Terms and Conditions (October 2019)
Midlands Refrigeration Ltd trading as Midlands Refrigeration & Catering Equipment / Midlands Commercial Appliances (hereafter referred to as ‘the Company')
ORDERS AND QUOTATIONS
1. No order will be binding on the Company unless and until accepted by the Company and will be subject to these terms and conditions. Any changes or additions to the order or to these terms and conditions must be agreed in writing by the Company. A quotation by the Company does not constitute an offer and may be withdrawn or revised at any time prior to the Company's acceptance of your order.
DELIVERY AND SPECIFICATION
2. All dates and times quoted for delivery are approximate only and time of delivery is not of the essence of the contract. The Company reserves the right to deliver the goods by several separate deliveries and any failure or delay in delivering any part of this will not entitle you to treat the contract as a whole as cancelled. The Company will not be liable for incurred third party costs due to deliveries being late in whatever circumstance. Orders made where equipment has been made to customer specifications are binding and cannot be cancelled once payment is received and equipment preparation, including the purchase of parts, commences. Similarly, once an order is taken if the whole or part order is cancelled within 48 hours of scheduled delivery, a 10% surcharge of the total order value will be levied to cover costs of purchased parts and completed workshop man hours.
3. Delivery will, unless otherwise agreed by the Company, be at your premises to the rear of the delivery vehicle to the kerb side only. You have one week from day of delivery to report in writing all faults and damage to goods not previously advised. The company will not be liable for faults reported after this period. You will be responsible for arranging at your own expense at delivery for a sufficient number of suitable personnel and equipment for unloading the goods from the delivery vehicle and the Company accepts no liability in respect thereof (including any damage to or loss of goods arising from the use of such personnel) and you will indemnify the Company from any costs or expenses to it (including of return transport storage and further delivery) as a result of any failure by you to make such arrangements or in respect of delivery other than at your premises as herein provided.
4. Risk of damage to or loss of the goods will pass to you on delivery.
5. If you refuse or fail to take delivery of goods tendered in accordance with the contract the Company will be entitled to immediate payment in full for the goods so tendered. We will be entitled to store at your risk any goods of which you refuse or fail to take delivery and you will in addition to the purchase price pay all costs of such storage and any additional costs incurred as a result of such refusal or failure. The Company will be entitled after the expiration of 2 months from the date upon which the price became payable to dispose of the goods in such a manner as it may determine.
6. Subject to the Company accepting your order, only the goods as specified on the order will be delivered and it is your responsibility to check the accuracy of details on the order form before you accept the agreement. The Company accepts no responsibility for any errors, omissions of other defects in any data sheets, specifications or particulars of physical properties not prepared or provided by the Company and you agree to indemnify the Company against any and all claims liabilities, damages costs and expenses incurred by it arising there from.
7. As part of its continual development policy, the Company reserves the right at any time to make any changes to the specification of the goods which are necessary to comply with any applicable safety or other statutory requirements, or which do not materially affect the nature or quality of the goods or services.
8. If the Company fails to deliver the goods (or any installment) for any reason other than any cause beyond its reasonable control or your fault and the Company is accordingly liable to you, the Company's liability shall be limited to the excess (if any) of the cost to you (in the cheapest available market) of similar goods to replace those not delivered over the price of the goods.
PRICE AND PAYMENT
9. The price payable for the goods will be as specified in the order as accepted by the Company or if the price is not so specified those contained in the Company's list prices therefor current at the time of despatch. The Company reserves the right at any time to withdraw any discount from its list prices and/or to revise its list prices to take into account increases in costs including (without limitation) costs of any goods materials, carriage, labour or overheads, the increase on imposition of any tax duty or other levy and any variation in exchange rates. Unless otherwise specified VAT and any other tax or duties will be payable by You and will be added to the price.
10. This is a non-cancellable contract and the Company reserves the right to levy a reasonable charge (including for loss of profit and the cost of all labour and materials used) to cover any loss or damages incurred by the Company should you wish to cancel the contract. Further to this, if notice is not received in writing to cancel an existing order within 6 months of order confirmation, the company will not refund payments to cover costs for protracted storage.
11. Full payment for goods and services will be due and must be made by you without any set-off or deduction by the due date. In the case of ‘with order' invoices and account customers payment is due within 30 days of the date of invoice. In other cases, subject to agreement of credit terms, payment is due on the date of invoice. Credit terms can be discussed upon completion of a credit application and subject to status. The time of payment of the price shall be of the essence of the contract. The Company reserves the right, without limiting any other right that it may have, to charge interest at the rate of 3% above the base rate of Barclays Bank plc as varied from time to time on all balances outstanding from the date due until payment in full, whether before or after any judgement. In addition, any discounts offered to you at the date of contract will be forfeit and the full price payable in the event of any default by you of these payment terms.
12. Failure to comply with the applicable payment terms may result in the matter being passed to the Company's solicitors and in such cases the Company reserves the right to charge you a £40 surcharge in respect of the Company's administrative costs together with all legal costs and expenses incurred in connection therewith whether or not legal proceedings are issued.
