Conditions of use of ET Enterprises website

The following sets out the conditions of use of the ET Enterprises Ltd website.


Our liability to you

The information contained in this website is not comprehensive. Despite our efforts, it may not be accurate, up to date or applicable to the circumstances of any particular case. We cannot accept any liability for any inaccuracies or omissions (other than for fraudulent misrepresentation) in this website and any decisions you make based on information contained in this website are your sole responsibility.

ET Enterprises Ltd does not accept liability for any direct, indirect, special, consequential or other losses or damages of whatsoever kind arising out of access to, or the use of this website or any information contained in it. However, we would be happy to discuss specific issues if you e-mail us at: sales@et-enterprises.com.

Personal information will be treated in accordance with the ET Enterprises Ltd Privacy Statement that appears in this website. If you provide information to us, you agree that we have unlimited rights to such information and that we may use such information in any way we choose. Such information shall be deemed to be non-confidential, unless subject to a previously arranged confidentiality agreement.


Ownership of the copyright of this site

The copyright to the contents of and any downloads from this website is owned by ET Enterprises Ltd unless otherwise stated.

You are responsible for obeying all applicable copyright laws. We permit you to make copies of this website as necessary for incidental acts during your viewing of it; and you may take a print for your personal use of so much of the site as is reasonable for private purposes. All other use is strictly prohibited. You may not frame this site nor link to a page other than the home page without our express permission.


Use of any Hyperlink

We are not responsible for the content of any other website, including any website through which you may have gained access to our website or to which you may gain access from our website. We do not accept any liability in connection with any such sites or links.

Where we provide a hyperlink to a third party's website, we do so because we believe in good faith that such a website contains or may contain material which is relevant to that on our website. Such a hyperlink does not signify that ET Enterprises Ltd have reviewed or approve of the connected third party's website or its contents - indeed in certain instances a hyperlink may connect you to a third party's website containing views contradictory to those expressed on our website or otherwise held by ET Enterprises Ltd.

What law governs this website?

Your use of this website and downloads from it, and the operation of these terms and conditions, shall be governed in accordance with the laws of England and Wales. The English courts shall have exclusive jurisdiction over any dispute arising out of your use of this website.

In the event that any or any part of the terms contained in these terms and conditions shall be determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term shall to that extent be severed from the remaining terms which shall continue to be valid and enforceable to the fullest extent permitted by law.

Copyright © ET Enterprises Ltd

General Terms and Conditions of Sale

General Terms and Conditions of Sale for ET Enterprises Ltd

 

1 Definitions

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 "Standard Price" means the standard prices of the Goods maintained by the Seller as amended from time to time;

1.5 "Seller" means ET Enterprises Ltd., 45 Riverside Way, Uxbridge UB8 2YF, UK.
 

2 General

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 agreed 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 the Seller’s current Standard Price at the time of delivery or deemed delivery, or such other price as the parties may agree in writing. The price is exclusive of VAT or any other applicable costs. Carriage and insurance shall be paid for by the Buyer unless agreed otherwise.

3.2 Except for online purchases via the ET Enterprises Ltd website, for approved accounts (as notified by the Seller to the Buyer in writing), payment of the price and VAT and any other applicable costs shall be due within 30 days of the date the goods are delivered, or deemed to be delivered. Otherwise payment is required in advance of despatch of the Goods.

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 4 percent 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 and/or:

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 and/or:

3.4.3 terminate the contract.

3.5 The Buyer shall make all payments due under the contract in full without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise unless the Buyer has a valid court order requiring an amount equal to such deduction to be paid by the Seller to the Buyer.


4 Description

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.

5 Sample

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 Delivery

6.1 Unless otherwise agreed in writing, delivery of the Goods shall take place at the address and on the date specified by the Seller on its order acceptance form. 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 The Seller shall not be liable for any direct, indirect or consequential loss, costs, damages, charges or expenses caused directly or indirectly by any delay in the delivery of the Goods (even if caused by the Seller’s negligence), nor shall any delay entitle the Buyer to terminate or rescind the contract unless such delay exceeds [180] days.

6.4 Any liability of the Seller for non-delivery of the Goods shall be limited to replacing the Goods within a reasonable time or issuing a credit note at the pro rata contract rate against any invoice raised for such Goods.


6.5 If the Seller is unable to deliver the Goods for reasons beyond its control, then the Goods shall deemed to be delivered and 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.

7 Risk

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.

 

8 Title

Title in the Goods shall not pass to the Buyer until the Seller has been paid in full for the Goods.

9 Warranty

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 12 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, the Seller shall endeavour to transfer to the Buyer the benefit of any warranty granted to the Seller in respect of the Goods.

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 Liability

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

Where any court or arbitrator determines that any part of Clause 10 above is, for whatever reason, unenforceable:,

11.1.1 the Seller’s total liability in contract, tort (including negligence or breach of statutory duty), misprepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance or the contract shall be limited to the contract price; and
11.1.2 the Seller shall not be liable to the Buyer for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise, in each case whether direct, indirect or consequential, or any claims for consequential compensation whatsoever (howsoever caused) which arise out of or in connection with the contract

11.2 Nothing contained in these Terms and Conditions shall be construed so as to limit or exclude the liability of the Seller for fraud, or for death or personal injury resulting from 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 the contract 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 Majuere

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.

16 Waiver

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.

17 Severability

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.

 

© ET Enterprises 2011
ET Enterprises is a trading name of ET Enterprises Limited. Registered in England & Wales, company number 06081468.