Definitions
“Company” Means Phoenix Tooling & Development Limited (PT&D)
“Customer” Means any party who enters into a contract with the Company.
“Contract” Means any contract under which the Company agrees to provide goods or Services to the Customer.
“Goods & Services” Shall include tooling, plant and equipment.
Extent of Contract
These conditions shall be incorporated in all contracts to the exclusion of any terms and conditions referred to by the Customer whose acceptance of these conditions must be confirmed by a director or authorised signatory of the Customer signing and dating and returning of a copy of these conditions.
No amendment of any Contract or these conditions shall bind the Company unless confirmed in writing by a Director or the Secretary of the Company.
Title and Risk
Title to the Goods shall only pass to the Customer when the Customer has paid to the Company all the sums due and payable by the Customer under the contract and all other prior agreements between Company and the Customer. If the Customer fails to pay such sums the Company shall be entitled to repossess the Goods of which title has not passed to the Customer. The Customer hereby licenses the Company, its officers, employees and agents to enter the premises of the Customer for the purpose of satisfying itself that the Goods are kept separately from other goods. Until title of Goods has passed to the Customer pursuant to the terms hereof, it shall possess the Goods as a bailee to the Company on the terms of this Contract. Risk shall pass to the Customer so that the Customer is responsible for all loss, damage or deterioration to the Goods at the time the Goods arrive at the place of delivery if the Company delivers the Goods by its own transport or if the Customer arranges transportation of the Goods. In all other circumstances risk shall pass to the Customer at the time the Goods leave the premises of the Company.
Force Majeure
The Company shall not be liable for any delay or other failure to perform the whole or part of the Contract caused by any circumstances outside the Company’s reasonable control and shall inform the Client of the beginning and end of such delay or failure and continue performance whenever such circumstances cease to prevail.
Law and Jurisdiction
The Contract shall be governed by English law and the Customer consents to the jurisdiction of English courts.
Terms of Payment
Unless otherwise agreed by the Company in writing the terms of invoicing and payment for the goods shall be as follows:
Invoicing:
30% with order – invoice payable by return.
30% when 50% through project – as per agreed payment terms.
30% upon 1st off samples – as per agreed payment terms.
20% upon tool delivery – as per agreed payment terms.
Payment: In all cases is due and payable upon receipt of invoice.
Payment Methods
By BACS
[contact our accounts department for details – purchaseledger@phoenixtooling.co.uk. All credit control correspondence to julie.g@phoenixtooling.co.uk]
Please forward your BACS advice slip to:
Phoenix Tooling & Development Ltd.
Phoenix Drive
Northgate
Aldridge
Walsall
West Midlands
WS9 8TL
Tel: 01922 743414
Registration
Phoenix Tooling & Development Limited is registered in England, No. 5124607 at Phoenix Drive, Northgate, Aldridge, Walsall, WS9 8TL, England.
VAT Registration No. 833 8486 96
Phoenix Tooling & Development Limited
Terms & Conditions – Additional Detail
1) General
a) All quotations are made and all orders are accepted subject to the following conditions. All conditions of the Customer or other conditions whatsoever are excluded from the Contract or any variation thereof, unless expressly accepted by the Company in writing.
b) Quotations shall only be available for acceptance for a maximum period of 30 days from the date thereof and may be withdrawn by the Company within such period at any time by written or oral notice.
c) If any statement or representation has been made to the Customer, other than in the documents enclosed with the Company’s quotation upon which the Customer relies, the Customer must set out that statement or representation in a document to be attached to or enclosed on the order in which case the Company may clarify the point and submit a new quotation.
2) Prices
a) All prices are quoted net delivered within the United Kingdom.
b) In the event of any alteration being required by the Customer in design specification or quantities the Company shall be entitled to make an adjustment of the contract price corresponding to such alteration.
c) All prices are quoted in UK Sterling and all charges and taxes must be settled in this currency.
