TERMS AND CONDITIONS FOR SALE OF GOODS
Timothy Hall /TA/ Kent Lasers.
Pear Tree Cottage, Benover Road, Yalding, Maidstone, Kent ME18 6AS
In this document the following words shall have the following meanings:
1.1 "Buyer" means the organisation or person who buys Goods from the Seller;
1.2 "Goods" means the articles to be supplied to the Buyer by the Seller;
1.3 "Intellectual Property Rights" means all patents, registered and unregistered, designs, copyright, trade marks, know-how and all other forms of intellectual property wherever in the world enforceable;
1.4 "List Price" means the list of prices of the Goods maintained by the Seller as amended from time to time;
1.5 "Seller" means Kent Lasers, Pear Tree Cottage, Benover Road, Yalding, Maidstone, Kent ME18 6AS.
1.6 “Product” means finished machinery or individual component purchased for use as stated.
1.7 “Product Maintenance” means servicing and maintenance procedures as laid out in manuals, information and documentation provided at point of sale or installation, applicable to both written documentation and spoken word.
1.8 “Product Use” means the use of the Product in accordance with the instruction sheets, manuals and guidance provided with the Product.
1.9 “User(s)” means the individual(s) who is/are actively operating and maintaining products purchased from Kent Lasers.
1.10 “Onsite” refers to the servicing of equipment at the premises of the end user.
2.1 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer to the exclusion of all other terms and conditions referred to, offered or relied on by the Buyer whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer, unless the Buyer specifically states in writing, separately from such terms, that it wishes such terms to apply and this has been acknowledged by the Seller in writing.
2.2 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
3: PRICE AND PAYMENT:
3.1 The price shall be that in the Seller’s current List Price, or such other price as the parties may agree in writing. VAT is not applicable at the time of writing these terms, as the seller is not a VAT registered company in accordance with applicable UK VAT laws. All carriage costs shall be paid for by the Buyer. All servicing costs shall be paid for by the Buyer regardless of machine age, or warranty status; such costs shall be agreed and paid in full prior to provision of any service.
3.2 Payment of the price and any other applicable costs shall be due within 30 days of the date of receipt of the invoice supplied by the Seller. Goods will not be despatched until payment has cleared.
3.3 The Seller shall be entitled to charge interest on overdue invoices from the date when payment becomes due from day to day until the date of payment at a rate of 6.00% per annum above the base rate of the Bank of England.
3.4 If payment of the price or any part thereof is not made by the due date, the Seller shall be entitled to:
3.4.1 require payment in advance of delivery in relation to any Goods not previously delivered;
3.4.2 refuse to make delivery of any undelivered Goods whether ordered under the contract or not and without incurring any liability whatever to the Buyer for non-delivery or any delay in delivery;
3.4.3 terminate the contract.
3.5 The buyer shall not be entitled to any return or refund of products once used.
3.6 All unused goods can be returned at the Buyers expense within 14 days from delivery. Such goods shall incur a 30% restocking and administration fee. No refunds under any circumstances will be given for consumable components once used; this includes laser tubes, optical elements and lenses, even when fitted and supplied as part of a complete machine or assembly.
4.1 Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. For the avoidance of doubt, the Buyer hereby affirms that it does not in any way rely on any description when entering into the contract.
4.2 The Buyer assumes all responsibility to ascertain suitability of equipment for their intended use and application.
Where a sample of the Goods is shown to and inspected by the Buyer, the parties hereto accept that such a sample is so shown and inspected for the sole purpose of enabling the Buyer to judge for itself the quality of the bulk, and not so as to constitute a sale by sample.
6.1 Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on the date specified by the Seller. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
6.2 The date of delivery specified by the Seller is an estimate only. Time for delivery shall not be of the essence of the contract.
6.3 If the Seller is unable to deliver the Goods for reasons beyond its control, then the Seller shall be entitled to place the Goods in storage until such times as delivery may be effected and the Buyer shall be liable for any expense associated with such storage.
6.4 The Buyer shall be entitled to repair or replacement Goods where the Goods have been damaged during transportation, only when such transportation is provided by the Seller. The rights to a repair or replacement are at the Seller’s sole discretion.
