TERMS AND CONDITIONS FOR SALE OF GOODS
1. Definitions
Seller: means Ryan Jones Group Ltd and its subsidiaries, Aggregates Express Ltd, Aggregates Express Quarry Products Ltd, and Garth Isaf Estates Ltd (“We”) of Garth Isaf Farm, Efail Isaf, Pontypridd, CF38 1SN (registered address) and Forest Wood Quarry, Pontyclun, CF72 9XD (operating address).
Buyer: he person who buys or agrees to buy the goods from the Seller.
Conditions: the terms and conditions of sale as set out in this document and any special terms and conditions agreed in writing by the Seller.
Goods: the items which the Buyer agrees to buy from the Seller.
Price: the price for the Goods, excluding VAT.
Force Majeure Event: has the meaning set out in clause 11.
2. Conditions
2.1 These Conditions shall form the basis of the contract between the Seller and the Buyer in relation to the sale of Goods, to the exclusion of all other terms and conditions including the Buyer’s standard conditions of purchase or any other conditions which the Buyer may purport to apply under any purchase order or confirmation of order or any other document.
2.2 All orders for Goods shall be deemed to be an offer by the Buyer to purchase Goods from the Seller pursuant to these Conditions.
2.3 Acceptance of delivery of the Goods shall be deemed to be conclusive evidence of the Buyer’s acceptance of these Conditions.
2.4 These Conditions may not be varied except by the written agreement of a director of the Seller.
2.5 These Conditions represent the whole of the agreement between the Seller and the Buyer. They supersede any other conditions previously issued.
3. Price
3.1 The Price shall be the price quoted on the Seller’s confirmation of order. Quotations are valid for 30 days only.
3.2 The Seller endeavours to take all reasonable care to ensure the Price of Goods advised to the Buyer is correct, however, should a query arise, the Seller will notify the Buyer immediately and may honour the incorrect Price (to a reasonable sum).
4. Payment and Interest
4.1 Payment of the Price and VAT shall be due within 30 days of the date of the Seller’s invoice. Payment must be made by bank transfer (faster payment).
4.2 Interest on overdue invoices shall accrue 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. Such interest shall accrue after as well as before any judgment.
4.3 The Buyer shall pay all accounts in full and not exercise any rights of set-off or counterclaim against invoices submitted by the Seller.
4.4 If the Buyer does not pay the Seller for the Goods as per the agreed credit payment terms, the Seller may suspend supply of the products until payment is received.
4.5 The Buyer must notify the Seller’s accounts department if there is a query with an invoice, no later than 7 days from receipt of invoice.
5. Goods
5.1 The Goods are described in the Order Agreement.
5.2 The Seller reserves the right to amend or change the specification of the Goods if required by any applicable statutory or regulatory requirements.
5.3 The images of the products in our hard copy marketing materials and our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours or the printed pictures accurately reflects the colour of the products. Your product may vary slightly from those images.
5.4 If we are making the product to specific sizes you have given us you are responsible for ensuring that these measurements are correct. You can discuss your requirements by contacting us.
6. Collection of the Goods
Contact details: Ricky Williams | 07943524273 |
6.1 The Buyer may enquire products and rates by contacting the above details. The Seller’s acceptance of the Buyer’s order will take place when the Seller issues a pricing document or another recordable format method (in writing), at which point a contract will come into existence between the Buyer and Seller.
6.2 Orders can be pre-booked for collection by calling 01443 222065.
6.3 If the Seller is unable to accept the Buyer’s order, the Seller will inform the Buyer of this and will not charge for the Goods.
The Seller may have to suspend the supply of Goods to:
- Deal with technical problems or make minor technical changes;
- Update the product to reflect changes in relevant laws and regulatory requirements;
- Make changes to the product as requested by the Buyer
- The Seller will make reasonable attempt to contact the Buyer in advance regarding any supending Goods, unless the problem is urgent or an emergency.
6.4 The Seller may assign an order number to the Buyers order as acceptance of the order or confirm verbally.
6.5 The Buyer can find the quarry opening days and hours by emailing Ricky, as above.
6.6 The Buyer must adhere to the quarry rules.
6.7 All marketing materials, such as website are solely for promotion of our products in the UK. Unfortunately, we do not accept orders from addresses outside the UK.
7. Delivery of the Goods
Contact details: Ricky Williams | 07943524273 |
7.1 The Buyer must send tenders and enquires in a recordable format to the above contact details. The Seller’s acceptance of the Buyer’s order will take place when the Seller issues a pricing document or another recordable format method (in writing), at which point a contract will come into existence between the Buyer and Seller.
7.2 The Buyer will need to inform the Seller of any site restrictions, working days and hours, accurate delivery instructions and address, and any other relevant information that may influence the rate or service, to give the best possible outcome for both parties. Therefore, the rate may be re-negotiated, should new information/restrictions arise that ultimately effects the service.
7.3 The Seller will not be responsible for supplying the products late or not supplying any part of the Goods if this is caused by the Buyer not giving the Seller accurate information.
7.4 Delivery of the Goods shall be made to the Buyer’s address. The Buyer shall make all arrangements necessary to take delivery of the Goods on the day notified by the Seller for delivery. In addition, ensure there is no access/egress restrictions or other delays.
