hereby excluded or extinguished.
3.1 All quotations by the Company are subject to the conditions set out herein.
3.2 A quotation by the Company does not constitute an offer and/or the Company’s acceptance of the Purchaser’s order.
All prices are exclusive of VAT which will be charged at the current rate. The Company reserves the right to alter prices without notification. Any change in quantities, partial release or destination may incur a price adjustment.
5.1 Goods will be despatched using a next day courier unless a same day delivery is requested and agreed at the time of order. Orders will remain valid and binding notwithstanding delay in delivery.
5.2 Goods sent by parcel post are deemed to have been
delivered and the risk therein to have passed to the Purchaser at the moment of despatch.
5.3 Unless otherwise expressly agreed the Company may effect delivery in one or more instalments. Where delivery is effected by instalments each instalment shall be treated as a separate Contract.
The photographs, dimensions, specifications and type numbers in our catalogue and website are shown only as a guide, and although we will usually supply the exact product shown, we reserve the right on occasions to supply similar items offering the same functions.
Carriage may be charged by the Company as agreed with the Purchaser at the time of order. Delivery will be by the transport of the Company’s choice. If the Purchaser requests special delivery arrangements, including express service, they will be charged for.
Payment of invoices shall, unless otherwise agreed in writing, be made in full without any deduction or set off within 30 days of the date of invoice of the Goods.
9.1 The Company shall not be liable for any shortage in the quantity delivered unless a claim in writing shall have been received by the Company from the Purchaser with 7 days of the delivery of the Goods. Where liability for any shortage is accepted by the Company the Company’s only obligation shall be to make good such shortage.
9.2 In the event of any defect or failure in the quality, nature or condition of the Goods or failure of the Goods to comply with any specification the Company shall replace or repair free of charge any Goods provided that the defect or failure arises under proper use and solely by reason of faulty material or workmanship and written notice is given to the Company with 12 months of delivery of the Goods after which all liability on the Company’s part shall cease.
9.3 Subject to the foregoing all conditions, warranties or representations expressed or implied by statute common law or otherwise in relation to the Goods are hereby excluded. Furthermore the Company shall be under no liability to the Purchaser for any loss, damage or injust direct or indirect resulting from defective material, faulty workmanship or otherwise however arising out of the Contract and whether or not caused by the negligence of the Company its servants or agents save that the Company shall accept liability for death, personal injury caused by negligence of the Company.
The Company shall be entitled to full indemnity if the Purchaser cancels an order which the Company has accepted.
11 FORCE MAJEURE
11.1 The Company shall not be liable to the Purchaser for any loss or damage which may be suffered by the Purchaser as a direct or indirect result of the supply of the Goods by the Company being prevented, hindered or delayed by reason of any force majeure circumstances.
11.2 In this Condition “force majeure circumstance” shall mean any act of God, riot, strike, lock-out, trade dispute or labour disturbances, accident breakdown of plant or machinery, fire, flood, difficulty in obtaining workmen, material or transport, or other circumstances whatsoever outside the control of the Company affecting the provision of the Goods or raw materials therefore by the Company’s usual source of supply or the manufacture of the Goods by the Company’s normal means or the delivery of the Goods by the Company’s normal route or means of transport.
The failure on the part of either party to the Contract to exercise or enforce any rights conferred by the Contract shall not be deemed to be a waiver of any such right nor operate so as to bar the exercise or enforcement thereof at any time or times thereafter.
Any notice required to be given hereunder in writing shall be deemed to have been duly given if by pre-paid first-class post or e-mail addressed to the party concerned as its principal place of business or last known address.
14.1 The Goods shall remain the sole and absolute property of the Company as legal and equitable owner until such time as the Purchaser shall have paid to the Company the agreed price.
14.2 Until such payment the Purchaser shall be in possession of the Goods solely as bailee for the Company and in fiduciary capacity and the Purchaser shall store the Goods in such a way as to enable them to be identified as the property of the Company.
15. REPAIRS AND PROCESSING
Goods received for repair or processing remain on the Company’s premises entirely at the Purchaser’s risk and shall be repaired or processed at the Purchaser’s risk.
Headings to any of these Conditions are included to facilitate reference only and shall not affect the construction hereof.
17. GOVERNING LAW
The Contract shall be governed by and construed and interpreted in accordance with the laws of England and for the purpose of settlement of any disputes arising out of or in connection with the Contract the parties hereby submit themselves to the jurisdiction of the English Courts.