DEFINITIONS:
the “Seller” means DEVI Electroheat Ltd.
the “Buyer” means the person contracting to buy Goods
the “Goods” means the goods the Buyer contracts to buy, which may be specified in the order acknowledgement or other
appropriate document and where the context so permits includes units, parts, accessories, repairs and service.
1. PRICES
All quotations are exclusive of VAT - which will be invoiced at rate ruling at time of supply.
The Seller shall be entitled to adjust prices in the event that it allows the Buyer to vary the quantities or the times of delivery
confirmed by the Seller and specifically agreed between the Buyer and the Seller.
2. POSTPONEMENTS
Any postponement of an agreed installation must be given in writing three full working days in advance. Failure to do so will
result in charges being levied at £32.00 plus VAT per hour (minimum 9 hours). DEVI will also use the above hourly rate for
delays incurred whilst on site due to circumstances beyond our control i.e. the site not being ready or other trades causing
delay. These costs apply to each DEVI installer allotted to the installation.
3. DELIVERY
Delivery times and dates specified by the Seller are given and intended as an estimate only. They are also subject to force
majeur. The Seller will supply as soon as reasonably practicable.
4. TERMS OF DELIVERY
Delivery is ex works, Bury St. Edmunds, and shall be deemed effective when the Goods are declared available for dispatch or
collection. The transport of the Goods is at the Buyer’s risk. The Seller effects no insurance to cover against loss or damage
caused to the Goods in transit. A minimum order charge of £50 is to apply to small value orders.
Unless otherwise agreed in writing, delivery of Goods made to order shall be subject to the following deviations: up to 100 units
+/- 5 units, from 101 units +/- 5%, goods supplied by the metre (e.g. heating cables) +/- 10%
5. PAYMENT AND INTEREST
Unless otherwise specified in writing, terms of payment shall be by pro-forma invoice (i.e. payment before dispatch), or at 30
days net from date of invoice if the Buyer has an approved credit account. Late payments will be charged with interest at the
rate of 3% each month or part thereof from the date on which payment was due. The Buyer must notify the seller within 10
calendar days of any dispute arising with the invoice. Any counterclaim shall not entitle the Buyer to defer payment unless the
Seller has accepted such counterclaim and agreed it in writing. All the Goods remain the property of the Seller until they have
been paid for in full. The Buyer licences the Seller to have access to the Buyer’s premises to recover the Goods not paid for.
5. RETURNING OF GOODS
Provided that the Buyer has obtained a returns authorization number (RAN), has advised the Seller of the date/no. of invoice
and that the Goods are unused, undamaged, returned within one month of delivery and free of charge unopened in the original
intact packing and are listed in the Sellers’ current price list, the Seller agrees to credit the Buyer with the invoiced value of the
Goods, in consideration of this the Seller shall be entitled to deduct 25% restocking charges. Return charges shall never be less
than £15. Where the Goods are manufactured to the Buyer’s specifications or where the Goods are modified altered processed
or amended to meet the Buyer’s requirements or where the Seller has purchased components from a third party, the returning
of the Goods for credit will not be allowed.
6. CLAIMS
The Buyer agrees to inspect the Goods for shortage or any visible defect as soon as practicable after delivery. Any claims in
respect of shortage or any visible defects or damage to the Goods shall be made in writing to the Seller within 8 days of delivery
to the Buyer and to the carrier in accordance with the conditions of carriage. If this is not done the Seller shall be discharged
from all liability in respect of such defects, damage or shortage. The defective/damaged Goods are to be returned to the Seller.
If not, the Seller must be given a reasonable opportunity to inspect them. The Buyer shall explain his claim in writing, identifying
the item and providing a detailed description of any defect/damage, stating date of installation and/or operation on the claims
form. A claims form shall be attached to each defective/damaged component in the event that more than one is returned
claimed to be defective or damaged. Any claim in respect of defective or damaged Goods, not visible upon delivery, must be
made in writing to the Seller within 12 months of delivery. If this is not done the Seller shall be discharged from all liability in
respect of such defects or damage. If practicable the defective or damaged Goods shall be returned to the Seller at the Buyer’s
expense within the above mentioned period. If the Goods cannot be returned to the Seller, the Seller must be given a
reasonable opportunity to inspect them. The Buyer must obtain a RAN.
