- Throughout these conditions the following definitions apply: "the Seller" shall mean Slam Proof Ltd. "the Customer" shall mean any company or any subsidiary company or associated company or individual ordering, or accepting a quotation, for Slam Proof Ltd’s products or services.
- These Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer to the exclusion of all other terms and conditions including any terms or conditions which the Buyer may purport to apply under any purchase order confirmation of order or similar document.
- All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Conditions.
- Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Buyer's acceptance of these Conditions.
- Any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
Basis of Sales
- Orders are accepted on the basis of published price lists or quotations and are accepted by telephone, e-mail or internet. At the discretion of the Seller, written confirmation of orders may be required.
- All orders except those placed via the Slam Proof web shop must be accompanied by a purchase order number.
- All goods and services are sold on the basis of specifications published in the Seller's product literature, specifications or website. Any manufacture by the Seller of bespoke or custom product for a Customer shall be subject to a specification agreed by both parties in writing.
- Any changes or cancellation of an order once placed must only be by written agreement of the Seller. In the event that changes or cancellation of an order result in charges being incurred by the Seller, the Customer will be advised of such charges and in the event of proceeding with the change or cancellation will agree to pay the Seller these charges in full.
Delivery, Claims and Delays
- For deliveries within the UK: The Seller, unless otherwise stated, will arrange carriage. Carriage and freight will be charged to the Customer's account at our advertised rate (and will appear on the invoice). Where special delivery is requested by the Customer, or is required by the nature of the goods (e.g. hazardous), all charges for such carriage freight and insurance will be charged to the Customer’s account.
- For deliveries outside UK: The Seller, unless otherwise stated, will arrange carriage and freight. All charges for carriage and freight will be charged to the Customer's account and will appear on the invoice, unless advised otherwise at time of ordering.
- Any claims for non-arrival of product must be received within 14 days of invoice date. Any claims for damage to goods in transit or failure of product to meet specification must be received within 3 days of receipt of goods.
- Although the Seller shall use all reasonable efforts to meet all contracted delivery dates, such dates are estimates only. The Seller shall not be liable in any circumstances for loss, whether direct or consequential, arising from any delay in delivery.
- The Seller reserves the right to make deliveries in installments. All such installments will be invoiced separately and paid for when due per invoice, without regard to any subsequent deliveries or installments.
- Goods may not be returned for credit without the Seller's permission and then only in strict compliance with the Seller's return shipment instructions. The Seller reserves the right to subject any return of goods unrelated to a complaint to a re-stocking charge, acceptance of such goods being on the sole condition that they are returned in saleable condition. All returns must be in the original protective packaging.
Pricing and Payment
- For Customers with a credit account, terms are 30 days of date of invoice unless otherwise stated. In the event of delayed payment, the Seller reserves the right to make a charge of 2% per month on balances remaining unpaid.
- All prices are quoted exclusive of all taxes or duty. Any VAT, sales tax, excise duty or any other charge applied by any governmental authority will be paid by the Customer. In the event that the Seller is required to pay such charges the Seller will recover these charges from the Customer or be supplied with an exemption certificate or other document acceptable to the authority imposing the charge.
- Customers without credit account facilities with the Seller may be required to provide information regarding their credit worthiness. The Seller reserves the right to request Customers to pay in advance for goods and services ordered or to make payment by irrevocable letter of credit opened by the Customer in favour of the Seller and confirmed by a bank acceptable to the Seller.
- If the Seller is, in its sole opinion, concerned about the Customer's ability to pay in full at the due date the purchase price of the products the Seller may delay delivery of the products, alter the terms and conditions of the order or cancel the order at its option. In the event of cancellation of an order the Seller will have the right to dispose of any undelivered product in any way it sees fit without account to the Customer.
Warranty and Liability
- The Seller warrants that the products shall conform to the description of such products as provided to the Customer in the Seller's literature analytical data or other published material.
- The Seller will not be liable under this warranty in the event the Seller determines, in its sole discretion that the Customer has misused the products in any way, has failed to use the products in accordance with industry standards and practices or has failed to use the products in accordance with any instructions supplied.
- Save for death or injury caused as a direct result of the Seller's negligence the Seller's sole and exclusive liability and the Customer's sole remedy with respect to products and services supplied which have been proved to the Seller's satisfaction to have been defective or non-conforming shall be the replacement of such products without charge or refund of the purchase price at the sole discretion of the Seller upon return of such products in accordance with the Seller's instructions.
- The Seller shall not in any event be liable for direct, indirect, incidental or consequential losses of any kind arising from any use or failure of the product.
Risk and Property
- Risk of damage to or loss of the products will pass to the Customer as soon as delivery is taken by the Customer.
- So long as any amounts remain owing to the Seller by the Customer title to the products will remain with the Seller. Until such time the Customer must maintain the products in good condition, properly stored and insured and shall deliver the products up to the Seller on request.
- In the event that products have been used in the normal course of business or have been resold, the Seller may maintain an action for the price of the products notwithstanding that title to them has not passed to the Customer.
Intellectual Property Disclaimer
- Whilst all products and services are supplied in good faith the Seller can give no undertaking that use or re-sale of products will not cause the Customer to infringe any patents or other intellectual property rights.
- The Seller will accept no liability for any claims made against the Customer for any infringement of patent rights, registered or unregistered trademarks or designs or copyright involved in the use or re-sale of products or services supplied by the Seller in their original condition or as used in conjunction with other products.
- Neither party shall be liable for any circumstances beyond their reasonable control.
Proper Law of Contract
This contract is subject to the law of England and Wales.