6.5 Where a courier is appointed by the Buyer for collection of products, liability for purchased products passes to the Buyer at the point of collection. Products can be collected from our trading address as listed above only by prior arrangement.
6.6 The Buyer must notify the Seller of any damage, or shortages within 24 hours of delivery, beyond this time provision of replacement products are at the sole discretion of the Seller.
6.7 All goods shall remain the property of Kent Lasers until paid for in full.
7: PRODUCT MAINTENANCE:
7.1 Kent Lasers, its Directors or Employees will not be held liable for any direct or indirect injury to persons or property following the use of its products. Furthermore Kent Lasers will not be held liable for any consequential loss or damages resulting from the use of any of its product(s).
7.2 Kent Lasers recommends all servicing to be performed by an appointed engineer only. Unauthorised service or modifications to any product will invalidate all guarantees and warranties both expressed and implied.
7.3 The use of any Product purchased shall be done so in accordance with information provided to the Buyer, by the Seller, both verbally and in writing. The use of any Product outside of its intended specification will invalidate all warranties.
7.4 It is the Buyer’s sole responsibility to ensure cut materials are fit for laser processing; this relates to both material composition, and ensuring items fit appropriately into machinery. The Buyer shall acknowledge that processing of materials and items that are not compatible shall invalidate all warranties.
7.5 The Buyer shall bear sole responsibility for compliance of all applicable health and safety legislation relating to the use of laser equipment; this includes (but is not limited to) local exhaust ventilation (LEV) regulations and safe working practises as laid out in relevant health and safety legislation.
7.6 Kent Lasers, its Directors or Employees will not be held liable for inaccuracies in the design of parts cut by users of supplied equipment. The Buyer is responsible for ensuring materials are appropriately designed and developed for their intended application.
7.7 All users of supplied equipment and parts agree to remain in attendance of such products whilst powered on, and in use; and acknowledges that leaving machinery processing materials unattended constitutes a serious fire and safety risk.
7.8 The Buyer agrees to inform Kent Lasers, or it’s appointed representatives in the event of damage sustained to equipment which could pose a health and safety risk, as to mitigate potential hazards.
7.9 All components, assemblies, machinery and equipment purchased from Kent Lasers shall not be used in the healthcare or medical industry.
Risk in the Goods shall pass to the Buyer at the moment the Goods are dispatched from the Seller`s premises. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first.
10.1 Title in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods.
10.2 Once the title of the Goods has passed to the Buyer, the Buyer accepts full responsibility for ensuring the correct product maintenance and correct product use procedures are adopted by all users.
11.1 Where the Goods have been manufactured by the Seller and are found to be defective, the Seller shall repair, or in its sole discretion, replace defective Goods free of charge within 365 days from the date of delivery, or collection, subject to the following conditions:
11.1.1 the Buyer notifying the Seller in writing immediately upon the defect becoming apparent;
11.1.2 the defect being due to the faulty materials or workmanship of the Seller.
11.2 Any Goods to be repaired or replaced shall be returned to the Seller at the Buyer’s expense, if so requested by the Seller.
11.3 In the event that the goods cannot be returned for service, an agreed, pre-paid call out fee will be charged by the Seller.
11.4 Any replacement components, or consumables required shall be supplied by Kent Lasers, and any devices or components supplied or fitted by a third party shall invalidate all warranties.
11.5 The Seller shall be entitled in its absolute discretion to refund the price of the defective Goods in the event that such price has already been paid.
11.6 The remedies contained in this Clause are without prejudice to the other Terms and Conditions herein.
12.1 No liability of any nature shall be incurred or accepted by the Seller in respect of any representation made by the Seller, or on its behalf, to the Buyer, or to any party acting on its behalf.
13: INTELLECTUAL PROPERTY RIGHTS:
All Intellectual Property Rights relating to the design of components, assemblies, literature, manuals and information provided by the Seller shall, so far as not already vested, become the absolute property of the Seller, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest in the Seller by the execution of appropriate instruments or the making of agreements with third parties.
14: FORCE MAJEURE:
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.
16: RELATIONSHIP OF PARTIES:
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
17: ASSIGNMENT AND SUB-CONTRACTING:
The contract between the Buyer and Seller for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted, in either case by the Buyer, without the prior written consent of the Seller.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
19: GOVERNING LAW AND JURISDICTION:
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.