Terms and Conditions of Sale
1. Interpretation In these conditions unless the context requires otherwise:
1.1 "The Buyer" means the person, firm or company who purchases the Goods from the Company;
1.2 "The Company" means Locks 4 Vans Ltd;
1.3 "The Conditions" means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Company in relation to any Goods;
1.4 "The Goods" means any goods agreed to be supplied by the Company to the Buyer;
1.5 "The Place of Delivery" means the place to which the Goods are to be delivered; and
1.6 "The Price" means the price for the Goods excluding carriage, packing, insurance and VAT.
2. The Agreement
2.1 These Conditions shall apply to the sale of Goods by the Company to the Buyer to the exclusion of any and all other terms and conditions (including, but not limited to, any terms or conditions which the Buyer may purport to apply under any purchase order, confirmation of order or similar document).
2.2 Subject to the Company's rights under Clause 14 below any variation to these Conditions (including any special terms and conditions agreed between the parties) shall be inapplicable unless agreed in writing by both parties.
3.1 The Place of Delivery shall be the Buyer's premises unless another address is specified and agreed to in writing by the Company. The Buyer shall make all arrangements to take delivery of the Goods whenever they are tendered for delivery by the Company. The Buyer will be responsible for all charges in relation to delivery of the Goods and any failure to take delivery.
3.2 Any dates specified by the Company for delivery of the Goods are intended to be an estimate only. If no date is specified for delivery of the Goods, delivery shall be within a reasonable time given all applicable circumstances.
3.3 Subject to the other provisions of these Conditions, the Company shall not be liable for any loss whatsoever, whether direct or consequential, economic or any loss of profits or otherwise, arising directly or indirectly out of any delay in the delivery of the Goods nor will any delay entitle the Buyer to terminate or rescind the agreement.
4.1 Other than any warranty claim allowed under Clause 8, the Company may choose, at its sole discretion, to allow the Buyer to return the Goods within 30 days from the date of delivery and will provide the Buyer with a Returns Request Form. The risk of the Goods will remain with the Buyer until the Company acknowledges receipt of the Goods. The Buyer will be responsible for all costs incurred in relation to the return of the Goods and will indemnify the Company on a full indemnity basis for any costs or expenses incurred by the Company in relation to the return of the Goods, any damage to the Goods or any other charges the Company incurs. All returned Goods must be accompanied by a Returns Request Form and be returned in a saleable condition. In some circumstances a restocking charge may be applied by the Company.
5. Risk in and Ownership of the Goods
5.1 Risk in the Goods shall pass to the Buyer on delivery, at the Place of Delivery.
5.2 Title in the Goods shall pass to the Buyer when the Company has received, in full and cleared funds, all sums due to the Company in respect of the Goods and all other sums which are or may become due to the Company from the Buyer on any account.
5.3 Until ownership of the Goods has passed to the Buyer, the Buyer shall:
5.3.1 hold the Goods on a fiduciary basis as the Company's bailee:
5.3.2 store the Goods (at no cost to the Company) separately from all other goods of the Buyer or any third party in such a way that they remain identifiable as the Company's property;
5.3.3 not destroy or deface any identifying mark on the Goods or their packaging;
5.3.4 store and maintain the Goods in a reasonable and satisfactory condition insured with the Company's interest noted on the policy and hold any proceeds of such insurance on trust for the Company and not mix them with any other money.
5.4 Until such time as property in the Goods passes from the Company, the Buyer shall upon request of the Company deliver up such of the Goods that can be delivered to the Company. If the Buyer fails to comply with this Clause 5.4, the Company may enter upon any premises owned occupied or controlled by the Buyer where the Goods are situated and repossess the Goods.
5.5 The Buyer shall not pledge or in any way charge by way of security for any indebtedness any of the Goods which are the property of the Company. Without prejudice to the other rights of the Company, if the Buyer does not comply with this Clause 5.5, all sums whatever owing by the Buyer to the Company shall forthwith become due and payable.
5.6 The Buyer shall insure and keep insured the Goods to the full Price against all reasonable and possible risks until the date that property in the Goods passes from the Company and shall whenever requested by the Company produce a copy of the policy of insurance with the Company’s interest noted. Without prejudice to the other rights of the Company, if the Buyer fails to comply with this Clause 5.6, all sums whatever owing by the Buyer to the Company shall forthwith become due and payable.
