The following conditions apply to every Contract entered into by the Company and every order accepted by the Company from the Customer for Goods and/or Services.
1.1 In these Conditions: “the Company” means CFS (UK) LIMITED and that Company only. “Conditions” mean the Company’s conditions of sale set out in this document (which supersede any earlier set of conditions appearing on the Company’s literature, order acknowledgements, invoices, statements, web site or elsewhere) together with any special conditions specified on the Quotation. “the Contract” means the Quotation and/or the Order and the Company’s acceptance thereof, together with the Conditions. “the Goods” and/or “Services” means the goods, plans, drawings, materials, and/or other items and/or services which are the subject of the Contract (including goods, spares or materials which have been fixed to or incorporated or form part of any other equipment or vehicle) and further include any instalment of the Goods or part performance of the Services or any part of them together with any packing or assembly carried out on the Goods. “the Order” means the written or verbal order placed by the Customer with the Company for the provision of the Goods and/or Services (whether based on a Quotation or not). “the Quotation” means the written quotation or tender submitted by the Company as an invitation to treat. “the Customer” means the person specified on the Quotation or whose Order is accepted by the Company. “Special Optional Equipment“ or “the Order“ means optional equipment forming part of the Goods as specifically set out in the Quotation.
1.2 The headings in these Conditions are for convenience only and shall not affect their interpretation.
2. OFFER AND ACCEPTANCE
2.1 The Company shall sell and the Customer shall purchase the Goods and/or Services in accordance with the Contract or any Order which is accepted by the Company in writing (or at the discretion of the Company verbally) subject in either case to the Conditions. No Contract shall come into existence until the Order has been accepted in writing by the Company (or at the discretion of the Company verbally by a director of the Company). All units are sold as seen, with no warranty, other than warranty that is agreed on an individual machine basis at the point of sale by an authorised representative from CFS UK Ltd.
2.2 All Quotations are made and all Orders accepted subject to the Conditions. The Conditions override any other terms, conditions or warranties which the Customer may seek to impose.
2.3 Acceptance of the Goods and/or Services by or on behalf of the Customer shall be conclusive evidence that the Conditions are accepted by the Customer and that they apply to the Contract. If the Customer does not accept the Conditions or any part of them, he must return the Goods or refuse the Services tendered forthwith.
2.4 No variation or supplement to the Conditions shall be binding on the Company unless expressly accepted by a director on behalf of the Company in writing.
2.5 All prices are ex-works and ex VAT.
2.6 No goods, vehicle or products will be released until full payment funds are cleared.
2.7 All representations of vehicles and special equipment are given as accurately as possible and in good faith.
3.1 Prices illustrated are as a guide only and Until the Contract has become binding on the Company all specifications and prices are subject to change without prior notice.
3.2 All prices are exclusive of value added tax and similar taxes, levies, or duties, which the Customer shall be additionally liable to pay to the Company.
4.1 Delivery shall mean delivery of the Goods to the Customer at the Company’s premises or the premises that the Company may designate.
4.2 All Goods must be inspected by the Customer on Delivery and any non-delivery, shortages in delivery or damage to or breakages of the Goods must be notified to the carrier concerned at the time of delivery and notified to the Company within 2 working days of the invoice date with a complete claim in writing. Failure to do so shall preclude the Customer from any rights or remedies against the Company whatsoever.
4.3 If the Company fails to deliver the Goods for any reason other than any cause beyond the Company’s reasonable control or the Customer’s fault, and the Company is accordingly liable to the Customer, the Company’s liability shall be limited to the excess (if any) of the cost to the Customer (in the cheapest available market) of similar goods to replace those not delivered over the price of the Goods.
4.4 The Customer is required to acknowledge receipt of all Goods by signing the delivery note supplied by the Company or its agents. The delivery note must then be returned to the Company. Signature of the Company’s delivery note by any employee, representative or agent of the Customer shall be conclusive proof of delivery and condition of the Goods.
5. FORCE MAJEURE
5.1 The Company shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or failure to perform, any of the Company’s obligations in relation to the Contract if the delay or failure was due to any cause beyond the Company’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Company’s reasonable control:
5.1.1 Act of God, explosion, flood, tempest, fire or accident;
5.1.2 war or threat of war, sabotage, civil disturbance or requisition;
5.1.3 acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
5.1.4 import or export regulations or embargoes;
5.1.5 strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Company or a third party);
5.1.6 diffculties in obtaining raw materials, labour, fuel, parts or machinery;
5.1.7 power failure or breakdown in machinery.
5.2 In the event of the circumstances outlined in condition 13.1 applying, the Company shall, at its option, be entitled to cancel the Contract or (without any liability) extend the estimated time or times of delivery by a period equivalent to that during which such delivery has been delayed or prevented.