General Terms and Conditions for Sale of Goods By Accu Limited
In this document the following words shall have the following meanings:
1.1 "Buyer" means the organisation or person who buys Goods from the Seller;
1.2 "Goods" means the articles to be supplied to the Buyer by the Seller;
1.3 "Intellectual Property Rights" means all patents, registered and unregistered designs, copyright, trade marks, know-how and all other forms of intellectual property wherever in the world enforceable;
1.4 “List Price” means the list of prices of the Goods maintained by the Seller as amended from time to time.
1.5 "Seller" means Accu Limited, Hagg Wood Stone Quarry, Woodhead Road, Huddersfield, West Yorkshire, HD9 6PW.
2.1 These Terms and Conditions shall apply to all contracts for the sale of Goods by the Seller to the Buyer to the exclusion of all other terms and conditions referred to, offered or relied on by the Buyer whether in negotiation or at any stage in the dealings between the parties, including any standard or printed terms tendered by the Buyer, unless the Buyer specifically states in writing, separately from such terms, that it wishes such terms to apply and this has been acknowledged by the Seller in writing.
2.2 Any variation to these Terms and Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by the Seller.
3 PRICE AND PAYMENT
3.1 The price shall be that in the Seller’s current List Price, or such other price as the parties may agree in writing. The price is exclusive of VAT or any other applicable costs. Carriage shall be paid for by the Buyer.
3.1.1 If a pricing discrepancy is identified, the List Price, or any quoted price, is subject to amendment at any time. The Seller accepts no responsibility to honour incorrect pricing.
3.1.2 If, at any point, the Seller becomes aware that a sale is not possible at the provided pricing, the Seller reserves the right to cancel an order and issue a full refund to the Buyer.
3.2 Payment of the price and VAT and any other applicable costs shall be due within 30 days of the date of receipt of the invoice supplied by the Seller.
3.3 The Seller shall be entitled to charge interest on overdue invoices from the date when payment becomes due from day to day until the date of payment at a rate of 1.00% per annum above the base rate of the Bank of England.
3.4 If payment of the price or any part thereof is not made by the due date, the Seller shall be entitled to:
3.4.1 require payment in advance of delivery in relation to any Goods not previously delivered;
3.4.2 refuse to make delivery of any undelivered Goods whether ordered under the contract or not and without incurring any liability whatever to the Buyer for non-delivery or any delay in delivery;
3.4.3 terminate the contract.
Any description given or applied to the Goods is given by way of identification only and the use of such description shall not constitute a sale by description. For the avoidance of doubt, the Buyer hereby affirms that it does not in any way rely on any description when entering into the contract.
Where a sample of the Goods is shown to and inspected by the Buyer, the parties hereto accept that such a sample is so shown and inspected for the sole purpose of enabling the Buyer to judge for itself the quality of the bulk, and not so as to constitute a sale by sample.
6.1 Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on the date specified by the Seller. The Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery.
6.2 The date of delivery specified by the Seller is an estimate only. Time for delivery shall not be of the essence of the contract.
6.3 If the Seller is unable to deliver the Goods for reasons beyond its control, then the Seller shall be entitled to place the Goods in storage until such times as delivery may be effected and the Buyer shall be liable for any expense associated with such storage.
6.4 The Buyer shall be entitled to replacement Goods where the Goods have been damaged during transportation. The Buyer must notify the Seller of the damage within 24 hours of delivery.
6.5 Any problems with an order must be reported to Accu Limited within 30 days of receipt of goods.
6.6 Any excess shipping and handling fees incurred by failed deliveries, refused deliveries, returns, or the provision of incorrect or inaccurate shipping information, are to be payable by the Buyer. The Buyer is also responsible for the payment of any import fees or duties in accordance with local and national laws. The Seller shall be entitled to invoice the Buyer for any such charges if payment is requested of the Seller.
6.7 Goods returned to the Seller due to failed deliveries are eligible for a full refund on products, but are not eligible for a refund on shipping due to costs incurred by Accu Limited.
6.8 Goods returned to the Seller may be subject to a restocking fee at the Seller's discretion to cover costs incurred by the Seller.
6.9 The Seller reserves the right to charge the Buyer for any and all diminished value reasonably perceived by the Seller on returned Goods.
Risk in the Goods shall pass to the Buyer at the moment the Goods are dispatched from the Seller`s premises. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first.
Title in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods.
9.1 Where the Goods have been manufactured by the Seller and are found to be defective, the Seller shall repair, or in its sole discretion, replace defective Goods free of charge within 6 months from the date of delivery, subject to the following conditions:
9.1.1 the Buyer notifying the Seller in writing immediately upon the defect becoming apparent;
9.1.2 the defect being due to the faulty design, materials or workmanship of the Seller.
