Terms & Conditions
a) RSS means R. S. Sales & Distribution Ltd. ‘The Customer’ means the Purchaser of the Goods.
b) ‘These Terms’ means the terms and conditions set out herein together with any express variation thereof or attachment hereto identified as such and signed duly by authorised persons.
c) ‘Goods’ means all goods and materials of whatever nature ordered upon these Terms.
2) Application of these Terms
a) These Terms shall govern every sale of Goods by RSS to the exclusion of all other Terms and Conditions whether or not proposed by the Customer. Any purported provisions to the contrary are hereby excluded and extinguished. These Terms shall in combination with every Order constitute the entire Contract for the Goods specified in the Order. No variation to an order shall be validly made except as specified in a further Order.
3) Price Variation
a) Prices quoted are firm for 20 days.
b) Prices stated are based on RSS current costs, unless otherwise agreed are subject to amendment on or at any time after acceptance to meet any rise or fall in such costs.
c) All prices subject to the addition of VAT.
a) All delivery dates mentioned in any Quotation, Order or elsewhere are approximate only and not of any contractual effect and RSS shall be under no liability to the Customer in respect of any failure to deliver on any particular date or dates. If delivery shall not have taken place within a reasonable time, RSS’s liability shall be limited to the value of the Goods specified in the Order.
b) If the Customer shall refuse or fail to take delivery of Goods tendered in accordance with these terms, RSS shall be entitled to immediate payment in full for the Goods so tendered. RSS shall be entitled to store at the risk of the Customer any Goods which the Customer shall refuse or fail to take delivery and the Customer shall in addition to the purchase price pay all costs of such storage and any additional costs or carriage charges incurred as a result of such refusal or failure.
c) Wherever goods are contracted to be delivered by instalments, late delivery of one instalment shall not entitle the Customer to reject any other instalment under the same Order.
d) Where the Goods are to be delivered by a carrier on behalf of RSS, the risk therein shall pass to the Customer upon delivery. RSS shall advise the Customer of the scheduled date of despatch from RSS’s premises and unless the Customer notified RSS in writing within 72 hours, RSS shall not be liable for any loss of or damage to the Goods in transit nor for failure of the Goods to be delivered and such Goods shall be deemed to have been delivered in good order and condition.
e) If, in the course of any Order involving more than one delivery, default is made in payment on the due date, RSS shall have the right to suspend all or any further deliveries pending payment or to terminate such Order in its entirety by notice in writing to the Customer.
a) Payment in full for Goods will become due on the date of their delivery in accordance with Clause 4 and the price of them will be payable together with RSS delivery charges therefore (if any) within 30 days of the date of the date of RSS invoice rendered after such delivery. RSS reserves the right to charge interest at the rate of 1.5% per month (calculated on a daily basis) with each month being deemed to comprise 30 days) on amounts remaining unpaid at the end of such period as from the date when they become overdue for payment.
a) Property in Goods shall pass to the Customer only upon and not before payment in full of the price thereof. If the Customer shall fail to pay in full the price (or the balance then owing in the price) of Goods or any instalment of Goods within the 30 days together with any delivery charged relating thereto RSS shall be entitled, without having given prior notice, to recover possession of all such Goods and for that purpose to enter the Customers premises, therefore foregoing right to be without prejudice to any other right which RSS may have whether under these Terms or otherwise.
a) In addition to any other rights of termination under these Terms, RSS may stop any Goods in transit and suspend further deliveries and by notice in writing to the Customer forthwith terminate an Order.
i) If the Customer commits an act of bankruptcy or compounds with his creditors or if a receiving order is made against him or
ii) If where the Customer is a Company, the Customer should be wound up (otherwise than for the purpose of amalgamation or reconstruction) or
iii) If the Customer is in breach of any provision of these Terms including (without limitation) any failure to pay any sums due hereunder within 14 days or despatch of a reminder that they are overdue for payment
b) Termination shall be without any previous waiver of its rights shall not affect prejudice to all rights subsisting at the date of termination.
c) Within 7 days of termination, all documentation, descriptions and literature the property of RSS, which shall at termination be in the possession of the Customer, must be returned forthwith to RSS.
a) An order is not assignable by the Customer in whole or part.
9) Storage of Customers property
a) RSS shall be entitled to make a reasonable charge for the storage of any Customer’s property left with RSS before the receipt of the order or after notification to the Customer of completion of the work.
10) Governing Law
a) These Terms shall be subject to the exclusive jurisdiction of the English Courts of Law and shall be governed by and interpreted in accordance with English Law. The Customer hereby agrees to submit itself to the exclusive jurisdiction of the English Courts for the purposes of these Terms.
11) Force Majeure
a) RSS shall be under no liability if he shall be unable to carry out any provision of the contract for any reason beyond his control including (without limiting the foregoing) Act of God, legislation, war fire, flood, drought, failure of power supply, lock-out, strike or other action taken by employees in contemplation or furtherance of a dispute or owing to any liability to procure materials required for the performance of the contract. During the continuance of such a contingency, the Customer may by written notice to RSS elect to terminate the contract and pay for work done and materials used by subject thereto shall otherwise accept delivery when available.