OBERTLEE DISTRIBUTION LIMITED
STANDARDTERMS OF BUSINESS
(i) In these terms (unless the context otherwise requires) the expression “TheSeller” means Robert Lee Distribution Limited and the expression “The Buyer”means the person, firm or company to whom a quotation is addressed or whoseorder is accepted by the Seller.
(ii) Unless otherwise expressly agreed in writing by the Seller these terms shallapply to all quotations given, orders received and accepted and contracts undertaken by the Seller. In the event of a conflict between the contents of anyquotation, orders that are received and accepted, or contracts undertaken bythe Seller, and these terms, then these terms shall prevail. Acceptance of anyquotations and the placing of any order with the Seller includes acceptance ofthese terms. If the Buyer’s order contains special printed conditions suchconditions are only binding insofar as they are not at variance with theseterms and have been accepted in writing by the Seller.
(iii) The singular in all cases shall imply the plural and vice versa.
2. Prices and Illustrations
(i) Prices are subject to continual changes. Illustrations contained in theSeller’s brochure or website are current at the time of going to press and aresubject to alteration without notice. All goods are invoiced ex-works at theprices ruling at the date of dispatch. Whilst every care has been taken incompiling the Seller’s brochure and website the Seller cannot acceptresponsibility for errors or omissions, descriptions or illustrations.
(ii) Whilstevery effort is made to maintain firm prices, orders are only accepted on theunderstanding that prices may be altered at any time prior to the actualdelivery to reflect any increase in manufacturing prices, duties, freightcharges and insurances of premises relating to the goods themselves (meaningthe articles or things or any of them described in the order).
(iii) Allorders received which are under £50.00 in value excl. VAT will be invoiced atthe minimum order charge of £50.00+VAT plus delivery.
(iv) If the Seller agrees to deliver the goods otherwise than at the Buyer’spremises the Buyer shall be liable to pay the Seller’s charges for transport andinsurance.
(v) All prices are exclusive of any applicable Value Added Tax which the Buyershall be additionally liable to pay to the Seller.
(i) Subject to any terms of payment stated in a quotation or otherwise agreed inwriting all accounts shall be paid strictly net 30 end of month. Theinvoice is due and payable 30 days after the end of the month of the invoicedate.
(ii) The Seller may suspend all further deliveries of Goods until payment of overduebalances has been made in full.
(iii) The Seller has the right to review, amend or withdraw credit terms offered atany time.
(iv) The Seller shall be entitled to charge interest on all over due accounts bothbefore and after judgement until full payment is made at the statutory rate of8% per annum plus the base rate of Lloyds Bank PLC.
(v) Buyers desirous of opening a credit account are required to furnish two tradereferences. Buyers will also be required to complete and sign a CustomerAccount Application Form.
(vi) Where the goods are subject of both delivery and payment by the instalments,the Seller shall be entitled to refuse to make further deliveries until suchtime as the Buyer has paid in the full for (a) the goods already delivered and(b) any other goods at any other time supplied by the Seller to the Buyer, andin either case for which payment is overdue
(vii) We do not accept cheques or cash as a payment method.
(viii) An initial card payment for new customers will be capped at £5,000 for securityreasons.
4. Delivery and Passing of Risk
(i) The risk in the goods shall only pass to the Buyer or the carrier nominated bythe Buyer.
(ii) Whilst every endeavour will be made to keep delivery promises given in goodfaith the Seller cannot accept responsibility for late delivery.
(iii) The Seller shall have the right to dispatch any portion of the goods sold oragreed to be sold separately and to invoice the Buyer therefore on the sameterms and conditions as arehere in set forth for the whole contract. Eachportion so dispatched shall for the purpose of payment be deemed to be aseparate contract and may be invoiced separately.
The goods shall beatthe Buyer’s risk on delivery and no liability will be accepted for:
a) Damage or short delivery unless a claim is made on receipt of the goods andconfirmed in writing within three days;
b) Non-delivery unless a claim is made on receipt of invoice and confirmed inwriting within three days;
(iv) The Seller reserves the right to put the goods or any portion thereof intostorage at the Buyer’s risk and expense in any other comparable circumstances;
a) Where goods are about to be dispatched and the Buyer notifies the Seller thatthe Buyer is or will be unable to receive or provide suitable storage space forgoods or any other reason will be unable to accept delivery when tendered;
b) Where the Seller is ready to dispatch the goods but needs delivery instructionsand such instructions have not been provided by the Buyer;
c) In an ex-works contract where the Buyer fails to collect the goods when readyafter the Seller has sent to the Buyer a notice that the goods are ready andseven days have elapsed since the dispatch of such notice or the Buyer hasacknowledged the notice;
d) Where the goods are refused delivery by the Buyer.
