Terms and Conditions of Sale and Guarantee
1.1 These Terms and Conditions of Sale and Guarantee (“Conditions”) and any special conditions in writing by Weightlifter Bodies Ltd also T/A PPG Fabrications (Company No.1431854) hereinafter referred to as “the Company” constitute the entire agreement between the Company and any person (“the Customer”) to whom or for which the company supplies or undertakes to supply any goods or services to the exclusion of all other terms, conditions and warranties whatsoever and represent the only terms on which the Company trades notwithstanding any items or conditions that may be contained in any order or other form of the customer. No employee, servant or agent of the Company has any authority to give or make any representation or warranty relating to goods or services provided or to be provided by the Company unless such representation or warranty is expressed in writing and signed on behalf of the Company by a director of the Company. This agreement shall not be varied save by written agreement between the Company and the Customer signed by a duly authorised officer of the respective parties.
1.2 Quotations shall only be available for acceptance by the Customer for a maximum period of twenty-eight days from the date thereof and may be withdrawn by the Company within such period at any time without notice.
1.3 In these conditions the expression “Goods” means the goods (including any instalment of the goods or any parts for them) specified in any quotation given by the Company and if no quotation was given by the company the expressions “Goods” means those stated on the invoice and in each case the expression includes aluminium fabrication, new bodywork, hydraulic tipping gears and hydraulic and pneumatic machinery or parts thereof and all other items manufactured, serviced or supplied by the Company.
2.1 All prices are quoted nett ex-works.
2.2 Where a quotation has been given, the contract price is that stated in the quotation, but the Company reserves the right to increase such sum to cover any of the following:-
2.2.1 The cost of any additional testing, or investigation, required by the customer, or any governmental or other authority;
2.2.2 Any increased cost incurred by the company as a result of any alteration being required by the Customer in design, specification, or quantities;
2.2.3 Any increase in labour costs and/or material prices and/or overheads outside the control of the company;
2.2.4 Any expense incurred by the Company as a result of any suspension of the contract by the Customer’s instructions, lack of instructions or any change in the Customers instructions;
2.2.5 Any fluctuation in the rates of exchange occurring between the time of quotation or acknowledgement and the completion of the contract. Where a quotation has not been requested by the customer, the contract price shall be that stated on the invoice.
2.3 Costs of delivery are not included in the price quoted and (where the company has agreed to provide or arrange carriage from its works to a place specified by the Customer) the cost of carriage and packaging required by the Customer shall be charged in addition to the contract price, unless agreed otherwise in writing by the Company.
3.1 Delivery of the good shall be made by the Customer collecting the Goods at the Company’s premises at any time after the Company has notified the Customer that the Goods are ready for collection or, if some other place of delivery is agreed by the Company, by the Company delivering the Goods to that place.
3.2 Delivery shall be taken by the Customer within seven days of notification by the Company that the Goods are available. Unless otherwise agreed charges for the work done and Goods supplied shall be paid cash on delivery. Where payment is not so made and/or where the Customer does not collect the Goods within seven days of notification, then the Customer shall pay interest on the contract price from the date of notification until the date of payment, at the rate of 2% per annum above the base lending rate for the time being of the HSBC on a day to day basis with a minimum interest rate of 5% per annum.
3.3 Any dates quoted for delivery are approximate only and the Company shall not be liable for any delay in the delivery of the Goods however caused. Time for delivery shall not be of the essence of the contract unless previously agreed by the Company in writing. The Goods may be delivered by the Company in advance of the quoted delivery date upon giving reasonable notice to the Customer.
3.4 If the Customer fails to take delivery of the Goods, or fails to give the Company adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Customer’s reasonable control or by reason of the Customer’s fault) then, without prejudice to any other right or remedy available to the Company, the Company may:-
3.4.1 Store the Goods until actual delivery and charge the customer the reasonable costs (including insurance) of storage; or
3.4.2 Sell the Goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the customer for the excess over the Contract price or charge the customer for any shortfall below the Contract price.
4. RISK AND PROPERTY INSURANCE
4.1 Risk of damage to or loss of Goods shall pass to the customer:-
4.1.1 In the case of Goods to be delivered at the Company’s premises, at the time when the Company notifies the Customer that the Goods are available for collection; or
4.1.2 in the case of Goods to be delivered otherwise than at the Company’s premises, when the Goods or the relevant part thereof leave the premises of the Company for delivery to the Customer.
