PLEASE READ THE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SITE.
1. Definitions of these conditions
“The Company” means Hirst Magnetic Instruments Limited.
“The Customer” means the person who accepts a quotation of the Company for the sales of the Goods or the supply of The Services or whose order for the Goods or the Services is acceptable by the Company.
“Goods” means the goods (including any instalment of Goods or any components for them) which the Company is to supply in accordance with these conditions.
“Services” means services which the company is to supply in accordance with these conditions.
“specifications” means the technical description of any of the Goods.
“Conditions” means these conditions.
- The Company shall sell and the Customer shall buy the Goods through the website facility
- As the case may be, the Company will provide the services in accordance with any written quotation of the Company which is accepted by the Customer.
- Any written order of the Customer which is accepted by the Company subject in either case to the Conditions which shall govern the Contract to the exclusion of any other terms and conditions subject to which any such quotations is accepted of any such order is made by the customer.
- No variation to these Conditions shall be binding unless agreed in writing between the authorized representatives of the Customer and the Company.
- The Company’s employees or agents are not authorised to make any representations concerning the Goods or the Services unless confirmed by the Company in writing.
- In entering into the Contract, the Customer acknowledges that it does not reply on and wanes any claim for breach of any representations which are not so confirmed.
- No order submitted by the customer shall be deemed to be accepted by the Company unless confirmed in writing by the Company’s automated e-commerce facility or by an authorised representative.
- The Customer shall be responsible to the Company for insuring the accuracy of the terms of any order (including any Specifications) submitted by the Customer for giving the Company any necessary information relating to the goods or the Services within a sufficient time to enable the Company to perform the Contract in accordance with its terms for ascertaining that the Specification and the Goods or the Services are sufficient for the purpose of the Customer
- The quantity, quality and description of any specification for the Goods or of the Services shall be those set out in the Company’s quotations (if accepted by the customer or the Customers order (if accepted by the Company)
- The Company accepts no responsibility where any specifications or particulars Supplied by the Customer are inaccurate or delayed and the Customer shall indemnify the Company against any loss or expenses incurred by reason of such inaccuracy or delay.
- The Company reserves the right to make any changes in the specification of the Goods or in the Service which are required to conform with any applicable safety or other statutory requirements or where the goods are to be supplied to the company’s specification which do not materially affect their quality or performance.
- The price of the Goods or the Services shall be the published price at the acceptance of order. Where no price is published, the price shall be the quoted price of the Company.
- All prices quoted are valid for thirty days only or until earlier acceptance by the Customer after which time they may be altered by the Company without notice to the Customer.
- The Company reserves the right by giving notice to the Customer at any time before delivery to increase the price of the Goods or of the Services to reflect any increase in the cost to the Company which is due to any factor beyond the control of the Company any change in delivery dates quantities or specifications for the Goods which is requested by the Customer or any delay caused by any instructions of the Customer or any failure of the Customer to give the Company adequate information or instructions.
- Except as otherwise stated under the shipping rates of the e-commerce website and unless otherwise agreed in writing between the Customer and the Company all prices are given by the Company on an ex-works basis and where the Company agrees to deliver the Goods otherwise that at the premises of the Company the Customer shall be liable to pay the Company’s charges for transport packing and insurance.
- The prices are exclusive of any applicable Value Added Tax which the Customer may be additionally liable to pay to the Company at the checkout stage of the e-commerce facility.
5. Terms of payment
The Company shall be entitled to:
- Invoice the customer for the prices of the Goods on or at any time after delivery of the Goods or at any time after the Company shall have notified the Customer that the Goods are ready for collection or (as the case may be) the Company has tendered delivery of the Goods
- Invoice the Customer for the price of the Services when the Services have been completed in all material respects
- The Customer shall pay the price of the Goods or the Services (less any discount to which the Customer is entitles but without any other deduction whatsoever) within Seven days of the date of the company’s invoice notwithstanding that delivery may not have taken place and the property and the Goods has not passed to the Customer. The time of payment of the price shall be of the essence of the Contract. Receipts for payment will be issued upon request
If the Customer fails to make any payment on the due date then without prejudice to any other right or remedy available to the Company the Company shall be entitled to:
- Cancel the Contract or suspend any further deliveries to the Customer.
