Terms of Sale

Terms of Sale

1.The terms, conditions and warranties contained In the Seller’s Acknowledgement of Order shall constitute the whole or the contract between the buyers and Precision Glasses Ltd (the Sellers) but they shall also apply to any deliveries made through the agency of any company as dated with the Sellers.

2(a) ‘Purchase Order’ means goods that are made to the Buyers specification or drawing. Once the Buyer instructs the Seller in the form of a Purchase order these Purchase Orders cannot be cancelled and are non-refundable, and will become due on invoice.
(b)The samples measurements dimensions and weights contained in the Sellers catalogue constitute only an approximate guide. The sellers reserve the right to make any changes which- they In their absolute discretion consider necessary.

3(a) Any Defective deliveries must be reported in writing within 5 working days of receipt of order. The sellers will not accept any claims after this time and the Buyers shall be deemed to have accepted such goods as being in all respect in accordance with the contract.
b) Any damages or shortages deliveries must be documented on the delivery note when signing. The sellers will not accept any claims for short deliveries if this has not been documented on delivery note and the Buyers shall be deemed to have accepted such goods as being in all respect in accordance with the contract.
(c) If any, goods sold shall have been subjected to any process of manufacture after delivery by the Sellers then the Buyers shall be deemed to have accepted such goods as being in all respect in accordance with the contract.

4(a) Unless otherwise agreed between the parties In writing all prices shall be in accordance with those set out In the Sellers Acknowledgement of Order. All additional charges such as the cost of carriage, Insurance, fees for export, import and other permits and certificates and all taxes and customs duties, shall be borne by the Buyers.
(b) The Sellers reserve the right to raise the price whenever necessary due to increased cost. The Sellers shall give written notice to the Buyers of such Increased price and the Buyers shall be entitled to cancel the contract within 7 days of the date of the aforesaid notice, If no notice of cancellation Is received by the Sellers within the aforesaid period of 7days, the Buyers shall be deemed to have accepted the Increased price.
(c) All quotations by the Sellers must be accepted by the Buyers within 30 days from the date of quotation.
(d) All Invoices by the Sellers In foreign currency must be paid by the Buyers at the exchange rate prevailing on the date of payment.

5.If the Buyers do not receive any Invoiced goods within 10-days of invoice, they shall immediately notify In writing the Sellers of such -non-receipt. Should the Buyers fail sol to notify the sellers. The Sellers shall not be liable for non-delivery of the goods and the Buyers shall be liable to the Sellers for any loss or damages they may suffer In consequence of their resultant omission to notify the carriers or insurers of the non-arrival of the goods.

6(a) The Seller shall have no liability to the buyers in the-event of non-delivery or delay in delivery of the whole or any portion of the goods caused directly or indirectly by act of God, elements, War, Act of Government, Strikes, or lockouts, fire, breakdown of machinery, non-delivery or delay in delivery by the Sellers suppliers of the goods or materials required therefore, failure of the Sellers contractors to execute or their delay In executing any work on the goods, or any other cause (Whether or not ejusdem generis) to the foregoing beyond the Sellers control.
(b) ln the event of any delay In delivery due to any of the aforesaid causes the time for delivery shall be extended to the extent of the delay caused.

7.Delivery dates in any contract are not essential and the Sellers shall be entitled to deliver within 60 days after such dates.

8(a) Each delivery shall operate as a separate contract. Should the Buyers fail to pay on the due date. The price of any delivery the Sellers shall be entitled to suspend further deliveries: until payment or to vary by notice In writing of immediate effect the terms If any as to credit specified In the Order or In any other contract subsidiary between the sellers and the Buyers or any company associated with or subsidiary thereto In such manner as they may in their absolute discretion determine or to treat the contract as wrongfully repudiated by the Buyers without prejudice to their right to repayment for any goods delivered and to damages for the Buyers breach of contract. The Sellers shall be entitled to Interest on any unpaid purchase price from due date until payment at the rate of 2% over base lending rate prevailing during such period.
(b) The Buyers shall not withhold or reduce payments on account or complaints or of claims not accepted by the Sellers In writing.