4.2 Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these conditions, the property in the Goods shall not pass to the Customer until the Company has received in cash or cleared funds payment in full of the price of the Goods and all other Goods agreed to be sold by the Company to the Customer for which payment is then due.
4.3 Until such time as the property in the Goods passes to the Customer, the customer shall hold the Goods as the Company’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Customer and third parties and properly stored protected and insured and identified as the Customer’s property but shall be entitled to resell or use the Goods in the ordinary course of its business.
4.4 Until such time as the property in the Goods passes to the Customer (and providing the Goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Customer to deliver up the Goods to the Company and if the Customer fails to do so forthwith to enter upon any premises of the Customer or any third party where the Goods are stored and repossess the Goods.
4.5 If the Customer takes delivery of the Goods supplied to it by the Company before making full payment of the Contract price the Company shall be entitled to repossess the Goods and thereafter to deal in any way with such Goods free of any claim or right of the Customer therein if before payment for such Goods or service has been made:-
4.5.1 the Customer becomes bankrupt or makes an assignment agreement or composition with its creditors or suffers distress or process of execution to be levied on its property or goes into liquidation whether compulsory or voluntary (except for the purpose of reconstruction or amalgamation) or has a receiver appointed over any part of its undertaking, property or assets or appears to the Company that any of the above events will occur; or
4.5.2 This contract is terminated by the Company pursuant to clause 15 below.
4.6 The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Company, but if the Customer does so all monies owing by the Customer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.
In the event of cancellation of a confirmed order the Customer will be charged for all costs and expenses incurred by the Company up to the time of cancellation, and all loss of profits and other loss or damage resulting to the Company by reason of such cancellation, will be reimbursed by the Customer to the Company forthwith
6. TERMS OF PAYMENT
6.1 Nett cash on collection or as prior contractual agreement signed by any Director of the Company.
6.2 Goods may be returned for credit only at the discretion of the Company but will then be subject to a handling charge.
7. DESIGN AND DATA
7.1 Illustration, weights, measures and performance schedules set out in the sales literature of the Company are provided for information only and form no part of the contract.
7.2 The Company reserves the right without notice and without affecting the validity of the contract to make such changes and/or improvements in materials, dimensions and design as it thinks reasonable and desirable.
7.3 It is an express condition of acceptance of the order that unless otherwise agreed Goods sold by the Company shall not be exhibited by the Customer nor shall he permit them to be exhibited at any exhibition in the United Kingdom.
8. REPAIR WORK
Repair work is subject to these special conditions:
8.1 Estimates for the repair are based on what can be seen without dismantling. Supplementary estimates will be submitted in respect of further defects coming to light as work progresses.
8.2 No allowance will be made for old parts replaced by new. Such old parts may be examined before taking delivery of the new parts, after which the old parts will be destroyed unless otherwise requested.
8.3 If any Goods received by the Company for repair or other work are not collected and the Company’s charges are not paid within 21 days of notification that they are ready for collection, the Company may after the expiry of a further two calendar months charge for storage and may, at any time thereafter sell the Goods and retain all unpaid repairing and storage charges out of the proceeds, any balance of which will be paid to the Customer
9. PART EXCHANGE
9.1 The Customer warrants that:
9.1.a it has good and marketable title to all second hand or used goods (‘Used Goods’) if any delivered to the Company as part consideration for any sale of Goods free from any and all liens, charges and encumbrances at the time of delivery thereof to the Company and
9.1. b the Customer has the right to sell and dispose of them and
9.1.c the used goods will be delivered to the company before taking delivery of the goods in the same condition and appearance as they were when inspected by or on behalf of the Company. The Company being the sole judge thereof.
9.2 The Company reserves the right to accept or reject the used goods as its option if, in its sole judgment the condition if them upon delivery to the company is not the same as when they were inspected by or on its behalf prior to the sale of the Goods.
