Terms & Conditions
Terms and Conditions of Sale
Solutions 4 Office Ltd (hereinafter called “S4” or “the Company”) does business with its buyers under the terms and conditions set forth herein. S4 hereby rejects any terms and conditions contained in any Buyer purchase order or other business forms or in correspondence or elsewhere or applied by trade, custom, practise or course of dealing unless specifically included or varied in writing by a director or other authorised representative of S4 which are different from or in addition to the terms stated herein.
The word ‘Buyer’ shall include buyer, borrower, hirer, lessee, owner or any other person who is in charge of the goods.
The word “Goods” means the goods (including any instalment of the goods or any parts of them) which S4 is to supply in accordance with these conditions. Any reference in these terms and conditions to singular include plural.
Acceptance of Orders
All orders are subject to the approval of S4
General Terms of Payment and Financial Requirements
a) Charges for goods or services supplied shall be paid in full with order, unless the Buyer has an account with the Company. Credit accounts are subject to satisfactory references and verification by our credit insurers. One bank and two trade references are required. Time of payment shall be of the essence for all contracts between S4 and Buyer to which these Terms and Conditions apply.
b) A LATE PAYMENT CHARGE OF 2.5% PER MONTH WILL BE IMPOSED ON ANY PORTION OF ACCOUNT NOT PAID WITHIN TERMS STATED ON INVOICE. However, if this rate exceeds the maximum allowable rate permitted under applicable law or regulations, the charge shall be reduced to the maximum allowable rate.
c) If buyer shall commit any material breach of its obligations hereunder or shall commit an act of bankruptcy or (being a corporation) shall go into liquidation other than for the purpose of reconstruction or amalgamation or shall suffer the appointment of a receiver of any of his or its property or make any deed or arrangement with or composition for the benefit of any of his or its creditors or if in the opinion of S4 Buyer’s credit becomes impaired, S4 shall still have the following rights and remedies in addition to any other rights and remedies provided by applicable law.
i. All sums shall become immediately due and payable notwithstanding any credit terms previously in effect
ii. S4 may refuse any order placed by Buyer
iii. S4 may cancel any accepted orders or delay shipment of any order
iv. No order may be cancelled by Buyer without S4 consent in writing and such cancellation will be subject to a charge of 30% of order value.
v. If credit previously has been extended by S4 to Buyer and S4 elects to make further sales to Buyer S4 may require payments on a COD or cash in advance basis.
vi. In the event collection of sums due from Buyer to S4 is referred to lawyers or debt recovery agents for which S4 is insured or if proceedings are brought to collect such sums or to enforce the rights of S4, Buyer agrees to pay all costs and reasonable fees, including such costs and fees incurred in any proceedings or appeal and in executing on any judgement.
d) S4 shall have the right to change its financial requirements at any time
S4 agree to replace FOC all items that S4 considers defective in materials/ workmanship within 12 months of the delivery date.
Returns and Cancellations
Our products are made to order and therefore once ordered they cannot be cancelled or returned (unless the product is faulty)
Defective goods will be accepted only with prior authorisation from S4 Head Office and receipt of an S4 an authorisation number. A credit will be issued only after the faulty goods are inspected and approved and will be based on Buyer’s cost for the goods in question.
a) Goods defective on delivery may be returned for exchange.
b) Goods incorrectly delivered by S4 may be returned for full credit
Changes in Products and Policies
a) S4 may at any time add, change or cease making available any goods without notice to Buyer, and Buyer shall have no claim against S4 for failure to furnish goods of the type previously sold.
Prices stated do not include VAT and any other tax or duties payable by S4 which will be added to invoice wherever applicable.
a) Notwithstanding delivery and passing of risk, the goods shall remain the property of S4 until such time as Buyer shall have paid S4 the agreed price in full (together with any accrued interest) and all other amounts owned by Buyer to S4 in respect of any other contract for the sale of goods and until such payment the Buyer shall hold the goods as Bailee on behalf of and in fiduciary capacity for S4 and the Buyer shall insure the goods for their full market value.
b) In the event that the Buyer sells the goods the Buyer acknowledges that the entire proceeds of sales are held in trust
for S4 and shall not be mixed with other monies or paid into any overdrawn bank account and shall at all times be identifiable as S4 monies
If any of these Terms and Conditions is held to be invalid, illegal or unenforceable in any respect, whether in whole or in part, such invalidity, illegality or unenforceability shall not prejudice the effectiveness of the rest of the Terms and Conditions or the remainder of any part of a Term or Condition affected.
