Complete Source Ltd – Terms & Conditions of Sale

Complete Source Ltd only accepts orders subject to these stated terms and conditions. These conditions take precedence over any customer terms and conditions of purchase unless expressly agreed in writing and signed by a Director of Complete source Ltd. Throughout these terms and conditions “you”, “your” and “yourselves” refer, as appropriate, to the person or organisation buying the goods (the “customer”) and “we”, “our” and “us” refer, as appropriate to Complete Source Ltd (the “vendor”)

Price

a.  Price lists do not constitute an offer

b.  The vendor reserves the right to cancel or vary upwardly the price for the goods after the order has been placed dependant on market conditions and/or manufacturer price changes

c.  All prices quoted are exclusive of VAT (Value Added Tax), which will be added to all product lines on all invoices including delivery charges (where applicable) except where the nature of the goods or services are such that they are not subject to VAT

d.  Price and availability are subject to change without notice

Sales Quotations

Unless specifically stated on the quotation itself, all quotations are valid for the day of issue only, and subject to stock availability. Quotations are for the sole use of the addressee and the vendor reserves the right to withdraw any quotation that has been passed by you to a third party

Websites, Catalogues & Brochures

All descriptions and illustrations of goods in or on any catalogue, brochure, price list, website, or in any other document provided by us are intended for general guidance only and do not form part of any contract between you and us. We accept no liability for any error or omissions in such documents and cannot be liable in any circumstances for any loss or damage resulting from your reliance on such descriptions and illustrations. If you are in any doubt then you should seek assurances from the manufacturer directly

Delivery and Availability of goods

a.  The vendor will endeavour to deliver the goods within the agreed timeframe but cannot be held liable for any loss, however so arising, caused by any failure to deliver the goods on time. Delivery and despatch dates are only intended as an estimate and dates given (verbally or in writing) are not to be the essence of the contract. If delivery dates are not met you are not entitled to regard this as a breach of contract.

b.  Goods will be delivered by the vendor (or its agents) to the customer at the delivery address supplied by you. You are considered to have given authority to accept the delivery on your behalf to any person who actually accepts the delivery at the delivery address

c.  You are obliged to provide adequate facilities and labour at the delivery address to unload the goods without undue delay. Any extra charges incurred because this is not in place (or in the case of non-delivery) will be cross charged to the customer.

Payment

a.  Unless otherwise stated on the invoice all invoices amounts must be paid in full within 30 calendar days from the date of the invoice. Any  invoices unpaid after 30 calendar days or the agreed term on the invoice will be classed as “overdue”

b.  For invoice amounts “overdue” the vendor will be entitled to charge the customer commercial interest at 5% above the current base lending rate of Yorkshire Bank plc, compounded daily, until the payment, including any interest, is received in full

c.  For invoice amounts “overdue” the vendor will also be entitled to sue the customer for the monies owed (including incurred costs) whether or not property in the goods has passed to the customer

Warranty

The vendor offers no direct warranty (express or implied) on any products it sells (unless confirmed separately in writing, signed by a Director). The only warranties are those that are given by the manufacturer of the goods and customers should check the warranty offered on a product before making a decision to purchase. The vendor will from time to time, as it sees fit, transact that warranty process to varying degrees but it not bound to do so. In no circumstances will we be held responsible for any loss or consequential damage arising from the failure or defect of any goods sold


Returns, Shortages, Discrepancies, Damaged Goods and Goods that are Dead On Arrival (DOA)
 

a.  The customer must inform the vendor, in writing, of any shortages, discrepancies or damaged goods within 3 working days of the relevant delivery date. Failure to do so will mean the customer has no claim in that respect and must pay any properly presented invoice in full. The vendor will, at its discretion, handle claims later than that but is not bound to do so. If there is any over shipment or wrong product shipment then the customer will be liable to pay any amended invoice if the vendor hasn’t been informed by the customer within that 3 day period

b.  Goods that arrive DOA will only be swapped out if the appropriate DOA procedure dictated by the manufacturer is followed. The vendor reserves the right to insist on a new purchase order for the replacement goods. Any goods that are claimed to be DOA but are out of the manufacturer’s DOA period will not be replaced and will be dealt with in accordance with manufacturer’s warranty (if any). It is the customer’s responsibility to be aware of the different manufacturer’s DOA periods

c.  No return goods will be accepted or collected without a valid vendor returns reference. This must be sought before any goods are returned. Any goods returned must be returned in the all the original manufacturer’s packaging and must be in pristine condition (unless the return is for damaged in transit goods) and there can be no additional markings whatsoever on the manufacturer’s box/packaging. An outer box should be sought to avoid these issues. If these rules are not following then the vendor reserves the right to charge a re-stocking fee of up to 100% of the goods value plus any deliveries charges incurred

d.  Goods ordered in error will only be accepted back if in pristine condition as clause c. above and will be subject to a re-stocking fee, at the discretion of the vendor, of up to 100% dependant on the circumstances.

Retention of Title

a.  Notwithstanding delivery of the goods, the vendor still owns them until they have been paid for in full

b.  You are allowed to sell on the goods to a third party in the ordinary course of business, and title will move to the third party. If, however, these goods are sold on before you have paid in full for them then you will hold the proceeds of that sale on trust for us pending payment. The vendor will have the right to require the customer to direct the third party to pay the money they would have paid to you, to us instead and, at our request, will assign to us any rights or claims you have against your customers in relation to the goods

c.  After delivery and until payment you must keep the goods fully insured. If the goods are lost, destroyed or damaged then you must hold the proceeds of the insurance for and to our order pending payment. If the goods are so destroyed you are not entitled to delay paying us until the insurer of the goods has paid you.

d.  We may enter your premises without notice and recover the goods, which have not been paid for in full. As between you and us, this sub-clause constitutes your authority for us to enter on the premises of any other person holding the goods on your behalf and on whose property the goods may be and remove the goods

Force Majeure

We reserve the right to cancel an order or suspend or delay delivery of it without being liable for any loss or damage if supply of the goods is prevented or delayed by reason of war, (whether declared or not), civil strife, riots, adverse weather conditions, fire, flood, labour disputes, accidents or any other causes or circumstances beyond our control.

Default or Bankruptcy

If you fail to honour any of your obligations to us under this contract, or you breach them, or if any distress or execution is levied on you, or if you offer to make an arrangement with your creditors or commit any act of bankruptcy or if any petition in bankruptcy is presented to you, or (if you are a listed company) any resolution or petition to wind up such a company’s business (other than for purposes of amalgamation or reconstruction) is passed or presented we will have the immediate right to cancel in writing any contract we currently have with you without prejudice to any claim or right we might otherwise have.

Data Protection

In the course of your dealings with us data will be supplied to us that we will collect and retain. Some or all of that data may be personal data that is subject to the Data Protection Act 1998. The data supplied to us will be processed by us to execute your order, to monitor your account, to select and send to you marketing material and periodically to conduct trade and bank reference enquiries and other credit checks. This will involve the disclosure of your data to and from third parties. You consent to the processing of your data for these purposes.

Law

a.  If any part of these terms and conditions shall be found to be unlawful it shall not affect the validity or enforceability of the remainder of the conditions

b.  This contract is and shall be deemed to have been made in England and shall in all respects be governed by English Law