CONDITIONS OF SALE
1. GENERAL
1.1 These Conditions shall govern all transactions to the exclusion of all other terms and conditions (including any terms or conditions which the Customer purports to apply under any purchase order, confirmation of order, specification or other document) into which Medlock Electrical Distributors Limited enters with its Customers. For the purposes of these Conditions: "Customer" shall mean the purchaser of Goods from, and any other party to any quotation, offer, order or contract with or by, Medlock Electrical Distributors Ltd; "Goods" shall mean any goods agreed to be supplied to the Customer by Medlock Electrical Distributors Ltd; and "Contract" shall mean any contract between Medlock Electrical Distributors Ltd and the Customer for the sale and purchase of the Goods, incorporating these Conditions.
1.2 These Conditions apply to all Medlock Electrical Distributors Ltd's sales and any variations to these Conditions and any representations about the Goods shall have no effect unless expressly agreed in writing and signed by a director of Medlock Electrical Distributors Ltd.
2. VALIDITY
2.1 Each order for Goods by the Customer from Medlock Electrical Distributors Ltd shall be deemed to be an offer by the Customer to purchase Goods subject to these Conditions.
2.2 No order placed by the Customer shall be deemed to be accepted by Medlock Electrical Distributors Ltd until a written acknowledgement of order is issued by Medlock Electrical Distributors Ltd or (if earlier) Medlock Electrical Distributors Ltd delivers the Goods to the Customer.
2.3 Medlock Electrical Distributors Ltd reserves the right to refuse the Customer's acceptance of a quotation unless such a quotation is stated to be open for a specific period and is not withdrawn in such period. No binding contract shall be created by the acceptance by the Customer of Medlock Electrical Distributors Ltd's quotation until such notice of acceptance of the offer has been given in writing which shall have been signed by Medlock Electrical Distributors Ltd's duly authorised representative or Medlock Electrical Distributors Ltd has indicated its acceptance of the offer by making delivery or part delivery of the Goods.
3. PAYMENT
3.1 Unless otherwise agreed in writing by Medlock Electrical Distributors Ltd, Medlock Electrical Distributors Ltd shall be entitled to invoice the Customer for the price of the Goods on or at any time after the Goods have been ordered.
3.2 Unless otherwise agreed in writing by Medlock Electrical Distributors Ltd, the Customer shall pay the price of the Goods on the dates set out below (the "Due Date"):
3.2.1 if the Customer has a credit account, payment shall be due in full without any deduction whether by way of retention or set-off, counterclaim, discount, abatement or otherwise not later than the end of the month following that in which the Goods were delivered (or deemed to be delivered) or on earlier demand by Medlock Electrical Distributors Ltd;
3.2.2 if the Customer does not have a credit account, payment shall be due in full without any deduction whether by way of retention or set-off, counterclaim, discount, abatement or otherwise not later than the date of invoice.
3.3 The time of payment of the price shall be of the essence of the contract between Medlock Electrical Distributors Ltd and the Customer.
3.4 If the Customer fails to make any payment on the Due Date then, without prejudice to any other right or remedy available to Medlock Electrical Distributors Ltd, Medlock Electrical Distributors Ltd shall be entitled to:
3.4.1 Cancel the contract or suspend any further deliveries to the Customer;
3.4.2 Refuse credit at any time and demand immediate payment of all monies outstanding.
3.4.3 Charge the Customer interest (both before and after any judgment) on the amount unpaid at the rate of 2% per annum over the base lending rate from time to time of Barclays Bank plc.
3.5 No payment shall be deemed to have been received until Medlock Electrical Distributors Ltd has received cleared funds.
3.6 No settlement discount is allowed in respect of any payment made unless otherwise agreed in writing by a duly authorised representative of Medlock Electrical Distributors Ltd.
4. PRICES
4.1 All Goods are sold subject to the prices and any relevant discounts ruling at the time of despatch. Medlock Electrical Distributors Ltd's prices, discount rates and conditions of sale may be altered by Medlock Electrical Distributors Ltd at any time without notice. All prices and discounts are calculated upon a whole order basis. If, when a Customer places an order, the Customer selects only certain items or reduced quantities are specified, Medlock Electrical Distributors Ltd reserves the right to modify the prices and discounts at which such orders are accepted.
4.2 All prices are subject to the addition of Value Added Tax at the appropriate rate.
4.3 Where Goods are specially ordered from manufacturers and a carriage charge is made to Medlock Electrical Distributors Ltd in respect of those Goods, Medlock Electrical Distributors Ltd reserves the right to recover this charge from the Customer.
