Terms
and conditions
1.
Definitions.
In these conditions the
following terms shall have
the following meanings:
1.1 ‘Company’ first4poolcovers
and /or its parent company.
‘1.2 Customer’ means any
legal person or body
corporate who’s Order is
accepted by the Company.
‘1.3 Contract’ means any
contract for the supply of
Goods or Services by the
Company to the Customer.
1.4 ‘Goods’ means any
goods forming the subject of
this contract including
parts and components of or
materials incorporated in
them.
1.5 ‘Services’ means any
services forming the subject
of this contract.
2.
Returns and Warranty.
2.1 Should the Customer
order the wrong size, we will accept it
back within 21 days from the
date of order so
long as it is unused and
uncut, and issue store
credit for the correct size
of cover.
2.2 All returns will need
to be shipped back to us at
the Customers expense,
including but not limited to
any taxes or
duties that may or may not
be incurred. Once received,
the amount credited will be
the total invoice value less
the cost incurred by us to
ship and handle the product
as per the customer invoice
sent with the product.
2.3 The Company guarantees
all products against defect
for 1 year. Your statutory
rights are unaffected.
3.
Existence of Contract.
3.1 No Contract shall come
into existence until the
Customer’s order (however
given) is accepted by the
earliest of:
the Company’s written
acceptance delivery of the
Goods or Services, or the
Company’s invoice.
3.2 These conditions shall
be incorporated in the
Contract to the exclusion of
any terms or conditions
stipulated or referred to by
the Customer.
3.3 No variation or
amendment of this document
or oral promise or
commitment related to it
shall be valid unless
committed to writing and
signed by or on behalf of
both parties.
4.
Prices.
4.1 The Prices stated for
the Goods or Services
include packing, insurance,
carriage and VAT where
applicable. The Prices do
not include any non UK taxes
or duties. Prices invoiced
are calculated in respect of
the quantity of Goods or
Services actually delivered
and hours of Services
provided irrespective of the
quantity in respect of which
any quotation was issued.
4.2 The Company shall have
the right to adjust its
prices for any increase in
the price of materials,
parts, labour, and
transport, changes in work
of delivery schedules or
quantities or any other
costs of any kind arising
for any reason after the
date of the Contract.
4.3 Price clauses shall take
effect on the date of
service on the customer of
notice of the change.
5.
Payment.
5.1 All invoices are payable
without discount of any kind
in the currency stated on
the Company's invoice on or
before the date stated on
the Company’s invoice and
in no circumstances shall
the Customer be entitled to
make any deduction or
withhold payment for any
reason at all.
5.2 If the Customer fails to
pay the invoice price by the
due date the Customer shall
not be allowed any discount
given in that invoice or in
any other way agreed and
shall pay interest on any
overdue amount from the date
of which payment was due to
that on which it is made
(whether before or after
judgement) on a daily basis
at a rate of 8% p.a. or
other such rate from time to
time specified by the
Supreme Court Act 1981 and
reimburse to the Company all
costs and expenses
(including legal costs)
incurred in the collection
of any overdue amount.
6.
Title.
6.1 For the purpose of
section 12 of the Sale of
Goods or Services Act 1979
the Company shall transfer
only such title or rights in
respect of the Goods or
Services as the Company has
and if the Goods or Services
are purchased from a third
party shall transfer only
such title or rights as that
party had and has
transferred to the Goods and
Services.
6.2 Notwithstanding the
earlier passing of risk
title in the Goods or
Services shall remain with
the Company and shall not
pass to the Customer until
the amount due under the
invoice (including interest
and cost) has been paid in
full.
6.3 Until title passes the
Customer shall hold the
Goods or Services as bailee
for the Company and shall
store or mark them so that
they can at all times be
identified as the property
of the company.
6.4 The Company may at any
time before title passes and
without any liability to the
Customer - repossess and
dismantle and use or sell
all or any of the Goods or
Services and by doing so
terminate the Customer’s
right to use, sell or
otherwise deal in them and
(for that purpose or
determining what if any
Goods or Services are held
by the Customer and
inspecting them) enter any
premises of or occupied by
the Customer.
