Instruments Direct Services Terms and Conditions

Instruments Direct (Services) Limited- Standard Terms and Conditions of Sale

1. Definitions: for the purpose of these Terms and Conditions, the following words and expressions shall have the following meaning: “the seller”: Instruments Direct (Services) Limited “the Buyer”: such person that buys or agrees to buy the Goods. “the Goods”: such instruments, equipment and/or parts thereof as are supplied under the contract for sale.
2. Prices, Specifications and Delivery times are subject to change without notice. Unless otherwise agreed in writing by the Seller, Goods will be invoiced at the prices current at the time of despatch. Quotations do not constitute an offer and may be revised or withdrawn before acceptance of an order. Delivery dates are approximate and are subject to delays beyond our control.
3. VAT is excluded from published and quoted prices and will be added to invoices for Goods supplied in accordance with rates and legislation in force on the Shipping and Invoice date.
4. Carriage: unless otherwise specified by special agreement confirmed in writing by the Seller, carriage on all deliveries will be added to the invoice at the rate applicable for the method used. Where the buyer opts to arrange collection, the Shipping and Invoice Date shall be the date of notification of availability; the Seller reserves the right to charge and admin fee and/or a storage fee on uncollected Goods after 3 days.
5. Terms: Generally Instruments Direct Services Ltd offers 30 day payment terms to account holders, but this is subject to Instruments Direct Services Ltd approval processes. All other customers operate on a pro forma invoice basis. Overseas customers are required to pay at time of order by bank transfer in British Pounds Sterling. Payment of the Price and VAT shall be due within 30 days (or agreed payment terms) of the date of the Seller’s invoice. Instruments Direct Services Ltd reserves the right to charge interest on overdue invoices from the date when payment becomes due calculated on a daily basis until the date of payment at the rate of 8% per annum above the Bank of England base rate from time to time in force.
6. Title: The Goods shall remain the sole and absolute property of the Seller as legal and equitable owner until such time as the Buyer shall have paid the Seller the agreed price. The Buyer acknowledges that he is in possession of the Goods solely as a fiduciary for the Seller until all payment for such price has been made and shall insure the Goods against normal risks at his own expense. Until such time as the Buyer becomes the owner of the Goods, he will store them on his premises separately from his own goods or those of any other person and in a manner which makes them readily identifiable as the Goods of the Seller. The Seller may for the purpose of recovery of its Goods enter upon any premises where they are stored or where they are reasonably thought to be stored and may repossess the same. The Buyer may resell such Goods on the basis that the entire proceeds of the sale are held in trust for the Seller and shall not be mingled with other monies or paid into an overdrawn bank account and shall be at all times identifiable as the Seller’s monies. Before property passes, the Buyer may incorporate such Goods in or together with any product manufactured by the Buyer in the course of his business provided adequate records to identify such goods are kept; should such product be sold before full payment of the agreed price has been made, good title to such product shall pass but the Buyer shall be liable to account to the Seller for the proceeds of such sale limited to the Buyer’s invoice value of the Goods incorporated into such product.
7. Warranty: The Seller warrants the Goods to be free from defects in workmanship or material under normal use and service for a period of one year from the Shipment and Invoice Date and undertakes to repair or replace any parts which prove to be defective within that time or to repay the purchase price at the Seller’s option provided that the instruments have been returned carriage paid within the warranty period. This warranty does not apply if the maximum ratings label has been removed or if the instrument or equipment has been abused, altered, used at ratings above the maximum specified, or otherwise misused in any way. All technical advice, recommendations and services are based on technical data and information which the Seller believes to be reliable and are intended for use by persons having skill and knowledge of the business, at their own discretion.
8. Incorrect/damaged deliveries: the Seller shall not accept liability for shortages in quantity delivered or for damage to Goods delivered unless notified within 48 hours from delivery of the Goods to the Buyer, or for non-delivery of Goods unless notified within 7 days of the Shipping and Invoice Date.
9. Acceptance: all orders shall be subject to the terms and conditions contained or referred to in the Seller’s quotation, acknowledgement, and to those listed here and to no others whatsoever. No waiver, alteration or modification of these terms and conditions shall be binding unless in writing and signed by an executive officer of the Seller. All orders are subject to written acceptance by the Seller.
10. Liability: the Seller’s total liability to the Buyer under any circumstances, including negligence, misrepresentation, breach of contract or otherwise shall not exceed the net invoiced price to the Buyer of any undelivered, damaged or defective Goods. Where the Buyer requires a higher degree of liability and insurance is obtainable for such cover, the Seller may meet written requests on the basis that the Buyer shall reimburse the Seller for the premiums involved and will comply with any requirements of the insurers in effecting cover; in no event will the Seller be liable for more than any amount received from the insurers.
11. FORCE MAJEURE: the Seller will not be liable to the Buyer for any loss or damage caused directly or indirectly as a result of third party action or events beyond the reasonable control of the Seller preventing or delaying the supply of Goods or making such supply uneconomic; this includes (but is not limited to) accidents, failure of equipment, industrial action, riot, war, flood, storm, earthquake, fire, Acts of God, raw material or labour shortages and or increased market costs.
12. Legal Jurisdiction: The contract entered into between the Buyer and the Seller shall be governed by the laws of England and Wales and any claim or dispute arising from such contract shall be subject to determination by the courts of England.
13. Customer Terms and Conditions: Terms and conditions or penalty clauses on the purchaser’s order shall not apply unless explicitly agreed in writing by Instruments Direct Services Ltd