No waiver by S4 of any breach of contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
The property in the goods shall pass to the Buyer, notwithstanding physical delivery, only when payment for them is made in full by the Buyer and any cheque given by the Buyer is cleared. The risk in the goods shall pass to the Buyer when delivery is made.
Retention of Title
Until the date of full payment of all monies due and owing to the Company, the Buyer shall keep the goods as a bailee in a place and in such a manner that they can clearly be identified as being the property of the Company and shall hold them, or in the event of their sale or other disposition as permitted by this agreement all sums of money deriving therefrom, separately and in a fiduciary capacity for the sole benefit of the Company. The Buyer shall be entitled to sell the goods in the ordinary course of business and to pass good title there to as agent for the Company, subject to the reservation that until the date of full payment of all monies due and owing to the Company, he transfers to the Company all rights and privileges that he derives therefrom and shall account to the Company for all monies obtained therefrom. Such monies shall be held by the buyer on trust for the benefit of the Company until full payment be made, the said monies being kept in a separate account ‘unmixed’ with other monies of the Buyer. In event of any default by the Buyer of any of the conditions of this agreement including failure to pay to the Company all monies owed on the due date, or if a receiver be appointed, or if a petition be presented to wind up the Buyer’s company or the Buyer becomes otherwise incapable of trading for whatever reason, the entire sum of money remaining unpaid shall become immediately due and owing to the Company and the Company shall be entitled forthwith to stop further delivery of goods and to enter upon the premises of the Buyer with such transport as may be necessary to remove all property retained by the Company under this or any contract with the Buyer without prejudice to his right to claim payment of all monies remaining due and owing to him, nor shall the Buyer construe this or any other condition of this agreement as entitling him to return the goods or to refuse or delay payment therefore. No privity of contract shall exist or be created as between the Company and any purchaser of goods from the Buyer notwithstanding the fact that the Buyer shall act as the Company’s agent as provided in the preceding condition.
Specification of Goods: Defects
It is the responsibility of the Buyer to examine goods for defects in materials and/or workmanship which are likely to cause damage or injury. Illustrations, descriptions, weights and measurements are to be taken as a guide only and are not binding in detail. The Company reserves the right, without notice and without affecting the validity of the contract, to make such changes in materials, dimensions and design as are reasonable or desirable.
Where assembly of the goods is not done by the Company, the party assembling the goods must follow the instructions supplied with the goods. Failure to do so will invalidate the Company’s liability for damage caused to or by the goods. The Buyer is responsible to ensure that the instructions have been obtained from the Company.
Advice, Information and Opinion
Advice, information and opinion given by an employee or agent of the Company is given without legal responsibility. Any recommendation or suggestion relating to the use of goods made by the Company either in technical literature or in response to specific enquiry, is given in good faith, but is for the Buyer to satisfy himself of the suitability of the goods for his particular purpose, and he shall be deemed to have done so.
Limit of Liability
The Company shall not be liable for damage or injury caused by its goods or workmanship beyond replacement of the goods or work on verification of the Buyer’s complaint. The liability of the Company shall not in any event exceed the liability which would have incurred under the law. The Company shall not be liable for any consequential loss caused by its failure or delay in servicing, repairing or supplying equipment whether the loss arises from the actions or omissions of the Company, its servants, agents or subcontractors.
Guarantees given shall not be applicable outside mainland UK unless expressly stated otherwise by the Company in writing. Any guarantee given will be invalidated if the goods are subject to misuse or accident after the Buyer has taken delivery. The guarantee varies from product to product and we would be pleased to give this time period upon request and qualify the exact terms of each product guarantee.
Any contract to which these Terms and Conditions apply shall be governed by, and construed in accordance with, English
Law and the buyer submits to the jurisdiction of the English Courts.