Standard Terms and Conditions of Sale
1.1. “Order” means your order for the Goods, as set out in your purchase order form.
1.2. “Goods” means the goods (or any part of them) set out in the order.
1.3. “Contract” means customer purchase order. Each customer order is a separate purchase contract.
2. Basis of contract
2.1. These conditions apply to the contract to the exclusion of any other terms that you seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.2. The order constitutes an offer by you to purchase the goods in accordance with these conditions. You are responsible for ensuring that the terms of the order and any applicable specification are complete and accurate.
3. Prices & Payment Terms
3.1. VAT will be charged at the rate prevailing at the tax point date where applicable.
3.2. A minimum order quantity to be agreed with company. Failure to meet the minimum order quantity will result in additional delivery costs being applied.
3.3. Payment of the full invoice value due here under shall be due (without any right of set-off) within 30 days of the invoice date unless separately agreed in writing with the company.
3.4. If the customer fails to make any payment on the due date then without prejudice to any of the company’s other right the company may suspend or cancel deliveries of any articles due to the customer.
3.5. Contras (offset payments) are not accepted by the company. All sales invoices raised by the company must be settled in full. The company agrees to make separate payment for any authorised customer invoice.
3.6. Returned/re-presented cheques will be subject to a charge of Â£35. Failure to settle these charges will result in a suspension of supply for future orders.
3.7. We reserve the right to withdraw any credit facilities and suspend deliveries if circumstances arise with in our view oblige us to do so.
4.1. No goods are offered on a sale or return basis. Our representatives are not authorised to accept orders on a sale or return basis.
4.2. The company warrants that the goods supplied by it are of merchantable quality.
4.3. If goods are found to be defective after delivery to the customer, the company will at its option either replace the defective goods or refund to the customer a sum equivalent to the price paid provided that in view of the perishable nature of the goods, written notice of defect is delivered to the company within 24 hours of delivery.
4.4. The company’s warranty shall not apply to any goods:
4.4.1. Which have been tampered with in any way outside the company’s control or
4.4.2. Which have been stored in unsuitable conditions or
4.4.3. Which have been subject to misuse, negligence or accident or
4.4.4. The quality of which has in any way been impaired as a result of the act or omission of the customer or it’s servant or agent or
4.4.5. Defects which have not been reported to the company and facilities for inspections provided to the company within 24 hours of delivery or
4.4.6. Defects which have not been reported prior to the unloading of the goods (save as to inherent defects incapable of detection prior to unloading) or
4.4.7. Does not apply to goods which have been further processed after leaving the companies control.
4.5. In the unlikely event of a customer complaint, the Company demands that all complaints are full substantiated before an investigation will be carried out.
5. Confidentiality of information
On occasion SPL Foods Ltd is required to provide technical information identifying details of the supply chain in order to meet the needs of customer product and supplier evaluations.
Where such confidential information is provided it is done so for the sole purpose of conducting an assessment of the supply chain’s food safety systems. The information will be treated in confidence and will not be disclosed to any other parties or their agents. The information provided should not be stored or distributed for any purposes other than the customers own technical assessment without the express written permission of SPL Foods Senior Management.
6. Title and Risk
The risk in the goods shall pass from the seller to the buyer upon delivery of such goods to the buyer. However, notwithstanding delivery and the passing of risk in the goods, title and property in the goods, including full legal and beneficial ownership, shall not pass to the buyer until the seller has received in cash or cleared funds payment in full for all goods delivered to the buyer under this and all other contracts between the seller and the buyer for which payment of the full price of the foods thereunder has not been paid. Payment of the full price of the goods shall include the amount of any interest or other sum payable under the terms of this and all other contracts between the seller and the buyer under which the goods were delivered.