6.5 Until title passes the
entire proceeds of the sale
of the Goods or Services
shall be held in trust for
the Customer and shall be
held in a separate designed
account and not mingled with
other moneys or paid into
any overdrawn bank account
and shall be at all times
identifiable as the
Company’s money.
6.6 The Company may maintain
an action for the price of
any Goods or Services
notwithstanding that title
in them has not passed to
the Customer.
7.
Risk, Delivery and
Performance.
7.1 The Goods or Services
are delivered to the
Customer when the Company
makes them available to the
Customer or any agent of the
Customer or any carrier (who
shall be the Customer’s
agent whoever pays its
charges) at the Company’s
premises or other delivery
point agreed by the Company.
7.2 Risk in the Goods or
Services passes when they
are delivered to the
Customer.
7.3 The Company may at its
discretion deliver the Goods
or Services by installments
in any sequence.
7.4 Where the Goods or
Services are delivered by
installments, no default or
failure by the Company in
respect of any one or more
installments shall vitiate
the Contract in respect of
the Goods or Services
previously delivered or
undelivered Goods or
Services.
7.5 The Company may deliver
to the Customer and the
Customer shall accept in
satisfaction of the Contract
a lesser number than the
number of Goods and Services
ordered.
7.6 Any dates quoted by the
Company for the delivery of
the Goods or Services and
performance of the Services
are approximate only and
shall not form part of the
Contract and the Customer
acknowledges that in the
performance expected of the
Company no regard has been
paid to any quoted delivery
or performance dates.
7.7 If the Customer fails to
take delivery of the Goods
or Services or any part of
them on the due date and to
provide any instructions or
documents required to enable
the Goods or Services to be
delivered on the due date,
the Company may on giving
written notice to the
Customer store or arrange
for the storage of the Goods
or Services, and on the
service of the notice risk
in the Goods or Services
shall pass to the customer,
delivery of the Goods or
Services shall be deemed to
have been taken place, and
the Customer shall pay to
the Company all costs and
expenses including storage
and insurance changes
arising from its failure.
7.8 The Company shall not be
liable for any penalty,
loss, injury, damage or
expense arising from any
delay or failure in delivery
or performance from any
cause at all nor shall any
such delay or failure
entitle the Customer to
refuse to accept any
delivery or performance of
or repudiate the Contract.
8.
Claims Notification.
8.1 Any claim that any Goods
or Services have been
delivered damaged, are not
of the correct quantity or
do not comply with their
description shall be
notified by the Customer to
the Company in 7 days of
their delivery.
8.2 Any alleged defect shall
be notified by the Customer
to the Company in 7 days of
the delivery of the Goods or
Services or in the case of
any defect which is not
reasonably apparent on
inspection in 2 days of the
defect coming to the
Customer’s attention and
in any event in the
following periods:
for Goods or Services
manufactured by the Company
6 months from the date of
delivery;
for second hand Goods or
Services no period is
applicable unless otherwise
specified in the Contract;
and for Goods or Services
not of the Company’s
manufacture the warranty
period given by the
manufacturer.
8.3 Any claim under this
condition must be in writing
and must contain full
details of the claim
including the reference
numbers of any allegedly
defective Goods or Services.
8.4 The Company shall be
afforded reasonable
opportunity and facilities
to investigate any claims
made under this condition
and the Customer shall if so
requested in writing by the
Company promptly return any
Goods or Services the
subject of any claim and any
packing materials securely
packed and paid to the
Company for examination.
8.5 The Company shall have
no liability with regard to
any claim in respect of
which the Customer has not
complied with the claims
procedures in these
conditions.
9.
Scope of Contract.
Under no circumstances shall
the Company have any
liability of whatever kind
for:
9.1 Any defects resulting
from wear and tear,
accident, improper use by
the Customer or use by the
Customer except in
accordance with the
instructions or advice of
the Company or the
manufacturer of any Goods or
Services or Goods or
Services or neglect or from
any instructions or
materials provided by the
Customer.
9.2 Any Goods or Services
which have been adjusted,
modified or repaired except
by the Company.
