Airflow Measurements Ltd
Terms and Conditions of Sale and/or Service
The Company: - Shall mean Airflow Measurements Ltd and, where appropriate, its employee’s or agents.
Customer: - means the company or person who agrees to purchase the goods or Service from the Company
Goods: - all the items or services, including calibration, sold to the customer together with any software or documentation, included with supplied goods or services, or replacement of defective goods.
Contract: - shall mean the contract between the Company and Customer of which these terms and condition shall take precedence.
1 GENERAL CONDITIONS
The following Terms and Conditions override and exclude any other terms stipulated, incorporated, or referred to by the customer unless agreed to, in writing, by the Company.
The Price of the goods shall be the price currently being charged by the Company at the time of despatch to, or collection by, the customer.
Goods purchased specifically, by the Company, for the customer may be subject to an agreed deposit.
All prices are exclusive of Value Added Tax which will be added at the rate prevailing at the date of invoice.
3 NEW ACCOUNTS
Customers wishing to open a credit account must furnish such information as may be required by the company which may institute appropriate credit reference searches.
The Company reserves the right, at its absolute discretion, to grant, refuse, reduce, suspend, or withdraw a credit account at its sole discretion at any time.
4 USE OF PERSONAL DATA
Personal Data means personal information provided freely by the customer to the Company for the purpose of opening an account and checking credit worthiness.
The Company may also make similar enquiries about customers and their principle directors and may share any information gained with Credit Reference Agencies for the purpose of credit assessments and prevention of fraud.
The Company will use personal data for the administration of the customers account and to facilitate the management of their orders and enquiries.
Goods may be collected by the customer or despatched by courier, post or other appropriate method. Delivery charges will be at the expense of the customer.
Any dates, times, or periods for completion of service, calibration, or delivery of goods given by the Company are estimates only and the Company shall not be liable for any failure to meet such estimates, or for any real or consequential costs, charges, or other expenses incurred as a result of such delay.
Partial completion of service, calibration, or delivery of goods, shall be considered and operate as a separate contract and may be invoiced by the Company on despatch or collection of such goods or services.
6 INSPECTION, TRANSIT DELAYS AND NON-DELIVERY
The Customer must inspect the Goods as soon as is reasonably practicable after delivery and shall notify the Company within seven days of delivery of any shortages or defects. Failure to notify the company will be presumed as acceptance of the goods within the contract.
Goods are not sold for any particular purpose and it is the responsibility of the customer to establish their fitness for the purpose required by the customer. If however the goods are found to be not in accordance with the contract or defective in any way the customer’s sole remedy shall be limited, as the company may elect, to repair or replacement of the goods or refund of the purchase price. In the event of outstanding accounts such refund will be made by Credit Note.
Any dispute regarding Calibration or Repair of customer’s goods must be resolved, in the first instance, by return of the goods to the Company for evaluation. Any further dispute being resolved by mutual arbitration.
Complaints regarding shortage of goods despatched must be made promptly to both the Company, and any Carrier involved, within seven days of despatch.
The customer should refuse parcels which are received in a damaged condition, unless they are confident that the goods are complete and unharmed.
Under no circumstances shall The Company be liable to compensate the customer for damages to, or non-delivery, or late delivery of Goods, for whatever reason, or for any loss, consequential or otherwise, arising from non-delivery or late delivery.
7 PASSING OF RISK AND PROPERTY
Risk of loss or damage to the goods shall pass to the Customer at the time of delivery or collection.
Title and ownership of the goods shall remain with the Company until paid for in full.
8 QUALITY ASSURANCE
Unless otherwise stated goods and services shall have been processed in accordance with Standard Quality Procedures approved to BS EN ISO 9002:1994
9 COUNTRY OF ORIGIN
Unless otherwise confirmed Country of Origin of Goods or part manufacture of same, is not guaranteed.
10 EXPORT ORDERS
Export Orders may be accepted against an Irrevocable Letter of Credit established through a UK Bank. All prices quoted shall be subject to additional packing, shipping insurance, documentation and all associated export costs.
Overseas deliveries will be charged FOB. The Company will arrange, at the Customers expense, for the goods to be delivered to the designated port and will notify the Customer accordingly.
The Company reserves the right to refrain from supplying certain Customers depending on the proposed use and final destination of the goods.
Payment shall be made, by Customers holding a Credit Account with the Company, within 30 days of the date of the Invoice, by Cash, Cheque, BACS, Credit Transfer or, in the case of Export Orders, as outlined above.
Whilst risk associated with the goods are passed to the Customer at the time of delivery, legal and beneficial ownership of the Goods shall remain with the Company until payment, in full, has been made to the Company of all outstanding amounts, due to the Company, by the Customer.
Default of punctual payment of any amount owing to the Company by the Customer shall entitle the Company to the immediate return of all involved goods except by agreement with the Company. Alternatively, at its sole discretion, the Company may add interest to the outstanding amount at a rate of 3% above the prevailing Bank of England base rate.
12 RETURN OF GOODS
The return of Goods cannot be accepted under any circumstances without the written agreement of the Company and only then within a time limit of thirty days from the date of invoice of the goods.