INSTALLATION
13. All gas and electrical appliances must be installed within on week of delivery and by a fully qualified and licensed engineer. Your warranty commences from day of delivery and only becomes live upon receipt of your warranty return card stating the name of your install engineer, their contact details and appropriate accreditation/license ID codes. If installation takes place after one week the warranty is disqualified.
14. Midlands Refrigeration Ltd does not offer direct installation services. However, we have a huge network of engineers we can recommend locally to you. All dealings with these engineers are at your risk and Midlands Refrigeration Ltd cannot be responsible for issues arising.
15. The Company will use reasonable endeavours not to damage finishes or fixtures at the installation premises during the delivery and installation of the goods. In the event of any such damage the entire liability of the Company to you will be to make good at its cost any such damage to a condition suitable for redecorating.
16. Unless otherwise agreed, installation shall be deemed to have been properly completed upon installation of the goods to within 1 metre of appropriate services connections.
RETENTION OF TITLE
17. Title to the goods will not pass to you until payment, in full, is received. Until such payment, utilisation or consumption, you will have possession of the goods as the Company's bailee and will store the goods in such a way as to enable them to be identifiable as the Company's property. Unused equipment must be stored in a secure and dry storage facility at your cost, until such times Midlands Refrigeration Ltd can collect from you. Midlands Refrigeration Ltd and its agents and employees shall be entitled at any time and without the need to give notice, enter any property upon which the goods above or any part are stored, or upon which the customer reasonably believes them to be kept.
18. The Company reserves the right to repossess any identifiable goods in respect of which payment is overdue and thereafter to resell the same and for this purpose you hereby grant an irrevocable right and licence to the Company's servants and agents to enter upon all or any of your premises with or without vehicles during normal business hours. This right will continue to subsist notwithstanding the termination of the contract for any reason and is without prejudice to any of our accrued rights thereunder or otherwise.
WARRANTIES AND LIMITATION OF LIABILITY
19. All items we sell that are used/refurbished are removed from a working environment at the end of their lease or have only been used for short periods in events/exhibitions/shows. For both our and your peace of mind all items for are fully tested for correct functionality by our in-house certified engineers, as such we do not offer lengthy warranties unless otherwise stated in listing of all commercial/catering equipment and refrigeration. You do however have 7 days from the date you collect/receive an item to check and make sure it is fully working and as described in the listing. If an item is found to be faulty in the 7 days after collection/delivery then please contact us via the ebay messaging system (if purchased via ebay) to arrange a repair/replacement (if available). Repairs are undertaken back at our base and then returned back.
Do note that most items we supply will have to be installed by a qualified/certified engineer (we will require proof of this in the event of a warranty claim) and the location where the item is to be fitted must be suitable for its use. Any warranty will be void if item found to be installed incorrectly or placed in an unsuitable location that affects correct functionality.
New items supplied are subject to the terms and conditions detailed below Company warranty includes 1 months parts and labour, followed by 2 months parts cover only. Warranty cover will not deviate from this unless clearly stated otherwise.
19a. Warranty cards must be completed and returned to the Company as soon as installation has taken place. Failure to return your warranty card will render your warranty invalid and any equipment faults will not be addressed by the company. Installation must be performed by a sufficiently qualified engineer whose details need to be included on the warranty card.
19b. The warranty period starts on the day of delivery – not on the date of installation. Warranty cards must be returned to the Company to validate your warranty. Cards lost in the post will be your responsibility. Incorrect or dishonest information included in the card will invalidate your warranty. If the equipment does not meet legal connection requirements, your warranty will be terminated.
19c. Warranty is contingent upon your equipment being installed and in operation within one week of delivery. This is to safe guard the company against improper storage or mishandling.
19d. If your equipment has a fault which requires a ‘Back to Base’ repair, the Company is entitled bring the equipment back to fix it on their own premises.
19e. The Company is not liable for the cost of the repair of any client induced damage. Problems resulting from poor housekeeping issues such as blocked drainage are the client’s responsibility to put right. All service engineer costs incurred by such an event must be covered by you the client. A retrospective invoice will be issued for immediate settlement.
20. Disconnection and reconnection of equipment may be necessary to allow repair to take place, this will be done at the client’s cost. The above warranty is given by the Company subject to the following conditions:
• The Company will be under no liability in respect of any defect in the goods arising from any drawing, design or specification supplied by you;
• The Company will be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, faults caused by scale or calcium build up, failure to follow the Company's instructions (whether oral or in writing), misuse or alteration or repair of the goods without the Company's approval;
• The Company will be under no liability under the above warranty (or any other warranty, condition or guarantee) if the total price for the goods has not been paid by the due date for payment;
• All required parts covered by the warranty must be supplied by Midlands Refrigeration Ltd only. Any parts fitted without Midlands Refrigeration Ltd's approval will be in breach of the warranty;
• The warranty does not cover second hand taps, faucets, pre rinse sprays and consumable parts such as door seals, washers, gaitors or any other perishable parts.