5. Passing of Property
(i) The property in any part of the goods (whether the legal equitable orbeneficial interest thereon) shall not pass from the Seller until the Buyershall have paid to the Seller the whole of such sums due to the Seller underany contract between the Seller and the Buyer.
(ii) If any of the goods are processed into, incorporated in, used as materials foror mixed with other goods or property or materials prior to such payment theproperty (but not the risk) in the whole of such other goods or materials shallpass to the Seller at the moment of such processing, incorporation, use oradmixture and shall remain with the Seller until payment of all such monies areas specified in paragraph (5.i) above.
(iii) Until such payment is made the Buyer shall possess all goods and materials theproperty in which is vested by the Seller by virtue of this condition on afiduciary basis only and as bailee only for the Seller and the Buyer shallstore such goods and materials at no cost to the Seller so that they areclearly identified as belonging to the Seller.
(iv) If any payment is overdue the Seller may (without prejudice to any of its otherrights and remedies) recover and re-sell any or all of such goods or materialsand may enter upon any land or building upon which the goods are situated or inwhich the goods have become incorporated for that purpose. Without prejudice tothe generality of this clause provided the Seller uses reasonable care then theSeller may remove any such goods from any display fittings in which they havebeen placed and may disconnect any pipes connected to the goods by the Buyerwithout any liability to the Seller for any damage or loss that ensues to theBuyer.
(v) The Buyer has the right as agent of the Seller to sell for the account of theSeller any goods or materials of the said property in which is vested in theSeller by virtue of this Condition and to pass good title to the goods orproducts to his customer being a bona fide purchaser for value without noticeof the Seller’s rights. In such event the Seller shall been titled to and theBuyer shall be under a fiduciary duty to retain in a separate account and topay to the Seller the proceeds of such sale to the extent that anymonies are owed by the Buyer to the Seller. In addition, the Seller shall beentitled to make a claim directly Against the Buyer’s customer for anypurchase monies unpaid by such customer provided that the Seller shall returnto the Buyer any monies recovered in excess of the amount then owing by theBuyer to the Seller together with costs and expenses involved in making suchclaim.
6. Suspension or Cancellation ofDeliveries
(i) This clause applies if:
a) The Buyer makes any voluntary arrangement with its creditors or becomes subjectto an administration order or (being an individual or firm) becomes bankrupt or(being a company) goes into liquidation otherwise than for the purposes ofamalgamation or reconstruction); or
b) An encumbrancer takes possession or a receiver is appointed of any of theproperty or assets of the Buyer; or
c) The Buyer ceases or threatens to cease to carry on business; or
d) The Seller reasonably apprehends that any of the events mentioned above isabout to occur in relation to the Buyer and notifies the Buyer accordingly; or
e) The Buyer fails to make a payment to the Seller on the due date or is in anyother way in breach of a contract between the Buyer and the Seller to whichthese terms apply.
(ii) If this clause applies then without prejudice to any other right or remedyavailable to the Seller the Seller shall be entitled to cancel any contractbetween the Buyer and the Seller incorporating these terms or suspend anyfurther deliveries under any such contract without any liability to the Buyerand if any goods have been delivered but not paid for the price shall becomeimmediately due and payable notwithstanding any previous agreement orarrangement to the contrary.
(i) The Seller will consider the Buyers return request whenever possible byaccepting the return of goods which are standard stock lines, subject to thebelow;
(ii) Requests for products to be collected can be made either by phone or e-mail andmust contain the following information before any collection can be initiated
1)Reason for collection 2) Invoice (SIV-) or Delivery Note (SO-)Number 3) Date ofsupply
(iii) Goods that are “no longer required” or are “surplus to requirements” mustalways be in a perfectly resaleable condition and in their original unopenedpackaging.
(iv) The Seller may on occasions ask the Buyer to provide a photograph of the itemin question before raising the Sales Return Order (SRN).
(v) Any and all goods requested for return after 14 days from original deliverywill attract a 25% restocking charge.
(vi) No goods will be accepted for return, whatever the circumstances, after 60 daysfrom the original delivery date.
(vii) All baths must be thoroughly inspected at the time of delivery as the Selleroperates a strict Nil Returns Policy on baths once they have been signed for.
(viii) A strict Nil Returns Policy is operated on all Special Orders.
(ix) Damaged goods will only be collected for credit appraisal if reported within 3working days of receipt.
(x) Any goods that are claimed as damaged, but have undergone any form ofinstallation, will not be collected under any circumstances.
(xi) Any goods that are claimed as faulty after installation should be advised tothe Seller and will be addressed in line with the Manufacturer’s Warranty.
(xii) Any goods not matching the above criteria will be delivered back to the Buyerwithout credit being raised at the Sellers earliest convenience.