6.1 The Price shall be the price set out on the date of delivery in the Company's price list or as agreed in writing.
6.2 The Buyer shall pay such deposit as the Company shall direct.
6.3 The Buyer shall pay to the Company (as the Company shall direct from time to time) any additional charges the Company may incur including, but not limited to, any additional charge incurred for payment from the Buyer by credit card/debit card.
6.4 All prices quoted and invoiced are in GB Pounds and must be paid in full in GB Pounds, unless otherwise agreed in writing by Locks 4 Vans Ltd.
7.1 Subject to Clause 6, payment of the Price and VAT shall be due as per agreed terms.
7.2 Payment shall not be deemed to have taken place until the Company is in receipt of cleared and total amount owed in GB Pounds, unless otherwise agreed in writing by Locks 4 Vans Ltd.
7.3 Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 2% a year above Bank of England base rate from time to time in force and shalt accrue at such a rate after as well as before any judgment.
8.1 The Company warrants that the Goods are of reasonable and satisfactory quality, for the purpose they are manufactured and provided. The Company will provide, a 3-year Parts Warranty for all products, except for Alarms (2-years) and Keys (3-months), for inherent manufacturing defects, from the date of delivery to the Buyer. Keys will be supplied with a 3-Month Warranty. The Company does not warrant the Goods in the following circumstances: a) damage or failure to operate properly due to incorrect installation; b) damage or any loss whatsoever where Goods are used contrary to the purpose they are provided or contrary to the instructions or maintenance information provided; c) where Goods have been tampered with or not stored in the correct conditions. or d) where finished surfaces are subject to wear & tear (stone chips, scratches etc).
8.2 If a Buyer wishes to make a Warranty claim due to inherent manufacturing defects, the Company will provide a Warranty Returns Request Form which must accompany the Goods being returned. The Company reserves the right to ask for all and any reasonable evidence from the Buyer to enable the Company to ensure such claim is bona-fide.
9. Limitation of Liability
9.1 Whilst every effort has been made to ensure the accuracy of details and information provided within drawings and installation guides contained in the Goods supplied by the Company, the Company gives no warranty in relation to the drawings and installation guides contained in the Goods and the Company accepts no liability for any inaccuracies or vehicle variations in the drawings. The information provided is supplied as a general guide only. It is the sole responsibility of the installation company and or their fitter to check suitability of product for vehicle, application and component parts of kit and accuracy of any supplied information before commencing installation.
9.2 The Company's liability in contract, tort or otherwise arising out of the subject matter of the Conditions shall not, under any circumstances except as set out in Clause 9.3, exceed the Price and the Company shall under no circumstances be liable to the Buyer for any consequential, indirect, economic or any loss of profits or other damages.
9.3 Not withstanding any other provision of these Conditions, a party’s liability shall not be limited in any way in respect any losses which cannot be excluded or limited by applicable law.
10. Force Majeure
If either party is subject to an event of Force Majeure, that is circumstances outside its reasonable control, including but not limited to war, fire, industrial disputes, epidemic or civil commotion, it shall notify the other and the first party's obligations under these Conditions shall be suspended until it notifies the other party of the end of such event of Force Majeure.
If any part of these Conditions is found by the applicable Court to be void or unenforceable , such part shall be severed from these Conditions which will otherwise remain in full force and effect.
12. Whole Agreement
The Buyer acknowledge that this agreement contains the whole agreement between the parties and that it has not relied upon: a)any other terms and conditions; or b) any oral or written representation made to it by the Company or its employees or agents and has made its own independent investigations into all matters relevant to it.
13. Third Party Rights
A person who is not a party to this agreement has no rights to enforce the terms of this agreement.
14.1 The Company reserves the right to amend these Conditions at any time.
14.2 The Company will detail the current Terms & Conditions on the Company Website (locks4vans.co.uk) and reflect them on all invoice and contractual paperwork.
14.3 If the Buyer does not approve of any changes to the Conditions and wishes to end this agreement, they must do so in writing by recorded delivery to the Company's registered office within 30 days of receiving notice of the changes otherwise the changes will be deemed to be incorporated into and form part of these Conditions.
15. Proper Law
These Conditions shall be governed by and interpreted according to English Law and the parties shall submit to the exclusive jurisdiction of the English Courts.
Locks 4 Vans – Issued April 2023