• It is the responsibility of the client to ensure that the right equipment is purchased for the intended purpose and work load. The company is not responsible for any problems which may arise due to equipment being misused or overworked.
• It is imperative the client ensures that all equipment is used within a suitable working environment. Any failures of equipment due to poor environmental issues, such as lack of air circulation, are the responsibility of the client. Any costs incurred will not be paid by the Company.
• The Company is not liable for the costs of any service calls that have not been authorised by the Company in writing. Engineer visits ordered by the client will not be paid for by the company.
• Any stock lost due to equipment failure will not be compensated for by the Company.
21. Except in respect of death or personal injury caused by the Company's negligence, the Company will not be liable to you by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the contract, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the goods or their use or resale by you, and the entire liability of the Company under or in connection with the contract shall not exceed the price of the goods, except as expressly provided in these terms and conditions.
22. Subject as expressly provided in these terms and conditions, and except where the goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1976) your statutory rights are not affected by these Conditions.
NOTE: If after the first warranty call-out we are advised the fault was caused by user or installation error, we will ask customers to contact their own engineer at their cost to make good the repair OR we shall arrange for our engineers to visit with a subsequent invoice issued to cover repair costs.
23. For goods covered by a parts and labour warranty an engineer will be arranged by the Company and will be charged under the warranty unless on inspection it appears that the fault or damage is due to the wilful damage or negligence, abnormal working conditions, failure to follow the Company's instructions, or misuse or alteration or repair of the goods without the Company's approval. In such circumstances the Company may charge you the costs of the engineer and any goods provided by him, to be payable within 7 days of demand. For goods covered by a parts only warranty, all engineer charges will be payable by you. In these circumstances, once the engineer has established the parts required, the Company will arrange for their replacement under the warranty (unless due to your wilful damage etc as above). This will be done upon receipt of the faulty parts from you. All replaced parts must be returned to the Company upon completion of the repairs at which stage the Company will, for valid warranty claims, arrange for repayment to you of any payments made on account of replacement parts.
The customer is responsible for making sure that the equipment supplied is in the correct environment and to the manufacturers specifications.
24. Warranty claims must be made in writing (which may include email) before any action will be taken by the Company.
25. Any stock lost due to equipment failure will not be compensated for by the Company.
CLAIMS AND RETURNS
25. All goods must be inspected by you upon delivery. Any claim which is based on any defect in the quality or condition of the goods or their failure to correspond with specification or damage caused before delivery to you must (whether or not delivery is refused by you) be notified to the Company within 1 working day from the date of delivery (or where the defect or failure or damage was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure or damage. Such notice must include full details of the goods to which the claim relates, the defect failure or damage and cause (if known). If delivery is not refused, and you do not notify the Company in accordance with this clause, you will be deemed to have accepted the goods and will not be entitled to reject them and will be bound to pay the full price as if the goods had been delivered in accordance with the contract and the Company will have no liability for such defect or failure or damage.
26. In the case of any valid defects claim the Company will be entitled to replace the goods (or the part in question) free of charge or, at its sole discretion, refund to you the price of the goods (or a proportionate part of the price), and in either such case the Company will have no further liability to you.
27. Save in respect of warranty or defects claims, the prior written consent of the Company will be required before any goods may be returned by you. Subject to such consent being given, goods being returned must be received by the Company in an unused condition within 7 days of invoice therefore stating the relevant invoice number before you will be entitled to any refund. If the goods packaging is unopened, a 25% handling charge will be levied subject to a minimum charge of £2.00. A higher rate will be levied for goods returned outside the 7 day period or in an opened but unused condition. Where goods are accepted for return refunds will be credited to you at invoice value (or if no invoice number is quoted at the lowest sales price charged for the goods) subject to the appropriate handling fee.
28. Specially manufactured or installed or used goods may not be returned save in respect of a defects or warranty claim.
FORCE MAJEURE
29. The Company will not be liable to you or be deemed to be in breach of the contract by reason of any delay in performing, or any failure to perform, any of its obligations under the contract if the delay or failure was due to any cause beyond the Company's reasonable control or its in ability to procure services materials or articles required for such performance.
GENERAL
30. Any failure or delay by the Company in exercising any of its rights under this contract will not prevent the Company from exercising those or any other rights in the future.
31. If any provision of these terms and conditions is held by any competent authority to be invalid or unenforceable in whole or in part, the validity of the other provisions of these terms and the remainder of the provision in question will not be affected.
32. English law will apply to the contract, and the parties agree to submit to the non-exclusive jurisdiction of the English courts.
33. My contract will be with you, and only you, as the requester of my services. If approaches are to be made directly to me for surcharges from the venue owner or its management, either prior too, during or after the delivery, I shall refer such requests for your attention.
34. Costs are based on work carried out at the delivery address, and to the satisfaction and completion of tasks, quantities and specification included. Work required outside these areas may be subject to additional charge.
35. Quoted costs are based upon efficiencies achieved in performing the whole package of tasks. However, costs may be altered if the scope of service is significantly altered following the submission of this proposal.