(i) The Buyer is responsible for completing a thorough inspection of all goods ondelivery, before a signature is given on the Sellers Advice Note. No liabilitywill be accepted by the Seller for damaged or scratched goods once a signaturehas been given - this applies particularly to metal baths.
(ii) In the event of any article supplied proving defective in material orworkmanship, the Seller will undertake (at its option) to replace or repairsuch articles free of charge, which shall be the limit of the Sellersliability, provided that the complaint is made within 3 days after delivery.
(iii) The Seller shall be under no liability whatsoever for the cost of removing,re-fixing, or any other consequential loss or damages, direct or indirect, ofwhatsoever nature.
(iv) In cases of goods supplied but not manufactured by the Seller, the Buyer canclaim any warranty or guarantee the Seller may have from the makers. In no caseare the Seller liable for consequential damage, or reimbursement costswhatsoever of any kind. In all cases, the relevant Invoice/Advice Note numbermust be given before any goods will be collected.
(v) Any goods returned, for whatever reason, that do not conform to the aboveconditions will be delivered back to the Buyer and credit will not be passed.
(i) Where a special price is obtained in return for the products being on display,the following conditions will also apply:
a. The display must satisfy all the conditions laid down by the manufacturer
b. The display must be in a retail setting which is manned, in premises open tothe public between 9:00am and 5:00pm, on at least five days per week.
c. The display must be properly maintained for a minimum period, usually at leastsix months from the date it is first put on display to the public (not when itwas delivered).
d. After this period, the Buyer has the option of continuing with it, or sellingit off.
e. The product must be put on display within eight weeks of delivery.
(ii) Failure to comply with the above conditions will render the Buyer liable to theissue of a supplementary invoice, being the difference between the normalselling price and the special display price.
(iii) When manufacturers offer a “cashback” incentive to display, the invoice for thefull price is payable on the normal due date.
(i) All warranties and conditions (including those of fitness, quality andmerchantability, but with the exception of the implied warranty as to title),and whether express or implied by common law or status or otherwise and whetherthe sale is by way of sample or description or otherwise in respect of thegoods sold are expressly excluded, however the Buyer shall be entitled to thebenefit (so far as it can be transmitted to the Buyer and is compatible withthese conditions) of any warranty or condition given by the manufacturers ofthe goods sold, provided however that this shall not be deemed to give rise toany contractual obligation on the Sellers part.
(i) Except in respect of death or personal injury caused by the Seller’s negligencethe Seller shall not be liable to the Buyer by reason of any representation orany implied warranty condition or other term or any duty at common law or underthe express terms of any contract for any consequential loss or damage (whetherfor loss of profit or otherwise) costs, expenses or other claims forconsequential compensation whatsoever (and whether caused by negligence of theSeller, its employees or agents or otherwise) which arise out of or inconnection with the supply of the goods or their use or resale by the Buyer.
(ii) The Seller shall not be liable to the Buyer or be deemed to be in breach of anycontract by reason of any delay in performing or any failure to perform any ofthe Seller’s obligations in relation to the goods if the delay or failure wasdue to any cause beyond the Seller’s reasonable control. Without prejudice tothe generality of the foregoing the following shall be regarded as causesbeyond the Seller’s reasonable control.
a. Act of God, explosion, flood, tempest, fire or accident;
b. war or threat of war, sabotage, insurrection, civil disturbance or requisition;
c. acts, restrictions, regulations, by-laws, prohibitions or measures of any kindon the part of any governmental, parliamentary or local authority;
d. import or export regulations or embargoes;
e. strikes, lock-outs or other industrial actions or trade disputes(whetherinvolving employees of the Seller or of a third party);
f. difficulties in obtaining raw materials, labour, fuel, parts or machinery;
g. power failure or breakdown in machinery.
(i) Written confirmation of telephone orders should be clearly marked as suchotherwise the seller cannot be responsible should the order be duplicated.
(ii) The right is reserved to refuse cancellation of any order placed. The Sellerreserves the right to impose a surcharge on orders of less than £5.00 nettvalue exclusive of Value Added Tax and a minimum invoice charge of £50.00 maybe applied.
(iii) Special orders will only be accepted in writing and delivery periods from themanufacturer cannot be guaranteed.
(iv) An advance payment of at least 50% will be required for special orders.
(v) Cancellation of special orders will only be accepted in writing and can only beaccepted prior to acknowledgement /acceptance by the manufacturer. Return ofspecial orders for restock will not be accepted under any circumstances.
13. Copyright © 2021 Robert Lee DistributionLtd
(i) The Sellers website and brochures, its content, text, products, and all artworkimages are owned by Robert Lee Distribution Ltd and its suppliers unlessotherwise stated and may not be reproduced or copied in any form. All rightsreserved.