7.(a) REMEDY
The Seller will make good the shortage and, where the defect or damage is its responsibility, will rectify or replace the Goods
free of charge. Alternatively, at the Seller’s sole discretion it may refund to the Buyer the price paid for the item. If it is not
reasonably practicable to return the Goods to the Seller, the Seller may arrange for repairs to be effected on site or for a
replacement to be sent for installation on site.
7.(b) DESIGN
The Buyer must ensure the Goods are suitable for his particular purpose. In placing an order the Buyer acknowledges that it has
not been induced by any representation by or on behalf of the Seller which has not been confirmed in writing to or by the
Company. Should the Buyer effect onward sale or supply to a third party, all products should be delivered in the original
packaging, instructions and labelling.
7.(c) LIABILITY FOR INSTALLATION AND USE
The Seller shall not be liable for any defect or damage arising from overheating or corrosion other than where a design has
been supplied by the Seller and installation/application instructions have been correctly implemented. The Seller shall not be
liable in the event that the Buyer’s use of the Goods is contrary to any general standards or regulations in force from time to
time. Furthermore, the Seller shall not be liable for any defect or damage arising out of improper use or misuse or arising from
any application contrary to general acknowledged practices.
8.(d) SERVICE BEYOND OUR LIABILITY
The Buyer may request the Seller to service Goods supplied by the Seller. If the serviced Goods prove to be free from any
defect warranted by the Seller, the Seller reserved the right to charge service fees from the Buyer and the Buyer agrees to pay
such service fees to the Seller. Charges for making repairs to Goods not included by the warranty shall be subject to the Seller’s
current service fees.
9. LIABILITY FOR DAMAGE CAUSED BY THE GOODS
The Seller shall have no further liability to the Buyer for shortages or defective or damaged Goods except for personal injury and
death if it is proved that such injury or death was caused by negligence on the part of the Seller or others for whom it is
responsible. The Seller shall not be liable for damage to real or movable property occurring whilst the equipment is in the
possession of the Buyer. Nor shall the Seller be liable for damage to products manufactured by the Buyer, or the products of
which the Buyer’s products form a part. The Seller shall under no circumstances be liable for loss of production, loss of profit or
any other consequential damage and indirect loss. To the extent that the Seller might incur product liability towards any third
party, the Seller may pass on to the third party the Seller’s liability in respect of the Goods set out in Section 6 above subject to
the same conditions and limitations. The above limitations in the Seller’s liability shall not apply where, the Seller has been guilty
of gross misconduct. If a claim for damages as described in the Clause is lodged by a third party against one of the parties, the
latter party shall forthwith inform the other party thereof. The Seller and the Buyer shall be mutually obliged to let themselves be
summoned to the Court or Arbitration Tribunal examining claims for damages lodged against one of them on the basis of
damage allegedly caused by the Goods. The limitations of the Seller’s liability shall not apply to the extent that they infringe
product liability statutes which the parties cannot contract out of. Each of these Terms and Conditions of Sale, Delivery, Repair
and Service is a separate provision, the invalidity of which shall not affect the validity of the other provisions.
10. SPECIFICATIONS
Specifications, indications of performance and other descriptions in the Seller’s catalogues, brochures, price lists and
advertising material are based on test conditions. Actual performance depends on the power supply, the environment and
installation conditions. The Seller does not warrant performance to these specifications in each installation. The Seller varies the
specification and modifies Goods as part of regular product development in accordance with the applicable quality standards
and provisions resulting in variations of performance specifications and other descriptions. Precise specification and description
is not of the essence of the Contract.
11. RETENTION OF TITLE
Any design, drawing, description model, sample and/or the like shall remain the absolute property of the Seller and the Buyer
shall, if so requested by the Seller, return such design, drawing, description, model, sample and/or the like to the Seller. The
Buyer shall have no right to use or transfer or assign any drawing, description model, sample and/or the like to any third party
without the prior written consent of the Seller.
12. LAW
The proper law applicable to all contracts between the Seller and the Buyer is that of England.