1. Interpretation "The customer" means the person who accepts a quotation from the Company for the sale of the Goods or whose order for the Goods is accepted by the Company. "The goods" means any items which the Company is to supply in accordance with these Conditions. "The Company" means Entre-Prises (UK) Limited registered in England under number 3010771."The Contract" means the Contract for the purchase and sale of the Goods."Writing" includes telex, cable, facsimile transmission, e-mail and comparable means of communication.

2. Basis of the Sale All statements (whether written or oral), descriptions, drawings, sketchings, photographs, illustrations, diagrams, or specifications concerning the Goods made or given by or on behalf of the Company before Contract, whether in catalogues, brochures, leaflets, pricelists or otherwise, are for the purpose of information and guidance only. Any advice or recommendation given by the Company or its employees or agents to the Customer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in Writing by the Company is followed or acted upon entirely at the Customer’s own risk, and accordingly the Company shall not be liable for any such advice or recommendation which is not so confirmed. Any typographical, clerical or other error or omission in any sales literature, quotation, pricelist, acceptance of offer, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company. Where Goods are sold by reference to description in a catalogue, the Goods are sold subject to the tolerances and variations expressed or implied in the catalogue. In that design and sources of supply may change from time to time, the Company may have the right to supply Goods of altered design or from the new source of supply.

3. Orders and Specifications The Customer shall be responsible to the Company for ensuring the accuracy of the terms of any Order. The Company reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable safety or other statutory requirements. No Order which has been accepted by the Company may be cancelled by the Customer except with the agreement in Writing of the Company and on terms that the Customer shall indemnify the Company in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Company as a result of cancellation. Goods returned for re-stocking will be subject to a 10% charge.

4. Price of the Goods The price of the Goods shall be the Company’s quoted price or, where no price has been quoted the price listed in the Company’s published pricelist current at the date of acceptance of the Order. The Company reserves the right, by giving notice to the Customer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost to the Company which is due to any factor beyond the control of the Company (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increases in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Goods which is requested by the Customer or any delay caused by any instructions of the Customer or failure of the Customer to give the Company adequate information or instructions. The trade price is exclusive of any applicable VAT, which the Customer shall be additionally liable to pay the Company. The guide line RRP shown is inclusive of VAT.

5. Terms of Payment Subject to any special terms agreed in Writing between the Customer and the Company, the Company shall be entitled to invoice the Customer for the price of the Goods on or at any time after delivery of the Goods. The Company shall be entitled to request at least two trade references from any customer with whom the Company has had no previous course of dealings. In the absence of such references, the Company shall be entitled to invoice the Customer for the price of Goods prior to delivery of the Goods. The Customer shall pay the price of the Goods (less any discount to which the Customer is entitled, but without other deduction) within 30 days of the date of the Company’s invoice, notwithstanding that delivery may not have taken place and the property in the Goods has not passed to the Customer. The time of payment of the price shall be of the essence of the Contract. Receipts for payment will be issued only upon request. If the Customer fails to make any payment on the due date, then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to: cancel the Contract or suspend any further deliveries to the Customer, appropriate any payment made by the Customer to such of the Goods (or the goods supplied under any other Contract between the Customer and the Company) as the Company may think fit (notwithstanding any purported appropriation by the Customer); and charge the Customer interest (both before and after any judgement) on the amount unpaid, at the rate of 3.5% per month, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest). Additionally, should the Company consider it necessary to pass the account to a debt collection agency the account will become subject to an overall surcharge of 7.5%. Where an Order is placed for Goods having a total invoice value (excluding Value Added Tax and any additional transport, insurance, packing and/or additional costs) of less than £200.00, the Company will make an additional handling and carriage/postal charge of £7.50. Orders with a gross weight of less than 1.5 kilograms will be subject to a carriage/postal charge of £5.00

6. Delivery Normal service is 2/3 working days for delivery of the Goods but is approximate only, and the Company shall not be liable for any delay in delivery of the Goods howsoever caused. Next day service available for £10 charge. All prices subject to supplements for items sent to some geographical areas.