9. Unless the Buyers give notice In writing to the Sellers prior to the Sellers acknowledging their order of the purpose for which the goods are required the Sellers shall be deemed not to know such purpose.

10. If the Buyers become Insolvent or are subject to a receiving order or being a Limited Company pass Into or amalgamation the contract shall thereupon
determine without prejudice to the Sellers right to payment of the price of delivered goods and any damage they might suffer in consequence of such determination not withstanding that such determination may have been implemented by the Sellers.

11. The rights of the Sellers shall not be prejudiced or restricted by any Indulgence or forbearance extended to the Buyers, and no waiver of any breach shall operate as a waiver of any subsequent breach.

12. This contract shall be construed in accordance with the laws of England, and the Courts of England only shall have jurisdiction.

13. No variation of these terms shall bind the Sellers unless its confirmed by the Sellers writing under the hand of a Director of the Sellers and, in particular no agent of the Company shall have power to vary these Conditions unless such variation Is confirmed as aforesaid.

14(a) Notwithstanding delivery ownership shall remain In the Sellers until the Buyers shall have paid the price (whether or not due Invoiced or ascertained) at the date of delivery any ancillary and/or local or governmental impositions payable in respect of the goods {“the value”) and all other outstanding amounts due or to become due to the Sellers in respect of any payable In respect of the goods {“the value”) and all other business transactions between the parties (“the outstanding account”)
(b) Until such payment the Buyers shall take all necessary measures for the protection of the goods including the insurance thereof with an insurance company approved by the Sellers in the value as defined above and the goods shall (where possible) be clearly marked being the property of the Sellers.
(c) Where the Buyers produce a new item or items from the goods or combine the goods or combine the goods with any other item or Items or if the goods In any way whatsoever become a constitute of another Item or Items the Sellers shall have automatically vested in them the ownership thereof. Such vesting will be deemed to have taken place at the moment when the goods are so converted or combined (whether finished or not}. If any 3rd party shall be entitled to ownership of such combined or converted goods the Buyers shall immediately notify the Sellers any documentary evidence thereof. The Buyers shall acquiesce In and take all steps required by the Sellers to implement.
Any agreement reached between the Sellers and such 3rd party as to the apportionment rights In such goods and/or the taking of all steps necessary by the Sellers to protect ownership
(d) Notwithstanding sub-clause (c) hereof the Buyers may sell the goods or the Item or Items containing the goods to a 3rd party In the ordinary course of the business but
(I) only at such price as will be sufficient to ensure the Sellers receive the value as defined above from such sale and
(II) the Buyers shall in every such case make It a condition of such sub-sale that the property in the goods shall not pass to the sub-Purchaser until he has paid the full price as charged by the Sellers therefore.
The Buyers shall immediately upon any such sub-sale supply the Sellers in writing the name and address of the sub-Purchaser and the date and contract price of each delivery. The Sellers shall be entitled to inform the sub-Purchaser of their interests in the goods and their proceeds of the sale thereof. The proceeds of the sub-sale of any goods in which the Sellers have retained ownership shall be received by the Buyers in trust for the Sellers and shall be paid into a separate bank account kept for the purpose only and the same shall be promptly paid over by the Buyers to the Sellers, but nothing herein contained shall entitle the Sellers to more than the value defined above and the outstanding account.
(e) The Buyer shall not save as above create or allow be created any right in the goods in favour of any 3rd party. If the Buyers breach any of the provisions of this sub-paragraph the value and the outstanding account as defined above shall immediately and notwithstanding any contractual term to the contrary become payable.
(f) Until the payment specified in sub-clause (a) hereof the Buyers will not save as permitted in sub-clause (d) hereof dispose of the Item or items In question but will store the same taking the safeguards specified in sub-clause (b) hereof.