7.5 The Seller undertakes to use its reasonable endeavours to despatch the Goods on an agreed delivery date but does not guarantee to do so. Time of delivery shall not be of the essence of the contract. The Seller is not responsible for delays outside their control but will make reasonable attempt to contact the Buyer to minimise the disruption and meet the Buyer’s needs.
7.6 The Seller shall not be liable to the Buyer for any loss or damage whether arising directly or indirectly from the late delivery or short delivery of the Goods. If short delivery does take place, the Buyer may not reject the Goods but shall accept the Goods delivered as part performance of the contract, and a pro-rata adjustment to the Price may be made.
7.7 If the Buyer fails to take delivery of the Goods on the agreed delivery date or, if no specific delivery date has been agreed, when the Goods are ready for despatch, the Seller shall be entitled to charge the Buyer the cost of Goods as if it were delivered.
7.8 If the Buyer wishes to make a change to the Goods, they must do so within a reasonable timeframe, but no later than the day of expected delivered Goods. The Seller will confirm if the change is possible, including any Price adjustments, the timing for delivery or anything else which would be necessary as a result of the change and will obtain the Buyer’s approval regarding the change.
8. Acceptance of the Goods
8.1 The Buyer shall be deemed to have accepted the Goods 1 day after delivery to the Buyer.
8.2 The Buyer shall carry out a thorough inspection of the Goods within 24 hours and give notice in writing to the seller after discovering that some or all the goods do not comply with the Goods specification, the Buyer must contact the Seller using the above contact information, in writing, with full details and supporting evidence, i.e., photos.
8.3 If the Buyer has used the Goods without prior notification to the Seller, then the Buyer shall be liable for full payment.
8.4 If the Seller agrees that the Goods does not meet the specification, the Seller will collect and cover the cost of Goods.
8.5 Where the Buyer has accepted or has been deemed to have accepted the Goods the Buyer shall not be entitled to reject Goods which are not in accordance with the contract.
9. Title and risk
9.1 Risk and responsibility shall pass on delivery of the Goods to the Buyer or collection from the Seller.
9.2 Notwithstanding the earlier passing of risk, title in the Goods shall remain with the Seller and shall not pass to the Buyer until the amount due under the invoice for them (including interest and costs) has been paid in full.
9.3 Until title passes the Buyer shall hold the Goods as bailee for the Seller.
9.4 The Seller may at any time before title passes and without any liability to the Buyer:
9.4.1 repossess and use or sell all or any of the Goods and by doing so terminate the Buyer’s right to use, sell or otherwise deal in them; and
9.4.2 for that purpose (or determining what if any Goods are held by the Buyer and inspecting them) enter any premises of or occupied by the Buyer.
9.5 The Seller may maintain an action for the price of any Goods notwithstanding that title in them has not passed to the Buyer.
10. Force Majeure
10.1 For the purposes of this Contract, Force Majeure Event means an event beyond the reasonable control of the Seller including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of the Seller or any other party), failure of a utility service or transport network, act of God, war, terrorism, riot, civil commotion, interference by civil of military authorities, national or international calamity, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm, earthquake, epidemic or similar events, or default of suppliers or subcontractors.
10.2 The Seller shall not be liable to the Buyer as a result of any delay or failure to perform its obligations under this Contract as a result of a Force Majeure Event.
11. Limitation of Liability
11.1 Nothing in these Conditions shall limit or exclude the Seller’s liability for:
11.1.1 death or personal injury caused by its negligence, or the negligence of its employees, agents, or subcontractors.
11.1.2 fraud or fraudulent misrepresentation.
11.1.3 breach of the terms implied by current legislation; or
12.1.4 defective products under the current legislation.
11.2 Subject to clause 12.1:
11.2.1 the Seller shall under no circumstances whatever be liable to the Buyer, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, for any loss of profit, or any indirect or consequential loss arising under or in connection with the Contract.
12. General
12.1 Notices.
12.1.1 Any notice or other communication given to a party under or in connection with this Contract shall be in writing, addressed to that party at its registered office (if it is a company) or its principal place of business (in any other case) or such other address as that party may have specified to the other party in writing in accordance with this clause.
12.1.2 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
12.2 A waiver of any right under the Contract or law is only effective if it is in writing and shall not be deemed to be a waiver of any subsequent breach or default. No failure or delay by a party in exercising any right or remedy under the Contract or by law shall constitute a waiver of that or any other right or remedy, nor prevent or restrict its further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
12.3 Nothing in the Contract is intended to, or shall be deemed to, establish any partnership or joint venture between any of the parties, nor constitute either party the agent of another party for any purpose. Neither party shall have authority to act as agent for, or to bind, the other party in any way.
12.4 Third parties. A person who is not a party to the Contract shall not have any rights to enforce its terms.
12.5 This Contract contains the entire agreement and understanding of the parties relating to the subject matter of this Contract and extinguishes all previous agreements, promises, assurances, warranties, representations, and understandings between the parties, whether written or oral.
12.6 Except as set out in these Conditions, no variation of the Contract, including the introduction of any additional terms and conditions shall be effective unless it is agreed in writing and signed by the Seller.
12.7 Governing law. This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.
12.8 Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Contract or its subject matter or formation (including non-contractual disputes or claims).
12.9 Each of the paragraphs of these terms operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
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