9.3 The suitability of any
Goods or Services for any
particular purpose or use
under specific conditions
whether or not the purpose
or conditions were known or
communicated to the Company.
9.4 Any substitution by the
Company of any materials or
components not forming part
of any specification of the
Goods or services agreed in
writing by the Company.
9.5 Any descriptions,
illustrations,
specifications, figures as
to performance, drawings and
particulars of weights and
dimensions submitted by the
Company contained in the
Company’s catalogues,
price lists or elsewhere
since they are merely
intended to represent a
general idea of the Goods or
Services and not to form
part of the contract or to
be treated as
representations.
9.6 any technical
information,
recommendations, statements
or advice furnished by the
Company its servants or
agents not given in writing
in response to a specific
written request from the
Customer before the Contract
is made, or
9.7 Any variations in the
quantities or dimension of
any Goods or Services or
changes of their
specifications or
substitution of any
materials or components; if
the variation or
substitution does not
materially effect the
characteristics of the Goods
or services, and the
substituted materials or
components are of a quality
equal or superior to those
originally specified.
10.
Extent of Liability.
10.1 The Company shall have
no liability to the Customer
for any loss or damage of
any nature arising from any
breach of any express or
implied warranty or
condition of the Contract or
any negligence, breach of
statutory or other duty on
the part of the Company or
in any way of or in
connection with the
performance of or failure to
perform the Contract except
for death or personal injury
resulting from the
Company’s negligence, and
expressly stated in these
conditions.
10.2 If the Customer
establishes that any Goods
or Services have not been
delivered, have been
delivered damaged, are not
of the correct quantity or
do not comply with their
description the Company
shall, at its option,
replace with similar Goods
or Services any Goods or
services which are missing,
lost or damaged or do not
comply with their
description, allow the
Customer credit for their
invoice value or repair any
damaged Goods or Services.
10.3 If the Customer
establishes that any Goods
or Services are defective
the Customer must return
those Goods or Services
forthwith, at its own cost,
to the Company which will be
repaired or replaced at the
Company’s discretion and
according to manufacturers
warranty. If the Goods or
Services can not be replaced
or repaired within 3 months
of the Company’s receipt
thereof the Company may
credit the Customer in part
or in full at it’s own
discretion.
10.4 If the Customer returns
to the Company any Goods or
Services for repair and some
are found to be fault free
then the Company may, at its
own discretion, charge the
Customer for its reasonable
handling costs.
10.5 The delivery of any
repaired or replacement
Goods or Services shall be
at the Company’s premises
or other delivery point
specified for the original
Goods or Services.
10.6 Where the Company is
liable in accordance with
this condition in respect of
only some or part of the
Goods or Services the
Contract shall remain in
full force and effect in
respect of the other or
other parts of the Goods or
Services and no set-off or
other claim shall be made by
the Customer against or in
respect of such other or
other parts of the Goods or
Services.
10.7 No claim against the
Company shall be entertained
for any defect arising from
any design or specification
provided or made by the
Customer or if any
adjustment’s, alterations
to other work has been done
to the Goods or Services by
any person except the
Company.
10.8 The Company shall not
be liable where any Goods or
Services the price of which
does not include carriage
are lost or damaged in
transit and all claims by
the Customer shall be made
against the carrier.
Replacements for such or
lost or damaged Goods or
Services will, if available,
be supplied by the Company
at the prices ruling at the
date of dispatch.
10.9 In no circumstances
shall the liability of the
Company to the Customer
under this condition exceed
the invoice value of the
Goods or Services.
11.
General.
11.1 The Company may
sub-contract the performance
of this Contact in whole or
in part.
11.2 The Customer shall not
assign or (without first
obtaining the Company’s
written consent) sub-let
these Terms and Conditions
or the Contract in whole or
in part and it shall be a
condition of any such
consent to any sub-letting
of these Terms and
Conditions or the Contract
that the Customer shall:
ensure and be responsible
for the compliance by any
sub-contractor's with the
terms of this contract;
include in the sub-contract
provisions consistent with
these conditions for the
benefit of and enforceable
by the Company; and furnish
the Company with copies of
any sub-contract upon the
Company’s request at any
time.
