THERMOGUARD UK LTD
Terms & Conditions of Sale.
Applicable Law England & Wales.
These conditions shall apply to all legal relations between Thermoguard UK Ltd (the Seller) and the Buyer and between the seller and entities supplied with Thermoguard products by the Buyer, or used by the Buyer for or on behalf of others or their properties . All goods are supplied under these conditions. No waiver or modification shall apply unless agreed in writing by a Director or Thermoguard UK Ltd.
Orders placed by an officer of the Buyer are binding on the Buyer, with or without order number. Seller shall make reasonable effort to deliver goods as ordered on date requested by the Buyer. The Buyer’s sole remedy in the event of failure to deliver is cancellation of the order. Under no circumstances shall the Buyer be entitled to compensation for costs or damages due to late delivery or delivery of the wrong goods caused by human error. Risk for goods passes to the Buyer upon delivery to Buyer’s premises or other as requested by Buyer. The Buyer must notify the Seller in writing with 7 days of delivery (or in the case of a merchant or distributor within 2 days of receipt of any customer complaint, claim, request for information the Buyer cannot resolve immediately, or of other material fact relating to the supplied goods), of any claim or material fact which might affect the Seller’s claim for payment in full within the stated payment period or might delay resolution by Thermoguard of any complaint or matter of concern. It is the responsibility of the Buyer or user to obtain any approvals required before purchase.
The price will be as prevailing at the time of order for relevant category of customer unless agreed in writing. Prices are quoted exclusive of VAT. Card payments payable to Thermoguard or YDC. Payment is due within 30 days of date of invoice. The Seller reserves the right to demand payment within 7 days following the 30 day credit period and treat failure to do so as evidence of the Buyer’s insolvency. Failure to pay within 60 days renders the Buyer liable to interest on the debt at 3% above base rate, plus costs of recovery of debt. The Directors of owner-managed Limited Liability Companies are jointly and severally liable for any debt incurred by their company that remains unpaid.
The Buyer accepts the Seller’s directorate as the sole arbiter of the suitability of Thermoguard products for any purpose or project. The seller undertakes to provide technical information, specifications and advice in good faith. However, the seller (having no control over or direct knowledge of individual project’s application, site conditions, surfaces and materials to be coated) does not accept responsibility for performance on individual projects beyond the issue in good faith of a “Certificate of Supply”.
Thermoguard’s directorate is the sole body authorised to issue “Certificates of Supply” or other guarantees relating to Thermoguard products. “Certificates of Supply” are issued in accordance with Thermoguard’s directorate’s knowledge, understanding and interpretation of the Fire Test Reports held by the Thermoguard group of companies.
A Buyer should only request a Thermoguard Certificate after application of the goods supplied. In requesting the issue of a Thermoguard Certificate , the Buyer agrees to absolve and indemnify Thermoguard from any claim relating to the products used.
A Certificate of Supply will not be unreasonably withheld after the user has confirmed application in accordance with Thermoguard instructions and payment for the goods has been received.
The Buyer or user is obliged to check the goods before use. The seller accepts no liability for losses or damage through the use of goods excepting where the Buyer or user has obtained a written guarantee for a specific project from the Seller’s Technical Dept which is relevant to the claimed failure or defect.
Where such a guarantee has been given, the liability of the Seller shall be limited to no more than the sales value to the Buyer for the preceding 3 months, excepting where the goods fail to meet Thermoguard’s product specification due to a defect in manufacture.
Excepting in the case of a defect in manufacture against the product standard, where a Director of the Seller has written otherwise, or the Seller’s Technical Dept have provided a written guarantee for a specific project or surface relevant to any claim (see 5) and that such claim does not exceed 3 months purchases from the Seller, the Buyer will indemnify, save harmless and defend the Seller from all liabilities, claims and lawsuits (including reasonable legal costs) settlements, judgment amounts and expenses arising out of the Buyer’s or Buyer’s customer’s use of the goods.