9.2 Any Goods to be repaired or replaced shall be returned to the Seller at the Buyer’s expense, if so requested by the Seller.
9.3 Where the Goods have been manufactured and supplied to the Seller by a third party, any warranty granted to the Seller in respect of the Goods shall be passed on to the Buyer.
9.4 The Seller shall be entitled in its absolute discretion to refund the price of the defective Goods in the event that such price has already been paid.
9.5 The remedies contained in this Clause are without prejudice to the other Terms and Conditions herein, including, but without limitation, Clauses 10 and 11 below.
10.1 No liability of any nature shall be incurred or accepted by the Seller in respect of any representation made by the Seller, or on its behalf, to the Buyer, or to any party acting on its behalf, prior to the making of this contract where such representations were made or given in relation to:
10.1.1 the correspondence of the Goods with any description;
10.1.2 the quality of the Goods; or
10.1.3 the fitness of the Goods for any purpose whatsoever.
10.2 No liability of any nature shall be accepted by the Seller to the Buyer in respect of any express term of this contract where such term relates in any way to:
10.2.1 the correspondence of the Goods with any description;
10.2.2 the quality of the Goods; or
10.2.3 the fitness of the Goods for any purpose whatsoever.
10.3 All implied terms, conditions or warranties as to the correspondence of the Goods to any description or the satisfactory quality of the Goods or the fitness of the Goods for any purpose whatsoever (whether made known to the Seller or not) are hereby excluded from the contract.
11 LIMITATION OF LIABILITY
11.1 Where any court or arbitrator determines that any part of Clause 10 above is, for whatever reason, unenforceable, the Seller shall be liable for all loss or damage suffered by the Buyer but in an amount not exceeding the contract price.
11.2 Nothing contained in these Terms and Conditions shall be construed so as to limit or exclude the liability of the Seller for death or personal injury as a result of the Seller’s negligence or that of its employees or agents.
12 INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights produced from or arising as a result of the performance of this Agreement shall, so far as not already vested, become the absolute property of the Seller, and the Buyer shall do all that is reasonably necessary to ensure that such rights vest in the Seller by the execution of appropriate instruments or the making of agreements with third parties.
13 FORCE MAJEURE
The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of God, strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations. If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.
14 RELATIONSHIP OF PARTIES
Nothing contained in these Terms and Conditions shall be construed as establishing or implying any partnership or joint venture between the parties and nothing in these Terms and Conditions shall be deemed to construe either of the parties as the agent of the other.
15 ASSIGNMENT AND SUB-CONTRACTING
The contract between the Buyer and Seller for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted, in either case by the Buyer, without the prior written consent of the Seller.
The failure by either party to enforce at any time or for any period any one or more of the Terms and Conditions herein shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.
If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.
18 GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the law of England and the parties hereby submit to the exclusive jurisdiction of the English courts.
The content of the pages of this website is for your general information and use only. It is subject to change without notice.
Neither we nor any third parties provide any warranty or guarantee as to the accuracy, timeliness, performance, completeness or suitability of the information and materials found or offered on this website for any particular purpose. You acknowledge that such information and materials may contain inaccuracies or errors and we expressly exclude liability for any such inaccuracies or errors to the fullest extent permitted by law.
Your use of any information or materials on this website is entirely at your own risk, for which we shall not be liable. It shall be your own responsibility to ensure that any products, services or information available through this website meet your specific requirements.
This website contains material which is owned by or licensed to us. This material includes, but is not limited to, the design, layout, look, appearance and graphics. Reproduction is prohibited other than in accordance with the copyright notice, which forms part of these terms and conditions.
All trade marks reproduced in this website which are not the property of, or licensed to, the operator are acknowledged on the website.
From time to time this website may also include links to other websites. These links are provided for your convenience to provide further information. They do not signify that we endorse the website(s). We have no responsibility for the content of the linked website(s).
Your use of this website and any dispute arising out of such use of the website is subject to the laws of England, Northern Ireland, Scotland and Wales.
The use of automated systems or software to extract data from this website (‘screen scraping’) is prohibited unless the third party has directly concluded a written licence agreement with Accu Limited which permits access to Accu Limited's data. This includes, but is not limited to: images, CAD models, written content, technical specifications, pricing, stock levels, and lead times.
The unauthorised use of automated systems to extract data en masse from Accu Limited will be considered a brute force attack against Accu Limited.