3) Delivery
a) Time for delivery is given as accurately as possible but is not guaranteed. The Customer shall have no right to damages or to cancel the order for failure of any cause to meet any delivery time stated.
b) Date of delivery shall in every case be dependant upon receipt of final instructions or approvals being obtained from the Customer.
c) The Company will endeavour to comply with reasonable requests by the Customer for postponement of delivery but shall be under no obligation to do so. Where delivery is postponed otherwise than due by default by the Company the Customer shall pay all costs and expenses including a reasonable charge for storage and transportation occasioned thereby.
d) Times quoted for delivery refer only to the date of completion of goods at the company’s works.
4) Cancellation & Returns
a) Cancellation will only be agreed to by the Company on condition that all costs and expenses incurred by the Company up to the time of cancellation and all loss of profits and other loss or damage resulting to the Company by reason of such cancellation will be reimbursed by the Customer to the Company forthwith.
5) Terms of payment
a) All amounts due to the Company, unless otherwise agreed in writing, shall be payable directly to the Company’s bank account, together with VAT, where applicable, at the current rate but without any set-off or deductions whatsoever. The time payment shall be of the essence of the Contract and, without prejudice to any other rights of the Company, if the invoice is not paid in full by the due date, interest shall be payable on any overdue account from the date on which payment was due to that on which it is made.
b) In the event of a default in payment by the Customer in accordance with agreed terms the Company shall be entitled without prejudice to any other right or remedy to suspend all further deliveries and to charge interest on any amount outstanding at the rate of 5% per annum above the Bank of England Minimum Lending Rate in force at the relevant time.
6) Defects apparent on inspection
a) The customer shall have no right or claim for shortages or defects apparent on inspection unless:
i) The Customer inspects the goods immediately on arrival at its premises; and
ii) A written complaint is made to the Company within seven days of receipt of the goods or such shorter period as the Carrier’s conditions may provide specifying the defect; and
iii) The Company is given an opportunity to inspect the goods and investigate any complaint before any use is made of the goods.
b) If a complaint is not made to the Company herein provided then the goods shall be deemed to be in all respects in accordance with the contract and the Customer shall be bound to the contract and the Customer shall be bound to pay for the same accordingly and in such circumstances
7) Guarantee
Subject to the other provisions of these Conditions the conditions and warranties contained in section 12 of the Sale of Goods Act, 1979 are to be implied into this contract.
8) Liability
a) Under no circumstances whatsoever shall the Company be liable in respect of consequential loss, loss of profits, damage to property or injury to person and the Customer shall fully indemnify the Company from and against all loss, damage, demands, claims, actions and proceedings which are incurred by the Company or threatened, demanded, brought or made against the Company by any person , firm or company or governmental or other authority in respect thereof together with all costs and expenses incurred in relation thereto.
b) The Company’s liability whether in respect of one claim or the aggregate of various claims arising out of any contract shall not exceed the purchase price payable by the Customer under the Contract.
9) Customer’s Drawings
a) The Customer shall be solely responsible for the accuracy of all drawings, advice and recommendations given to the Company by the Customer either directly (e.g. as part of a main contract document) or indirectly or by the Customer’s own advisers or consultants. Examination or consideration by the Company of such drawings, advice or recommendations shall in no way limit the Customer’s responsibility hereunder unless the Company specifically agrees in writing to accept responsibility.
b) The Customer shall indemnify the Company from and against all actions, claims, costs and proceedings which arise due to the manufacture of goods to the drawings and specifications of the Customer where such drawings and specifications shall be at fault or where it is alleged that they involve the infringement of a patent, registered design, copyright or design copyright or other exclusive right.
10) Data
Illustrations and specifications set out in the sales literature of the Company are statements of opinion and are provided for information only and form no part of the contract.
11) Sub-contractors
The Company shall be entitled to appoint one or more sub-contractors to carry out all or any of its obligations hereunder.
12) Insolvency
If the Customer shall become bankrupt or insolvent or compound with creditors or proceedings are commenced for the liquidation of the Customer (other than for a voluntary winding up for the purpose of reconstruction or amalgamation) or if a Receiver or Manager is appointed for all or any part of its assets or undertaking the Company shall be entitled to cancel the contract in whole or in part by notice in writing without prejudice to any right or remedy accrued or accruing to the Company.
13) Waiver
Any failure by the Company to enforce any or all of these conditions shall not be construed as a waiver of any of its rights hereunder.