Terms & Conditions

DALES SPORTS SURFACES LTD

TERMS & CONDITIONS OF BUSINESS

1. Definitions

1.1 “Buyer” means the person named in the Quotation who buys, or agrees to buy, the goods from Dales Sports Surfaces Ltd

1.2 “Despatch” means the date and time at which the goods leave the premises of Dales Sports Surfaces Ltd.

1.3 “Premises” means the address nominated by the buyer for the delivery and fitting of the goods.

1.4 “Price” means the price for goods in accordance with the Quotation, or any variation thereof, agreed in writing between the Seller or the Buyer on an Order Confirmation.

1.5 “Quotation” means the Quotation attached to these terms and accepted by the Buyer.

1.6 “Seller” means Dales Sports Surfaces Ltd of Sharpes Lane, Leverton, Boston Lincs, PE22 0BP.

2. Quotations

2.1 Any Quotations made by the Seller shall amount to an invitation to the Buyer to make an offer on the terms set out in such Quotation. All Quotations are given subject to the right of the Seller to alter or withdraw the same without notice. A binding contract between the Seller and the Buyer shall only arise upon acceptance by the Seller of the Buyer’s offer and such contract shall be subject to the terms and conditions stated herein.

2.2 These conditions shall not be varied without the consent in writing of the Seller.

2.2 No conditions or stipulations in or attached to the Buyers’s form of order which are inconsistent with these conditions or which purport to add or modify these conditions in any way shall have any effect.

2.3 No conditions or stipulations in or attached to the Buyer’s form of order which are inconsistent with these conditions or which purport to add or modify these conditions in any way shall have any effect.

2.4 Prices are quoted based on the cost of the material, labour and transport prevailing at the date of Quotation and shall be valid for 90 days. In the event of any variation in such costs before the date of despatch, the Seller reserves the right to adjust the price accordingly.

2.5 Unless otherwise stated the Seller’s quoted prices do not include any provision for Value Added Tax or for any other Inland Revenue charges and the Quotations is made on the basis that the Buyer will pay any such tax duty or charge (unless exempt). Should the seller need to export or import goods the agreement will state whether export or import charges are included in the price.

2.6 The Quotation is subject to the availability of labour and materials.

3. Payment

Deposits

3.1 Upon acceptance of this Quotation, and at the Sellers discretion, the Buyer shall pay to the Seller an agreed deposit amount plus VAT. Should the Buyer fail to pay such deposit if required, the Seller shall (without prejudice to any other rights the Seller may have) be entitled to rescind the Contract with immediate effect.

3.2 Payment of the balance of the Price plus VAT shall be due within fourteen days Of the Seller’s invoice to the Buyer.

Supply in One Despatch

3.3 Payment shall be made in full within 30 days of receipt of the invoice by the Buyer.

Supply in Instalments and Fixing

3.4 Where items are supplied in instalments and/or fixing forms part of the contract between the Buyer and the Seller, progress payments may be required. These shall be invoiced at the Seller’s discretion and shall be due within fourteen days of receipt of the invoice by the Buyer. The final balance shall be due fourteen days after the receipt of the final invoice by the Buyer.

3.5 In the event of default of payment by the Seller reserves the right to charge interest of 10% per annum or 5% over the current base rate of the Bank of England, whichever is higher, on all the money overdue.

3.6 Payment on the due date shall be regarded as a fundamental term of the Contract and failure by the Buyer to comply therewith shall entitle the Seller to treat the contract repudiated by the Buyer. For the purposes of this clause time shall be of the essence.

4 Delivery and/or Fitting

4.1 Unless otherwise agreed in writing, the Seller shall deliver the goods to the Premises. Delivery shall be deemed to have taken place at the moment when the vehicle transporting the goods enters the Boundary of those premises.

4.2 Any delivery or fitting dates set out are estimates only, and while the Seller will make all reasonable efforts to deliver and/or fit the goods within the time or times agreed the Seller will not be responsible for any losses caused to the Buyer as a result of late delivery/fitting. For the purposes of this sub-clause, time shall not be of the essence.