All such goods shall be returned at the Customers risk and the Company accepts no responsibility for any loss or damage howsoever incurred.
All goods returned or sent to the Company shall be adequately and safely packed, freight prepaid, and clearly labelled with the Company’s address and identification of the sender. Any further inspection, packing, and additional freight costs incurred by the Company shall be at the expense of the Customer.
13 HEALTH AND SAFETY
All goods or equipment returned or sent to the Company for whatever reason must be free of medical, chemical or radioactive contamination of any kind which may be harmful to the health and safety of the Company’s staff and employees. Any equipment which has been kept or used in a contaminated environment must have a certificate of decontamination and cleanliness together with the agreement of the Company before it can be accepted by the Company.
The Company must be notified of any mechanical, electrical or other hazard which may exist with any Goods or equipment sent to the Company for any reason whatsoever.
14 CANCELLATION OF ORDER
Cancellation of orders for goods or services will only be accepted at the Company’s sole discretion and always providing that the cost of any work already carried out, or for goods obtained specifically against the Customer’s order, is paid for in full.
15 WARRANTIES and GUARANTEE
Warranties and Guarantees of new goods supplied shall be those of the original manufacturer.
The Company confirms that it has title to the goods supplied or shall have at the time that the title passes to the Customer
The Company accepts no responsibility for the security of any software supplied or for any loss or adverse consequence the customer may suffer through its use. The Customer must establish the appropriateness, fitness for purpose, and safety of any software before its installation and use.
16 REPAIR and CALIBRATION
Any new goods, supplied by the Company, which require repair shall, at the Company’s discretion, be returned by the Company to the manufacturer for repair, adjustment, or replacement as they (the manufacturer) may deem fit.
The Company accepts no responsibility whatsoever for any loss of information contained within any product’s, or supplied, software, however that loss may occur.
The Company provides a Calibration Service for most new goods supplied, with a subsequent repair and calibration service, if required, and can issue traceable and/or UKAS Certificates of calibration as and when appropriate.
17 DESCRIPTIONS and APPLICATIONS
Any description, specifications, drawings, weights, dimensions and application information is intended for general guidance only and shall not form part of the contract.
Should the description or details of goods in any correspondence, leaflet, invoice or catalogue differ from that of the manufacturer, the manufacturers description shall be deemed to be correct and shall take precedence over any other.
Due to constant product improvement actual goods supplied may differ in detail from those described or offered.
All implied Terms, conditions and warranties relating to the quality and/or fitness for purpose of all or any of the goods are excluded.
The Company shall be under no liability whatsoever for any indirect or consequential loss or expense suffered by the Customer arising out of breach by the Company of this contract.
18 COPYRIGHTS and PATENTS
The Company shall take reasonable steps to ensure that any goods or services supplied by the Company do not infringe any patent, design, trademark, copyright or other rights of any third parties but no guarantees in this respect are given or implied and the Company shall have no liability whatsoever in the event of any such infringement however arising.
19 LIMITATION of LIABILLITY
Whilst the Company will make every effort to ensure that any information supplied is correct the Customer shall be solely responsible for its suitability and the fitness for purpose of any Equipment, Goods or Services provided or supplied to the customer.
The Company accept no liability whatsoever, or howsoever arising (including the Companies negligence) in respect of any loss arising from errors in the information provided.
The Company shall not be liable in contract, in tort, or under statute or otherwise for any loss or damage (whether for loss of profit, or revenue, or any other consequential loss or damage or otherwise) suffered by the Customer whatsoever or howsoever arising out of or in connection with the supply of Goods or Services by the Company other than to replace Goods or Services conforming to the original or agreed specification or, at the Company’s option to refund any moneys already paid in respect of the Goods or Services.
20 FORCE MAJEURE
If the performance of the Contract or any obligation under it is prevented, restricted, delayed or otherwise interfered with for any reason or circumstance beyond the reasonable control of the party meant to perform it (other than financial) the party so affected shall, upon giving prompt notice to the other party, be excused from the performance to the extent of the prevention, restriction or interference but the party so affected shall use its best efforts to avoid or remove such causes of non performance and shall continue performance under the contract with the utmost despatch whenever such causes are removed or diminished.
The Company shall not be liable to the Customer in respect of any matter which results from any Act of God, war, riot, extreme weather, strikes or any other events of any description which are beyond the Company’s control.
21 LEGAL CONSTRUCTION
All Contracts between the Company and the Customer shall be governed by and interpreted in accordance with the laws of England and the parties shall submit to the jurisdiction of the English Courts, but the Company may enforce any such Contract in any Court of competent jurisdiction.
In the event of a dispute or difference arising from these conditions or the interpretation thereof or otherwise arising as a result of work carried out by the Company for the Customer under these conditions, such dispute or difference shall be referred to arbitration by a single arbitrator mutually agreed between the parties or failing such agreement, by an arbitrator nominated by the President of the Institution of Arbitrators. Any such arbitration shall be conducted in accordance with the Arbitration Act 1950 and by application of the Law of England.