4.4 Medlock Electrical Distributors Ltd may impose additional charges in respect of packaging it uses for transportation and delivery of the Goods. Crates, drums, cases, pallets or other returnable packaging charged to the Customer will be credited in full if returned to Medlock Electrical Distributors Ltd's despatching depot in good condition carriage paid within 14 days from the date of invoice.
5. CREDIT
Any contract between Medlock Electrical Distributors Ltd and a Customer shall be subject to Medlock Electrical Distributors Ltd being satisfied in its absolute discretion as to the credit worthiness of the Customer. Without prejudice to the generality of this clause, Medlock Electrical Distributors Ltd may in its absolute discretion at any time refrain from despatching Goods until such time as the Customer tenders the purchase money in a form satisfactory to Medlock Electrical Distributors Ltd.
6. DELIVERY
6.1 Delivery dates are given in good faith by Medlock Electrical Distributors Ltd to indicate estimated delivery times only and shall not amount to any contractual obligation to deliver at the time stated. If no dates or times are given, delivery shall be within a reasonable time. No liability for direct or indirect loss or damage arising from delay in delivery will be accepted by Medlock Electrical Distributors Ltd.
6.2 If Medlock Electrical Distributors Ltd does not receive sufficient forwarding instructions within 14 days of notification that the Goods are ready for despatch; the Customer will either take immediate delivery or arrange for immediate storage. Otherwise, Medlock Electrical Distributors Ltd shall be entitled to arrange storage on the Customer's behalf and at the Customer's risk, either at Medlock Electrical Distributors Ltd's own warehouse or elsewhere (making a charge of 1.5% of the invoice value of the Goods per month). Medlock Electrical Distributors Ltd shall also be entitled to payment as if the Goods had been duly delivered. All charges incurred by Medlock Electrical Distributors Ltd for storage or insurance will be payable by the Customer.
6.3 Medlock Electrical Distributors Ltd normally makes no charge for delivery from its own depot within its van delivery area during its usual delivery hours (which are 8.00 am to 5.00 pm Monday to Friday excluding public holidays). However, Medlock Electrical Distributors Ltd reserves the right to charge carriage on deliveries outside its usual delivery area or outside its usual delivery hours or where the order value is below £75.
7. ACCEPTANCE
Unless the Customer gives Medlock Electrical Distributors Ltd written notice within three working days of the date of delivery that the Goods are not in conformity with the contract, the Customer is deemed to have accepted the Goods.
8. RISK AND TITLE
8.1 The risk of loss and damage to the Goods shall pass to the Customer immediately upon delivery.
8.2 Notwithstanding delivery and the passing of risk in any Goods, beneficial and legal ownership in them shall remain with Medlock Electrical Distributors Ltd until Medlock Electrical Distributors Ltd has received in full (in cash or cleared funds) all sums due to it in respect of:
8.2.1 The Goods;
8.2.2 All other sums which are or become due under any contract between the Customer and Medlock Electrical Distributors Ltd.
8.3 Until such payment, the Customer shall:
8.3.1 hold the Goods on a fiduciary basis as Medlock Electrical Distributors Ltd's bailee;
8.3.2 store the Goods (at no cost to Medlock Electrical Distributors Ltd) separately from all other goods of the Customer or any third party in such a way that they remain readily identifiable as Medlock Electrical Distributors Ltd's property;
8.3.3 keep the Goods insured at its own expense.
8.4 Medlock Electrical Distributors Ltd reserves the immediate right of repossession of any Goods which have not been paid for to which Medlock Electrical Distributors Ltd has retained title under these Conditions exercisable at any time after delivery or collection of Goods and the Customer hereby grants an irrevocable right and licence to Medlock Electrical Distributors Ltd's employees, agents and contractors to enter upon all or any premises where Goods are stored without prior notice for this purpose.
9. QUALITY
Medlock Electrical Distributors Ltd gives no guarantee or warranty in respect of the Goods supplied by Medlock Electrical Distributors Ltd in addition to that given by the manufacturer of the Goods, and accepts no liability and gives no warranty whether express or implied in relation to defects in such Goods. Without prejudice to the generality of this clause, Medlock Electrical Distributors Ltd does not accept any liability or give any warranties, representations, conditions or terms in respect of fitness for purpose, quality or merchantability of such goods, whether express or implied, statutory or otherwise. Medlock Electrical Distributors Ltd shall in no way be liable for any direct or indirect damage, loss or expense arising from any defect or inefficiency caused by the manner in which the Goods are used by the Customer.