7. Risk and Property Risk of damage to or loss of the Goods shall pass to the Customer at the time of delivery. Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Customer until the Company has received in cash or cleared funds payment in full of the price of the Goods and all other Goods agreed to be sold by the Company to the Customer for which payment is then due. Until such time as the property in the Goods passes to the Customer, the Customer shall hold the Goods as the Company’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Customer and third parties, and properly stored, protected and insured, and identified as the Company’s property. Until that time, the Customer shall be entitled to resell or use the Goods in the ordinary course of its business, but shall account to the Company for the proceeds of sale or otherwise of the Goods, whether tangible or intangible, including insurance proceeds, and shall keep all such proceeds separate from any monies or property of the Customer and third parties, and, in the case of tangible proceeds, properly stored, protected and insured. Until such time as the property in the Goods passes to the Customer (and provided the Goods are still in existence and has not been resold), the Company shall be entitled at any time to require the Customer to deliver up the Goods to the Company and, if the Customer fails to do so forthwith, to enter upon any premises of the Customer or any third party where the Goods are stored and repossess the Goods. The customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Company, but if the Customer does so, all monies owing by the Customer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.

8. Warranties and Liability Subject to the Conditions set out below, the Company warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship for a period of 24 months from the date of their initial use or 24 months from delivery, whichever is first to expire. The above warranty is given by the Company subject to the following Conditions:The Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company’s instructions (whether oral or in writing), misuse or alteration, or repair of the Goods without the Company’s approval. The Company shall be under no liability under the above warranty, (or any other warranty, condition, or guarantee) if the total price for the Goods has not been paid by the due date for payment. The above warranty does not extend to parts, materials, or equipment not manufactured by the Company, in respect of which the Customer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Company. Subject as expressly provided in these Conditions, and except where the Goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold under a consumer transaction (as defined by the Consumer Transactions Restrictions or Statements) Order 1976, the statutory rights of the Customer are not affected by these Conditions. Any claim by the Customer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specifications shall (whether or not delivery is refused by the Customer) be notified to the Company within 14 days from the date of delivery or (where the defect or failure was not apparent upon reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Goods and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the price as if the Goods had been delivered in accordance with the Contract. Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is notified to the Company in accordance with these Conditions the Company shall be entitled to replace the Goods (or the parts in question) free of charge, or at the Company’s sole discretion, refund to the Customer the price of the Goods (or a proportionate part of the price), but the Company shall have no further liability to the Customer. Except in respect of death or personal injury caused by the Company’s negligence, the Company shall not be liable to the Customer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any consequential loss or damage (whether for loss of profit or otherwise), costs, expenses, or other claims for consequential compensation whatsoever (and whether caused by negligence of the Company, its employees or agents or otherwise), which arise out of or in connection with the supply of the Goods or their use or resale by the Customer, except as expressly provided in these Conditions. The Company shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Company’s obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Company’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Company’s reasonable control: Act of God, explosion, flood, tempest, fire or accident; War or threat of war, sabotage, insurrection, civil disturbance or requisition; Acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmetal, parliamentary or local authority; Import or export regulations or embargoes; Strikes, lock-outs, or other industrial action or trade disputes (whether involving employees of the Company or of a third party); Difficulties in obtaining raw material, labour, fuel, parts or machinery; Power failure or breakdown in machinery.9. Customer’s Duty to Take CareThe Goods may be dangerous if not properly used and the appropriate precautions taken. The Customer accordingly agrees that it shall take such steps as are reasonably practicable or usual to eliminate or reduce any risk to health and/or safety to which use of the Goods may give rise. The Customer shall indemnify the Company against any claim, proceedings, costs, loss, damage or liability suffered by the Company as a result of any failure by the Customer, or any other person in control of the Goods, to take such steps or ensure compliance with the duties referred to here.

10. Insolvency This clause applies if:The customer makes any voluntary arrangements with its creditors or becomes subject to an administration order or (being an individual or firm), becomes bankrupt or (being a Company), goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or an encumbrancer takes possession or a receiver is appointed, of any of the property or assets of the Customer; or the Customer ceases, or threatens to cease, to carry on business; or the Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer, and notifies the customer accordingly. If this clause applies, then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the customer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable, notwithstanding any previous agreement or arrangement to the contrary.

11. Proper Law The Contract shall be governed and construed according to English Law and the Customer submits to the jurisdiction of the English Courts.

Back to Products

Back to Top