11.3 The Company shall have
a lien Customer’s property
in the Company’s
possession for all amounts
due at any time from the
Customer and may use, sell
or dispose of that property
as agent for and at the
expense of the Customer and
apply the proceeds in and
towards the payment of such
amounts on 28 days’ notice
in writing to the Customer.
On accounting to the
Customer for any balance
remaining after payment of
any amounts due to the
Company and the costs of
sale and disposal the
Company shall be discharged
of any liability in respect
of the Customer’s
property.
11.4 The Company may at its
discretion suspend or
terminate the supply of any
Goods or Services if the
Customer fails to make any
payment when and as due or
otherwise defaults in any
its obligations under this
Contract or any other
contract with the Company or
becomes insolvent, has an
administrative receiver
appointed of its business or
is compulsorily or
voluntarily wound up or the
Company shall be discharged
of any liability in respect
of the Customer’s
property.
11.5 If the Goods or
Services are manufactured in
accordance with any design
or specification provided or
made by the Customer the
Customer shall compensate
the Company in full on
demand for all claims,
expenses and liabilities of
any nature in connection
with them, including any
claim, whether actual or
alleged that the design or
specification infringes the
rights of any third party.
11.6 Except for any which is
expressly agreed to be
included in the Goods and
Services all tools,
patterns, materials,
drawings, specifications and
other data provided by the
Company shall remain its
property and all execution
of any orders shall become
the property of the Company.
12.
Confidentiality.
12.1 The Customer shall not
at any time whether before
or after the termination of
this Contract divulge or use
any unpublished technical
information deriving from
the Company or any other
confidential information in
relation to the company’s
affairs or business method
of carrying on business.
13.
Cancellation
13.1 Orders for Goods or
Services which have to be
made especially for the
Customer will be charged in
full unless written notice
of cancellation is received
not later than 3 weeks
before the expected delivery
date quoted in the
Company’s order
acknowledgement and
manufacture of them or any
components for them has not
commenced at the date of
that notice. Orders for
stock items may be cancelled
by written notice at any
time before the Goods or
Services have been allocated
to the Contract than a
packing and handling charge
will be payable by the
Customer.
13.2 Orders cancelled by the
customer after shipment has
begun, but before delivery
has occurred, will be
refunded in full, less any
costs incurred by the
company including but not
limited to, shipping,
handling, material costs and
labour.
14.
Force Majeure.
14.1 The Company shall not
be liable for any act or
omission arising which shall
render performance of the
Contract impossible or shall
in any way have the effect
of frustrating the common
cause where such act or
omission is beyond the
control of either the
Company or the Customer or
was not reasonably
foreseeable by them. Such
acts or omissions shall have
the effect of automatically
terminating the contract.
15.
Law and Jurisdiction.
15.1 These Terms and
Conditions shall in all
respects be construed and
interpreted in accordance
with the Law of Contract in
England and Wales
notwithstanding the effect
of the law of the European
Union. Where the Company and
the Customer have contracted
to perform in England and
Wales or Scotland the
competent Court of
Jurisdiction shall be the
High Court of England and
Wales. Where the Customer is
resident in the European
Union or EFTA, the Company
may at its absolute
discretion nominate the
Court of the Customer’s
member state to be the Court
of competent jurisdiction
under the Brussels
Convention. Where the
Customer is resident
elsewhere the Company shall
possess the absolute
discretion as to the
competent court or
jurisdiction.
15.2 If any of these terms
and conditions are found to
be unsupportable in court,
then it will not affect the
remaining terms and
conditions.
16.
Notices.
16.1 Any notice given under
this Contract shall be in
writing and may be served
personally, by registered or
recorded delivery mail, by
telex or facsimile
transmission, by any other
means which any party
specifies by notice to the
other.
A notice shall be deemed to
have be served:
- if it was served in
person, at the time service,
- if it was served by post,
the day after the day after
posting,
- if it was served by
facsimile transmission, at
the time transmission.