9.3 The total liability of the Company to the Customer for Used Goods will be the allowance stated in the contract documentation. This amount will be applied in part payment of the sale price of the goods but if the order is cancelled for any reason or the Customer fails to take delivery of the Goods, the Company may elect to return the Used Goods to the Customer or to purchase the Used Goods at their appraised value. If the Company elects to return the Used Goods any repairs, modifications or improvements will be charged for.
10.1 Subject to the conditions set out below the Company warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in materials and workmanship for a period of two years from initial use or two years from delivery whichever is sooner.
10.2 The above warranty is given by the Company subject to the following conditions:
10.2.1 The Company shall be under no liability in respect of defect in the Goods arising from any drawing specification or design supplied by the Customer;
10.2.2 the Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company’s instructions (whether oral or in writing), misuse or alteration or repair of the Goods without the Company’s approval;
10.2.3 The Company shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the Contract Price for the Goods has not been paid by the due date for payment.
10.2.4 The above warranty does not extend to part, materials or equipment not manufactured by the Company in respect of which the Customer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Company and is capable of assignment to the Customer.
10.2.5 The Company shall be under no liability other than may be generally the case at law for any repair work including materials supplied in connection with such repair work.
10.3 Without limitation to clause 10.2 the Company shall have no liability under the warranty set out in clause 10.1 if:
10.3.1 The Goods cease to be owned by and in the possession of and control of the first user;
10.3.2 in the case of the hydraulic tipping gear and body work if a load at any time has been imposed in excess of the chassis and tipping gear manufacturer’s recommendations;
10.3.3 The Goods have without written consent of the Company been altered or repaired otherwise than by the Company;
10.3.4 Any tipping gear has been fitted by any person other than in accordance with the Company’s fitting instructions and drawings;
10.3.5 Designs other than the Company’s own are used, or work is done contrary to its standard practise or against its advice;
10.3.6 Defects are aggravated by continued use after the defect ought reasonably to have been discovered;
10.3.7 In the opinion of the Company an unsuitable body has been fitted.
10.4 Except for the express warranty set out in clause 10.1, the Company grants no other warranties relating to defects in the design, workmanship or materials of the Goods, and all other representations or warranties whether written or oral, express or implied by statute, common law or otherwise however relating to such defects in the Goods are hereby excluded. In particular (but without limitation to the foregoing) the Company grants no warranties (other than as provided in the warranty set out in clause 10.1) regarding fitness for purpose, use, quality or merchantability of the Goods, whether express or implied by statute, common law or otherwise, howsoever:
10.5 Where the Goods are sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1976) the statutory rights of the Customer are not affected by these Conditions.
10.6 Any claim by the Customer which is based on any defect on the quality or condition of the Goods or the failure to correspond with specification shall (whether or not delivery is refused by the Customer) be notified to the Company within seven days from the date of delivery or (where the defect or failure was not apparent upon reasonable inspection within a reasonable time after the discovery of the defect or failure. If delivery is not refused and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Goods, and the Company shall have no liability for such defects or failure, and the Customer shall be bound to pay the Contract Price as if the Goods had been delivered in accordance with the contract.
10.7 Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is not notified to the Company in accordance with these Conditions, the Company shall be entitled to replace the Goods (or the part in question) free of charge or, at the Company’s sole discretion, refund to the Customer the Contract Price of the Goods (or a proportionate part of the Contract Price), but the Company shall have no further liability to the Customer.
10.8 The Company will indemnify the Customer against direct damage to the tangible property or death or injury to third parties to the extent caused by the wilful or negligent acts or omissions of the Company, its sub-contractors, servants or agents, but not otherwise, by making good such damage to property and compensating such death or injury, provided that the Company’s total liability under this clause shall not exceed the Contract Price.
10.9 With the sole exception (where the Customer is a natural person) of liability for death or personal injury suffered by the Customer and caused by the wilful act or negligence of the Company as defined in Section 1 of the Unfair Contract Terms Act 1997 the Company’s liability under clauses 9.1 and 9.8 shall be to the exclusion of any other liability to the Customer whether contractual, tortious or otherwise for defects in the Goods, for any death or personal injury caused by the Goods, or for any loss or damage to or caused by the Goods.