- Charge interest (both before and after any judgment) on the amount unpaid at the Six per cent annum above National Westminster Bank PLC base rate from time to time until payment in full is made (a part of a month being treated as a full month for the purpose of calculation interest)
- In the event of a Contract being unfulfilled for any reason other than default by the Company before completion a minimum charge of twenty per cent of the total value of the Goods ordered by such Contract plus Value Added Tax shall be made to cover stocking and administration costs incurred by the Company.
- Delivery of the Goods to the Customer shall be made by the Company’s chosen courier within 8 working days of online purchase unless lead times are stated as otherwise.
- Any dates quoted for delivery of the Goods are approximate only and the Company shall not be liable for any delay in delivery of the Goods howsoever caused.
- Time for delivery shall not be of the essence 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.
- Where the Goods are to be delivered in instalments each delivery shall constitute a separate contract and failure by the Company to deliver any one or more of the instalments in accordance with these conditions or any claims by the Customer in respect of any one or more instalments shall not entitle the Customer to treat the Contract as a whole as repudiated.
- If the company fails to deliver the Goods for any reason other than any cause beyond the Company’s reasonable control or the Customers 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) to replace those not delivered over the price of the Goods.
- Ex-works deliveries shall be made by the Customer collecting the Goods at the premises of the Company at any time after the Company has notified the Customer that the Goods are ready for collection or if some other place for delivery is agreed by the Company delivering the Goods to that place.
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 then without prejudice to any other right or remedy available to the Company the Company may:
- Store the Goods until actual delivery and charge the Customer for reasonable costs (including insurance) of storage
- Set 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 price under the Contract or charge the Customer for any shortfall below the once under the Contract.
7. Risk and Property
Risk of damage to or loss of the Goods shall pass to the Customer:
- In the case of Goods to be delivered at the premises of the Company at the time when the Company notifies the Customer that the Goods are available for collection.
- In the case of Goods to be delivered otherwise than at the premises of the Company at the time of delivery or if the Customer wrongfully fails to take delivery of the Goods at the time when the Company has tendered delivery of the Goods.
- 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 and all other sums otherwise due from the Customer to the Company.
- The Customer shall be entitled to sell the Goods in the ordinary course of its business until such time as the Company shall by written notice to the Customer terminate such power of sale (which notice the Company shall be entitled to give at any time).
Such power of sale shall automatically terminate:-
- If the Customer shall make default in payment on the due date of any sums due to the Company.
- If the Customer shall have a Receiver of its assets appointed.
- If any judgement is granted against the Customer and is not paid out within seven days or if any distress or execution is levied or threatened against any assets of the Customer.
- If any resolution or petition to wind up the Customer shall have been passed or presented.
- The Customer shall account to the Company for the proceeds of sale or otherwise of the Goods including insurance proceeds and shall hold the same upon trust for the Company and shall keep all such proceeds separate from any moneys full for the Goods has been made to the Company.
- The Customer shall hold on trust for the Company the benefit of any Contract for the sale of the Goods or any of them to a customer or customer of the Customer until payment en full for the Goods and all other sums for the time being due from the Customer to the Company.
- Until such time as the property in the Goods has passed to the Customer the Company shall be entitled at any time to require the Customer to deliver up the Goods to the Company and if the Customer falls to do so forthwith to enter upon any premises of the Customer or of any third party where the Goods are stored and to repossess the Goods.
8. Warranties and liability
- No condition is made or to be implied nor is any warranty given or to be implied as to the life or wear of the Goods except that given in writing by the company with specific Goods.
- No guarantee is given that Goods will attain any performance figures (unless such figures are guaranteed by the Company writing) or that they will be suitable for any particular purpose or for use under any specific conditions notwithstanding that any such purpose or conditions may be known or made known to the Company.