10. DESCRIPTIONS, SPECIFICATIONS, WEIGHTS, DIMENSIONS & DRAWINGS
All descriptions, specifications, weights, dimensions and drawings issued by Medlock Electrical Distributors Ltd are approximate only and are intended only to present to intending customers a general description of the Goods to which they refer and will not form part of the contract.
11. LIMITATION OF LIABILITY
11.1 Subject to clauses 9 and 10 above, the following provisions set out the entire financial liability of Medlock Electrical Distributors Ltd (including any liability for the acts or omissions of its employees, agents and sub-contractors) to the Customer in respect of:
11.1.1 any breach of these Conditions; and
11.1.2 any representation, statement or tortious act or omission including negligence arising under or in connection with the Contract.
11.2 All warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the Contract.
11.3 Nothing in these Conditions excludes or limits the liability of Medlock Electrical Distributors Ltd for death or personal injury caused by the Medlock Electrical Distributors Ltd's negligence.
11.4 Subject to clauses 11.1 and 11.2:
11.4.1 Medlock Electrical Distributors Ltd's total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise, arising in connection with the performance of this Contract shall be limited to the contract price; and
11.4.2 Medlock Electrical Distributors Ltd shall not be liable to the Customer for any indirect or consequential loss or damage, costs or expenses which arise out of or in connection with the Contract.
12. TERMINATION
Medlock Electrical Distributors Ltd may, without prejudice to its other rights and remedies, terminate the Contract or any unfulfilled part of it or withhold further deliveries or make partial deliveries if:
12.1 the Customer fails to make payment on the due date under this or any other contract with Medlock Electrical Distributors Ltd;
12.2 the Customer purports to cancel or suspend, or commit any breach of, this or any other contract between the Customer and Medlock Electrical Distributors Ltd;
12.3 the Customer becomes insolvent or makes any composition with its creditors or has a receiver appointed of all or any part of its undertaking or assets or goes into liquidation (save for the purposes of amalgamation or reconstruction), and Medlock Electrical Distributors Ltd shall be entitled to recover from the Customer all of its loss including any loss of profit or loss of re-sale.
13. RETURNS
13.1 In no circumstances may Goods supplied be cancelled or accepted for credit without the prior written consent of Medlock Electrical Distributors Ltd (which will be issued in the form of a collection note). If cancellation/credit is accepted by Medlock Electrical Distributors Ltd, the Customer must obtain a returns collection reference from Medlock Electrical Distributors Ltd prior to returning the Goods. This will enable us to process your return correctly; otherwise we have no means of identifying the Goods being returned. This may result in difficulties in returning monies.
You will be sent a Collection acknowledgement. The collection reference must be clearly shown on each parcel returned. Goods must then be returned, at the Customer’s risk and expense, Goods must be undamaged, in re-saleable condition and must be in the original manufacturer's packaging (which shall not be defaced). It will be the customers responsibility to provide proof of delivery of such returns, unless Medlock Electrical Distributors Ltd arrange collection. If Medlock Electrical Distributors Ltd Collects, Medlock Electrical Distributors Ltd reserves the right to make a handling charge. The issue of Medlock Electrical Distributors Ltd collection note to the Customer will not bind or oblige Medlock Electrical Distributors Ltd to issue any credit to the Customer in respect of the Goods.
13.2 If the Customer is buying as a ‘consumer’, as defined in The Consumer Protection (Distance Selling) Regulations 2000, the customer has the right to cancel the Order for any reason within 7 working days of receipt of the Goods (other than those referred to in clause13.4). The Customer must return the goods within 7 days of us issuing a collection reference (excluding Saturday and Sunday and any UK Bank Holiday).
13.3 Any Goods cancelled or returned (other than those referred to in clause 13.4) after 7 days may be accepted at the discretion of the Company but will be subject to a restocking fee of 25% of the invoice value of the goods.
13.4 Any Goods which have been supplied to special requirements cannot be accepted by Medlock Electrical Distributors Ltd for credit under any circumstances.
Should you wish to return goods please contact us in the first instance with the following details:
Your full contact details
invoice number
Date of purchase
Reason for return
Product details
You should cancel Goods purchased from us by sending a written notice of cancellation by post or hand delivery addressed to:
Medlock Electrical Distributors Ltd
109 -115 Eleanor Cross Road
Waltham Cross
Hertfordshire
EN8 7NT
Or by fax to 0844 8800619
Or by e-mail to customerservices@medlocks.co.uk
14. GOVERNING LAW
These Conditions are subject to and shall be construed in accordance with English law and the Courts of England shall have exclusive jurisdiction to settle any dispute arising from or connected with these Conditions