Unauthorised use of this website may give rise to a claim for damages and/or be a criminal offence.
19 USE OF GOODS
19.1 By purchasing goods from Accu Limited, the customer confirms that the import, ownership, or use of said goods is not prohibited by statutory or regulatory laws within their country.
19.2 Goods supplied by Accu Limited are not to be supplied by the buyer to any location, industry, person or group not permitted to receive, own, or use such goods. Any deliberate or non-deliberate attempt to subvert embargo laws, prohibition laws, or any other laws such which restrict access to goods, is not endorsed by Accu Limited and is a violation of these terms and conditions.
19.3 The Buyer agrees that they will not make use of any Actuonix product sold by the Seller for any purpose that is unlawful under the laws of their home jurisdiction. Actuonix products sold by the Seller are not authorised for use as critical components in life support systems, aircraft, watercraft, motor vehicles, any devices which are designed to transport or assist with the transportation of persons, or any device capable of causing serious injury or death to a person (each, a "Prohibited Device"). A critical component is any component or system whose failure to perform can be reasonably expected to cause the failure of the Prohibited Device, or to affect its safety or effectiveness. The Buyer agrees that they will not use, attempt to use, purchase, or attempt to Purchase any of the Seller's products for use as a critical component of a Prohibited Device. The Seller and Actuonix accept no liability whatsoever in contract, tort or otherwise whether or not resulting from our or our employees' negligence or failure to detect an improper purchase.
20.1 The Seller reserves the right to cancel any order at any time, for any reason.
About cancellation rights (clauses 20.2 to 20.8 below, apply to individual customers only and not business customers)
20.2 Under The Consumer Contract Regulations 2013 (CCR), in some circumstances, where the Buyer is a consumer, it has a right to cancel an order without giving a reason. Any right the Buyer has to cancel an order in accordance with the CCR does not affect the Buyer’s legal rights in relation to faulty Goods.
How long the rights last
20.3 Where the cancellation right applies, the Buyer has the right to change its mind within 14 days after the Goods are delivered to the Buyer and receive a refund. If the Buyer is a consumer, it will have 14 days after the date the Buyer (or someone the Buyer nominates) receives the Goods, unless the Goods are split into several deliveries over different days, in which case the Buyer will have until 14 days after the day the Buyer (or someone it nominates) receives the last delivery.
Where a cancellation right does not apply
20.4 The cancellation right does not apply to Goods that are manufactured to customer designs (for example, Goods that are bespoke and made to order).
20.5 The Buyer is responsible for the return transit for any returns and the Buyer will return the Goods to the Seller within 14 days of cancellation. The Seller may reduce the price refund to reflect any reduction in the Goods value, if caused by the Buyer’s handling of them.
20.6 Any returns are not eligible for a refund on upgraded shipping options or split-shipments.
20.7 The Seller will make the reimbursement without undue delay, and not later than 14 days after the day the Seller receives the Goods back from the Buyer.
20.8 To exercise a cancellation right, the Buyer shall let the Seller know by a clear statement (e.g. a letter sent by post or email). The Seller may use the attached model cancellation form, but it is not obligatory. Communication shall be sent to the Accu Limited at:
Accu Limited Hagg Wood Stone Quarry Woodhead Road Huddersfield HD96PW United Kingdom
By submitting any content to Accu Limited, you guarantee that:
You are the sole author and owner of the intellectual property rights in the content;
All "moral rights" that you may have in such content have been voluntarily waived by you;
All content that you post is accurate;
You are at least 18 years old;
You further agree that you may not submit any content:
That is known by you to be false, inaccurate or misleading;
That infringes any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
That violates any law, statute, ordinance or regulation (including, but not limited to, those governing, consumer protection, unfair competition, anti-discrimination or false advertising);
That is, or may reasonably be considered to be, defamatory, libelous, hateful, racially or religiously biased or offensive, unlawfully threatening or unlawfully harassing to any individual, partnership or corporation;
For which you were compensated or granted any consideration by any unapproved third party;
That includes any information that references other websites, addresses, email addresses, contact information or phone numbers;
That contains any computer viruses, worms or other potentially damaging computer programs or files.
You agree to indemnify and hold Accu Limited (and its officers, directors, agents, subsidiaries, joint ventures, employees and third-party service providers, including but not limited to Bazaarvoice, Inc.), harmless from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown including reasonable attorneys' fees, arising out of a breach of your representations and warranties set forth above, or your violation of any law or the rights of a third party.
For any content that you submit, you grant Accu Limited a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from and/or sell and/or distribute such content and/or incorporate such content into any form, medium or technology throughout the world without compensation to you.