10.10 In any event and notwithstanding anything contained in this agreement, in no circumstances shall the Company be liable in contract, in tort (including negligence or breach of statutory duty) or otherwise however, and whatever the cause thereof (i) for any increased costs or expenses, (ii) for any loss of profit, business, contracts, revenues or anticipated savings or (iii) for any special indirect or consequential damages or any nature whatsoever.
10.11 In any event and notwithstanding anything contained in this agreement, the Company’s liability in contract, tort (including negligence or breach of statutory duty) or otherwise, howsoever and whatever the cause thereof, arising by reason of or in connection with this contract (except in relation to death or personal injury caused to the Customer by the wilful act or negligence of the Company or its employees while acting in the course of their employment) shall be limited to the Contract Price.
10.12 The Customer shall indemnify the Company against all actions, proceedings, claims or demands in any way connected with this agreement brought or threatened against the Company by a third party except to the extent that the Company is liable to the Customer under these conditions.
10.13 Each of the foregoing clause 10.1 to 10.12 is to be construed as a separate limitation (applying and surviving even if for any reason one or other of the said clauses is held inapplicable or unreasonable in any circumstances) and shall remain in force notwithstanding termination of this contract.
Where the components supplied are “safety critical” the liability of the Company shall be limited to the standard of production required by the appropriate quality control procedure of the Company at the relevant time and no responsibility is accepted by the Company for failure to comply with any regulation or requirements or any governmental or other authority.
12. CONFIDENTIAL INFORMATION
All drawings, documents and other information supplied by the Company are supplied on the express understanding that the Customer will not without the written consent of the Company;
12.1 give away, loan, exhibit or sell any such drawings, extracts there from or copies thereof;
12.2 use them in any way except in connection with the components for which they are issued,
13. CUSTOMER’S DRAWINGS
13.1 The Company accepts no responsibility for the accuracy of information or drawings supplied by the Customer.
13.2 The Customer shall indemnify the Company from and against all damages, penalties, actions, claims, costs and proceedings to which the Company may become liable and which arise due to the manufacture of components to the drawings and specifications of the Customer where such drawings and specification shall be at fault, or where it is alleged that they involve any infringement of any copyright patent or registered design or other exclusive agent.
The Company shall be entitled to appoint one or more sub-contractors to carry out all or any or its obligations hereunder.
15. FORCE MAJEURE
The company shall not be liable to the Customer or be deemed to be in breach of contract by reason of any delay, or failure to perform, any of the Company’s obligations in relation to the Goods, if the delay was due to any causes beyond the Company’s reasonable control. Without prejudice to the generality of the forgoing, the following shall be regarded as causes beyond the Company’s reasonable control:
15.1 act of God, explosion, flood, tempest, fire, or accident;
15.2 war or threat of war, sabotage, insurrection, civil disturbance or requisition;
15.3 act, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
15.4 import or export regulations or embargoes;
15.5 strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Company or of a third party);
15.6 difficulties in obtaining raw materials, labour, fuel, parts or machinery;
15.7 power failure or breakdown in machinery.
16.1 Either party may immediately terminate this contract or suspend deliveries if the other becomes bankrupt or makes an assignment or composition with its creditors or suffers distress or process of execution to be levied on any of its property or goes into liquidation whether compulsorily or voluntary (except for the purposes of reconstruction or amalgamation) or has a receiver appointed over any part of its undertaking, property or assets or it reasonably appears to either party that it is likely that any of the above will occur in relation to the other party.
16.2 Without prejudice to the 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 the material obligations hereunder and such failure has not been remedied within 30 days of notification from the other requiring remedy.
17.1 This Contract shall be governed and interpreted exclusively according to the Law of England and the parties to the contract submit to the jurisdiction of the English courts.
18. DATA PROTECTION
18.1 The Company is not a data processor for the purposes of the General Data Protection Regulations (GDPR) and equivalent domestic legislation.
18.2 The Customer’s details will be held by the Company for the purposes of fulfilling the contract, including invoicing, payment, and warranty claims.
18.3 The Customer’s details will not be used for marketing or any other purpose not included in 18.1 (above) unless the Customer has specifically authorised such use.
18.4 The Company will delete the Customer’s details held digitally within 5 business days upon written request by the Customer.
18.5 The Customer may authorise retention and use for marketing purposes of the Customer’s details, by Company by completing the form below and returning a copy of these terms and conditions to the Company.