The Legal Bit

TERMS AND CONDITIONS OF SALE FUTURE ARCHITECTURAL LIGHTING LTD

1. DEFINITIONS
“The Company” shall mean FUTURE ARCHITECTURAL LIGHTING LTD. “The Buyer”
shall mean the person, company or firm by whom the goods are purchased. “The
Goods” shall mean the goods that are the subject of the contract or contracts to which
these conditions apply.
2. CONTRACT
Unless otherwise expressly agreed by the Company in writing:-
(a) Every sale by the Company shall in every case be subject to these conditions to the
exclusion of any other terms or document issued by the Buyer or the Buyers agents
or otherwise arising whether expressly or by implication.
(b) No representative or agent of the Company has authority to contract with the Buyer
for the sale of the Goods or to amend, vary or waive these Conditions or to make
any binding representations or warranty in respect of the Goods.
3. SPECIFICATIONS
Except as otherwise agreed in these conditions, all drawings, descriptive matter,
samples, weights, dimensions, specifications, brochures, catalogues, price lists and
advertising matter are published for the sole purpose of giving an approximate idea of
the goods described therein and no information contained in any part of them or in any
other document whatever shall form part of the contractual description of the Goods,
nor shall they form part of any contract. The Company reserves the right to make
without notices such reasonable modification in specifications, descriptions, designs,
materials, colours of finishes as it deems necessary or desirable. The Buyer shall not
be entitled to object to or reject the Goods or any of them by reason of such reasonable
modifications.
4. DELIVERY
(a) It is the Buyer’s total responsibility to check quantities of products required. Any
quotation supplied by the Company is indicative for estimating purposes only and
does not form part of this Contract. It is the buyer’s responsibility to advise The
Company of any change in specification of the products from our latest Quotation.
Any delivery dates given are approximate from receipt of any order and
manufacturer’s availability.
(b) The cost of delivery will be as stated on any invoice, quotation or delivery note and
will be paid by the Buyer.
(c) Minimum order value is £25.00 Net.
(d) No goods will be accepted for credit or replacement without prior arrangement with
the Company.
(e) Any claims for shortage or damage in transit must be notified immediately and
confirmed in writing quoting all details to both the carriers and the Company within
THREE days of receipt.
(f) Non delivery of goods must be notified in writing to us within TWENTY ONE days of
the date of invoice, quoting full details for the consignment.
(g) Failure to comply with these instructions precludes our right to make any claim on
the carriers and we are therefore unable to accept liability for claims not received
within the stated period.
(h) The company is not responsible for delays in delivery of goods as we are only able
to quote “anticipated delivery dates” factory production, transport, Port and customs
delays are out of our control
5. PAYMENT
Strictly NET, settlement due in 30 days from date of Invoice for Account Holders.
6. PASSING OF PROPERTY
(a) Property of the Goods passes to the Buyer upon whichever is the last of the
following events, namely, payment in full of the price of the Goods and payment in
full of every sum which is due from the Buyer to the Company whether under the
contract or otherwise howsoever.
(b) Until the happening of the last such event the Buyer shall keep the Goods as bailes
and shall in so far as may be possible, store them in such a way that they are
identifiable as the property of the Company and separate from all other goods in the
Buyers possession.
(c) At any time before the happening of the last event mentioned in (a) above the
Company may by notice in writing to the Buyer determine the Buyers right to sell
the Goods and the Buyer shall thereupon return the Goods to the Company and
shall cease to be in possession of the Goods with the consent of the Company and
at any time after the giving of such notice the Company may enter upon any such
premises where the Goods are or are reasonably believed to be and may remove
them.
(d) The Buyer shall be entitled to use or sell the Goods in the normal course of the
Buyers business before the happening of the lat event mentioned in (a) above but
only upon the following conditions:- If the Buyer sells the Goods and the sale shall
be on behalf of the Company as owner thereof and the proceeds of any such sale
shall be held in trust for the Company and in a separate identified account.
(e) Notwithstanding the foregoing, the Goods are at the entire risk of the Buyer from the
time of delivery.
(f) Nothing in this Condition shall in any way limit or modify the Buyers obligation to
pay for the Goods in accordance with these Conditions.
7. DESIGN PROTECTION
The Buyer shall not use the Goods for the purpose of designing or manufacturing
identical goods, without the Company’s prior consent. All patent, registered design,
copyright and other industrial property rights in or in connection with the Goods which
the Company may have shall remain the property of the Company.
8. TERMINATION
The Company shall have the right immediately to terminate the contract at any time
upon occurrence of any of the following events:-
(a) If the Buyer commits any act of bankruptcy or compounds or makes any
arrangements with his creditors or executes a Bill of Sale on his goods or any of
them or if any execution or distress is levied upon the goods or the Buyer.
(b) If the Buyer being a Company is wound up either compulsorily or voluntarily or a
receiver of its assets is appointed.
(c) If the Buyer commits any breach of the contract. Upon any such termination the
Company shall have the right t be paid the price of goods manufactured or sold
prior to the date of termination and the Buyer shall take over and pay for at the
current price such materials as have been allocated to the contract by the
Company.
9. PROPER LAW
The proper law of all contracts with the Company be Scottish Law which shall govern in
all respects the construction and effect of such contracts and of these conditions.
10 Warranty
In the event of component failure under warranty the Company will not be held
responsible for the provision or cost of access equipment or any site costs incurred.
The product where possible should be returned to the Factory. If for any reason we
require to inspect the product it must be taken down to ground level by another. We
cannot be held responsible for on site costs such as access equipment and Labour.

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