- All warranties conditions or other terms implied by statue or common law are excluded to the fullest extend permitted by law.
- The Customer shall be responsible for insuring that all statutory or local authority regulations are complied with in relation to any goods purchased from or Services supplied by the Company in relation to health and safety and shall obtain the approval of the local Factory inspector to the Goods and request the Company to supply all the cost of the Customer any extra guards or protective equipment as such inspector shall require.
- The Customer shall ensure that all instructions manuals notices and warnings issued by the Company are properly understood and complied with at all times by all persons using the Goods or working within close proximity to the goods.
- Except in respect of death or personal injury caused by the negligence of the Company the Company shall not be liable to the Customer by reason of any representation or any implied warranty condition or other term or any duty at common law or under the express terms of the Contract for any consequential loss or damage (whether for loss of profit or otherwise) costs expenses or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Company its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or re-sale by the Customer or the supply of the Services.
- The Customer shall indemnify the Company in respect of any liability loss claim or proceedings whatsoever arising whether under statue or at common law in respect of any damage to property or the death or injury to any person caused by or by the use of the Goods or of the Services unless in the case of death or personal injury only such death or injury shall be proved to have been caused by the negligence of the Company its employees or agents.
- 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 any failure to perform any of the obligations of the Company in relation to the Goods or the Services if the delay or failure was due to any cause beyond the reasonable control of the Company.
9. Customers obligations on installation
If the Company shall undertake as part of its service the installation of the Goods at the Customer’s site the Customer shall be responsible for the following:
- If the installation site shall require preparation the Company shall notify the Customer and the Customer shall make the installation site ready in accordance with the specifications stipulated by the Company before the due date for delivery and installation of the Goods.
- If lifting facilities, scaffolding, labour construction work, electric power, heating, lighting and ventilation are required, the Customer shall provide all such facilities at the Customer’s expense.
- The Customer shall permit the Company and its Agents and Contractors to have access to the installation site at all reasonable times.
- The Customer shall obtain and pay for all necessary way leaves and secure all appropriate approvals from the planning fire or other authorities.
10. Intellectual Property
- The copyright or other intellectual property in the Goods, the designs of the Company, data sheets, packaging and literature shall remain the property of the Company and no rights or licence (except as to the use for which the Goods are supplied) shall be granted.
- The Customer shall indemnify the Company against all claims demands damages penalties costs and expenses to which the Company may become liable by reason of the infringement of any Patent copyright or registered designs arising out of its performance of a Contract in accordance with the specifications supplies by the Customer.
- The company shall indemnify the Customer against all claims for infringement of any patent registered design trade mark or other industrial intellectual property rights of any other person by the use or sale of the Goods except to the extent that such infringement is due to the Company following any design or instruction supplied by the Customer or to the use of the Goods in a manner or for a purpose or in a foreign country not disclosed by the Customer provided that the Customer shall first have given to the Company prompt written notice of any claim and shall have made no admissions or offers of settlement and shall permit the Company to have full control and conduct of any proceedings or negotiations in connection with any such claim.
11. Insolvency of Customer
This clause applies if:
- The Customer makes any voluntary arrangement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a Company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction)
- An incumbrancer takes possession or a Receiver is appointed of any of the property or assets of the Customer.
- The Customer ceases or threatens to cease to carry on business.
- The Company reasonably apprehends that any of the events mentioned above is about to occur in relation to the Customer and notifies the Customer accordingly.
- If this clause applies then without prejudice to any other right or remedy available, the Company shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Customer and if the Goods has been delivered but not paid for the price or the price of that part of the Services supplied up to such time shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
This contract shall be governed by the Laws of England.
- Any notice required or permitted to be given by either party to the other under these conditions shall be in writing addressed to the other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to the party giving the notice.
- No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
- If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of other provisions of these conditions and the remainder of the provision in question shall not be affected thereby.