Conditions of Sale

GENERAL

All orders are subject to these conditions of sale and the placing of an order by the buyer shall be considered acceptance of these conditions. These conditions may not modified or varied unless Karmic Synergy Limited. (Hereinafter referred to as the Company) agrees in writing and the Company shall not be deemed to accept such other conditions nor waive any of these conditions by failing to object to provisions contained in any purchase order or other communication from the buyer. No person has authority on behalf of the Company to vary any condition except a Director or the Company Secretary and then only in writing signed by a director or the Secretary.

VALIDITY OF QUOTATION

The Company reserves the right to refuse the buyer’s acceptance of a quotation unless such quotation is stated to be open for a specific period and is not withdrawn in such a period. No binding contract shall be created by the acceptance by the Buyer of the Company’s quotation until confirmation of the acceptance has been given in writing by the Company which confirmation shall have been signed by the Company’s duly authorised representatives who are a director or sales manager or the Company has otherwise indicated its acceptance by making delivery or part delivery of the goods, the subject of the quotation.

NEW ACCOUNTS

Prospective customers wishing to open a credit account are requested to complete an application form and to furnish a copy of the recent audited accounts. Until the opening of a credit account has been confirmed a remittance should accompany the order otherwise delivery will not be made until after the references have proved acceptable.

SETTLEMENT TERMS

Accounts are payable strictly within the settlement terms which are:

  1. In advance of delivery for non-credit customers; or
  2. 30 days from date of invoice for credit customers (subject to the provisions of Condition 6). Where the Company has offered discount for settlement within a stated period, such discount will be non-negotiable and forfeited if payment is not received by the due date. The Company at its discretion reserves the right to charge interest on balances outstanding beyond the due date. The rate of interest shall be 2% per annum over Lloyds Bank base lending rate from time to time in force. The Company can exercise this right in addition to any other rights it may have in respect of goods of non-payment.

Where the contract is to be or may be fulfilled in separate instalments, deliveries or parts, payment for each such instalment, delivery or part shall be made as if the same constituted a separate contract. If the buyer fails to pay for any instalment, delivery or part in accordance with the terms of this contract the Company may withhold further deliveries until such payment is made or (at the Company’s option) may exercise any of the following rights either alone or in combination:

  1. terminate the contract
  2. recover goods already delivered which are not paid for (subject to the provisions of Condition 9)
  3. retain all payments already made.

The Purchase Orders placed on the Company are divisible. Each delivery made there under shall be deemed to arise from a separate contract, and shall be invoiced separately and any invoice for a delivery shall be payable in full in accordance with the terms of payment provided for therein without reference to and notwithstanding any defect or default in the delivery of any other instalment or of any other instalment under any other contract.

PRICES

Unless otherwise agreed in writing all orders are executed subject to prices and any relevant discounts ruling at the date of dispatch and any price list of the Company whether published or not shall not affect the right of the Company to charge for goods in accordance with this clause. All prices are subject to the addition of Value Added Tax at the prevailing rate.

CREDIT

Any contract shall be subject to the Company being satisfied as to the buyers creditworthiness and without prejudice to the generality of the forgoing the Company, in its absolute discretion, having informed the buyer that the goods are ready. For delivery, refrain from delivering the goods until such time as the buyer tenders the purchase money to the Company in a form satisfactory to the Company.

ORDERS

sent in confirmation of telephone instructions should be clearly marked as such otherwise any additional expense incurred by the Company as a result of duplication of order will be charged to the buyer.

DELIVERY

dates are promises given in good faith by the Company to indicate estimated delivery times but shall not amount to any contractual obligation to deliver at time stated. No liability for direct or consequential loss or damage arising from delay in delivery will be accepted by the Company.