4.3 The Seller shall be entitled to deliver/fit the goods in one or more consignments, unless expressly agreed otherwise.

4.4 If the Buyer fails to take delivery of the goods at the time specified, or if the Buyer has failed for fourteen days to give delivery/fitting instructions after the same have been requested by the Seller, the Seller may, without prejudice to its other rights, dispose of the goods and/or charge the buyer with the cost of storage from the date the goods were tendered for delivery/fitting and the cost of additional transport caused by the buyers default.

5. Ownership

5.1 The legal and beneficial ownership of the goods shall remain in the Seller and shall not pass to the Buyer until such time as the Seller shall have received the benefit of payment of the whole of the price.

5.2 Until such time as the legal and beneficial ownership of the goods the goods shall be at the Buyer’s risk while they are in the Buyer’s possession or under the Buyer’s control and the Buyer shall indemnify the Seller from and against any loss of or damage to the goods by payment in full of the price thereof and from and against all claims and demands arising out of injury or damage by or attributable to the goods.

5.3 Where under the contract the Seller is selling and fixing the goods into Premises for the Buyer then the property in the goods shall not pass to the Buyer until payment is made of all sums owing to the Seller by the Buyer in respect of goods supplied and work done.

5.4 The Buyer may sell the goods before property in them shall have passed to the Buyer if such sale is in the ordinary course of the Buyer’s business and is at a price which shall not (without the Seller’s prior agreement in writing) be less than the amount owing by the Buyer to the Seller. In such event:

5.4.1 The sale shall be deemed to have been effected by the Buyer as the agent for the seller who shall be beneficially entitled to the proceeds of the sale.

5.4.2 The Buyer shall pay to the Seller out of the proceeds of sale all amounts owing to the Seller.

5.4.3 Until such payment to the Seller has been made, the Buyer shall retain such Proceeds of sale in a separate account.

5.5 The Buyer’s right to sell the goods under clause 5.4 shall cease as soon as the Seller shall have requested the return of the goods under clause 5.6.

5.6 Until such time as property in the goods passes from the Seller, the Buyer
shall on request deliver up such goods as have not ceased to be in existence or resold to the Seller and if the Buyer fails to do so the Seller may enter upon the Premises or any other Premises owned, occupied or controlled by the Buyer where the goods are situated and repossess them.

5.7 The Buyer shall not pledge in any way charge by way of security for any
indebtedness of the Buyer or any other person any of the goods which are the property of the Seller (without prejudice to the other rights of the Seller) if the Buyer shall purport to do so all sums whatsoever owing by the Buyer to the Seller shall forthwith become due and payable immediately.

5.8 The Buyer shall insure and keep insured the goods to an amount equal to the
full price against “all risks” to the reasonable satisfaction of the Seller until the date the property passes from the Seller who may (without prejudice to any other rights of the Seller) recover the same plus VAT and interest.

5.9 If the buyer fails to insure the goods in accordance with clause 5.8 all sums
whatsoever owing by the Buyer to the Seller shall forthwith become due and payable to the Seller who may (without prejudice to any other rights of the Seller) recover the same plus VAT and interest.

6. Limitation of Liability

6.1 The Seller’s liability (save in the case of liability in respect of death or personal injury resulting from the Seller’s negligence) is limited to an amount equal to the price of the goods.

6.2 The Buyer shall be deemed to have inspected the goods on delivery/fitting and any claim that the goods are not in accordance with the Quotation or any
allegation that the goods are of faulty design material or workmanship shall be
made in writing to the Seller within forty eight hours of the date of delivery/fitting of the goods to the Seller and if no such claim is made the goods shall be deemed to have been accepted by the Buyer as being in accordance with the Quotation.

6.3 The Seller shall not be liable for any consequential loss or damage suffered by the Buyer whether direct or indirect.

6.4 Any failure by the Seller to make the delivery on the contractual date for Delivery/fitting shall not entitle the Buyer:-

a) To refuse delivery after such date;
b) To repudiate the contract;
c) To make a claim for damages for late delivery.