TITLE TO GOODS

Title to any goods supplied by the Company to the Buyer shall remain with the Company until full payment for all goods supplied to the Buyer has been received by the Company and until such payment has been received the Buyer shall hold the goods for the Company in a manner which enables them to be identified as the goods of the’ Company and the Buyer shall immediately returns the goods to the Company should the Company so request. The Company may request return of the goods at any time from the Buyer if the amount outstanding from the Buyer to the Company is in excess of the credit limit the Company has agreed to provide to the Buyer and the Company’s decision as to whether the Buyer is in excess of any such credit limit shall be absolute and fi nal. The Buyer hereby authorises the Company’s servant or agents to enter upon any land or building where the goods are situated for the purpose of inspecting the goods or of repossessing and removing goods. So long as title to any goods remains with the Company the Buyer will insure them against loss or damage under a policy which protects the Company’s interest in the goods.

CARRIAGE

Where delivery cost is chargeable to the buyer – this will be stated at time of quotation and specified on the invoice.

DAMAGE IN TRANSIT AND SHORTAGES

The Company will when it undertakes delivery, repair or replace free of charge goods damaged in transit provided that the carriers and the Company receive written notification of such damage within twenty four (24) hours of delivery. Goods received in a damaged or unsatisfactorily condition must be signed for as such On receipt, goods should be checked with the delivery note enclosed with the goods. Shortage claims will only be considered if the carriers and the Company receive written notification of such shortage within twenty four (24) hours of delivery, failing which no liability will be admitted. The packing and contents should be retained for inspection.

 

RETURNS

Goods correctly supplied may not be returned unless an RMA number has been issued. Your original invoice must be faxed to Karmic Synergy. Goods must be consigned “Carriage Paid” and accompanied by a packing note stating the Company’s invoice number and date thereof together with the reason for return and the RMA number must be visible on the outer packaging. GOODS ARE NOT SUPPLIED ON TRIAL BASIS unless strictly specified. Return of goods which are not faulty will incur a 20% handling charge levied at the Company’s discretion.

WARRANTY & LIABILITY

Unless otherwise agreed by form of written contract, the Company’s liability in respect of all goods supplied by it shall he limited to giving the Buyer the benefit of any guarantee or, warranty given by the manufacturer of such goods. The Company shall not be under any liability howsoever arising and all conditions and warranties expressed or implied by or under statute custom or trade usage are hereby expressly excluded. Where a valid claim in respect of any of the goods purchased which is based on any defect in the quality or condition of the goods or their failure to meet specifications is notified to Karmic Synergy Limited within seven (7) days of purchase, Karmic Synergy Limited shall be entitled to replace the goods (or the part in question) free of charge or, at Karmic Synergy Limited discretion, issue a refund to the Buyer the price of the goods (or a proportionate part of the price), but Karmic Synergy Limited shall have no further liability to the Buyer.

 

DESCRIPTIVE MATTER AND ILLUSTRATION

All descriptive specifications, drawings and particulars of weights and dimensions issued by the Company are approximate only and are intended only to present a general idea of the goods to which they refer and shall not form part of contract.

LIMITS OF CONTRACT

Any quotation includes only such goods, accessories and work as are specified therein.

BANKRUPTCY

In the event of the buyer committing any breach of contract with the Company or if any distress or execution is levied upon the goods of the buyer or if he offers to make any arrangement with or for the benefit of his creditors or commits any act of bankruptcy or, being a limited Company has a Receiver appointed of its undertaken or assets or any part thereof for the purposes of a reconstruction or amalgamation without insolvency goes into liquidation the Company shall there upon be entitled without prejudice to its rights forthwith to suspend all further deliveries until the fault has been made good or determine the contract or any unfulfilled part thereof, or at the Company’s option to make partial deliveries. The buyer shall also respect the Company trade marks and shall not remove or alter such marks on the goods.

 

COPYRIGHT

All drawings, descriptions and other information submitted by the Company shall remain the property of the Company together with the copyright therein.

    LEGAL CONSTRUCTION

    Unless otherwise agreed by the Company in writing, these conditions shall in all respects be subject to English Law and the non-exclusive jurisdiction of the English courts.