6.5 Where any materials have been installed by the Seller should such materials prove faulty through defective material or workmanship of the Seller during the period of five years from delivery/fitting the defective items will be repaired or replaced free of charge. Such liability shall be conditional upon the Buyer giving notice to the Seller, in writing, within seven days of the discovery of the said defect. Unless written authorisation is given by the Seller alteration or repair should not be carried out elsewhere.

6.6 The Seller does not accept liability to the Buyer for any consequential loss Where the goods have proved to be defective or where they have not been installed correctly.

Termination

6.7 Either party may immediately terminated this contract or suspend future deliveries if the other becomes bankrupt, or makes an assignment agreement or composition with its creditors, or makes any voluntary arrangements or becomes subject to an administration order or suffers distress or process of execution to be levied on its property or goes into liquidation either compulsorily or voluntarily (except for the purpose of reconstruction or amalgamation). Similar rights are reserved to the parties if it appears to either party that is probable or likely that any of the above events may occur.

6.8 Without prejudice to any other rights or remedies under this contract either party may terminate this contract or suspend future deliveries if the other fails to comply with any of its obligations hereunder and such failure had not been remedied within thirty days of notification to the other of such breach.. The innocent party will be able to recover any loss or damage directly flowing from any suspension or termination under this clause 7.2.

6.9 In the event of the Buyer, for reasons other than those provided for in the above clauses, terminating this contract, the Buyer shall be liable to the Seller for any costs or charges incurred by the Seller by reason of such termination together with all costs incurred by the Seller up to the date thereof and any difference between the price charged and the price at which the Seller is able to sell the goods elsewhere.

7. Warranties and Conditions

7.1 Any recommendations or suggestion relating to the use of goods made by the Seller either in technical literature or in response to a specific enquiry by the Buyer is given in good faith but it is for the Buyer to satisfy himself of the suitability of the goods for his own particular purpose of which the Seller has no knowledge.

8. Variations and Cancellations

8.1 A charge may be made for any additional drawing, office, detailing, shopwork and materials involved if variations are made. Any delivery commitments
previously entered into will be void.

9.2 All contracts will be subject to a standard cooling off period. This entitles the
Buyer to cancel their order in writing, without penalty, up to 7 days after signing an order confirmation. After which, cancellations will only be accepted on the understanding that all costs incurred by the Seller will be reimbursed in full. These costs shall date from the receipt of a letter of intent or order confirmation.

9.3 If acting as a consumer and in accordance with the Consumer Protection
(Distance Selling) Regulations 2000, the Buyer has the right to cancel an order without reason within seven working days after receipt of the goods.
If the Buyer wishes to cancel the contract (and any other credit agreement taken out as part of the order) within this seven day cooling off period the Buyer must inform the Seller in writing. If the goods have been delivered, the Buyer must take care of the goods and return them to the Seller (or make them available for collection). The Buyer is responsible for the cost of returning the goods. The Buyer is responsible for the cost of returning the goods. If the Buyer has paid in advance, the Seller will refund any money within 30 days of return of the goods.

This clause does not apply to:-

a) Business Customers;
b) Where goods have been fitted;
c) Where goods have been purpose-made to personal specifications.

9. Force Majeure

9.1 Neither party shall be liable for any default due to any act of God, war,
Strike, lock-out, industrial action, fire, flood, drought, tempest or any event beyond their reasonable control.

10. Site

10.1 The Seller’s price is based on the understanding that a clear site with adequate
Working space will be made available to the Seller in due time and that working conditions and facilities will allow any agrees phase of the work to be completed in one operation, within normal working hours. If these conditions are not met the Seller reserves the right to increase the price by an appropriate amount.

11. Assignment or Sub-letting

11.1 The Seller may licence or sub-contract all or any part of its obligations under
this contract without the Buyer’s consent but this shall not in any way release the Seller of its obligations to the Buyer under this contract.

12. Third Parties

13.1. Nothing in this contract shall confer or purport to confer upon any third party
any benefit or right against the Seller.

14. Proper Law

14.1 This contract is subject to the law of England and Wales.