JTcommunications - Terms And Conditions Of Sale

1. The terms "the Seller" referred to in the following conditions means JTcommunications and "the Buyer" means the individual, partnership, organisation or company contracting with the Seller.
2. "Goods" means the products or services (including any instalment of the goods) the Seller is to supply in accordance with these conditions.
3. The headings in these conditions are for convenience only and shall not affect their interpretation.
4. Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Seller shall be subject to correction without any liability on the part of the Seller.
5. The Seller shall not be responsible for any inaccuracy in the Buyer's orders. All orders must be communicated in writing.
6. All offers expire after 30 days from issue. Acceptance of offers after 30 days is solely at the discretion of the Seller.
7. Cancellation of an order will only be accepted by the Seller on condition that all costs and expenses incurred by the Seller and arising directly or indirectly from the cancellation and all loss of profits and other loss, damages, costs, charges and expenses relating to or incurred by the Seller by reason of such cancellation will be reimbursed by the Buyer to the Seller forthwith and in full. The Seller will not accept returned goods except in circumstances provided for under this agreement.
8. Except where agreed in writing the prices quoted are based on the present cost of materials, labour and transport and acceptance of any order shall be subject to increases in price at any time before delivery arising from any factor beyond the control of the Seller, including without limitation, a significant increase in the cost of transport, labour, materials or other costs of supply, fluctuations in exchange rates, any change in delivery dates, quantities or specifications for the Goods requested by the Buyer or any delay caused by instructions of the Buyer or the failure of the Buyer to give the Seller adequate information or instructions.
9. The title of ownership of the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds. payment in full of the price of the Goods.
10. Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the goods howsoever caused. Time for delivery shall not be of the essence unless previously agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the quoted delivery date upon giving reasonable notice to the Buyer.
11. Where the goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Seller to deliver any one or more of the instalments in accordance with these conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the contract as a whole repudiated.
12. If the Seller fails to deliver the Goods for any reason other than any cause beyond the Sellers reasonable control or the Buyers fault, and the Seller is accordingly liable to the Buyer, the Sellers liability shall be limited to the excess (if any) of the cost to the Buyer (in the cheapest available market) of similar goods to replace those not delivered over the price of the Goods.
13. Any claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall (whether or not delivery is refused by the Buyer) be notified to the Seller within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not be entitled to reject the goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods had been delivered in accordance with the contract.
14. Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is notified to the Seller in accordance with these conditions, the Seller shall be entitled to replace the Goods free of charge or, at the Seller's sole discretion, refund to the Buyer the price of the Goods (or a proportionate part of the price), but the Seller shall have no further liability to the Buyer. The Buyer must not reject part only of the Goods without the Seller's consent.
15. Except in respect of death or personal injury caused by the Seller's negligence, the Seller shall not be liable to the Buyer by reason of any representation, or implied warranty, condition or other term, or any duty at common law, or under the express terms of the contract, for any consequential loss or damage (whether for loss of profit or otherwise), costs, expenses, or other claims for consequential compensation whatsoever (and whether caused by the negligence of the Seller, 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 the Buyer, except as expressly provided in these conditions.
16. The Seller shall not be liable to the Buyer or be deemed to be in breach of the contract by reason of any delay in performing, or any failure to perform, any of the Sellers obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Sellers reasonable control. Including but not limited to:
    1. Act of god, explosion, flood, tempest, fire or accident;
    2. War or threat of war, sabotage, insurrection, civil disturbance or requisition;
    3. Acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority;
    4. Import or export regulations or embargoes;
    5. Strikes, lock-outs, or other industrial actions or trade disputes (whether involving employees of the seller or of a third party);
    6. Difficulties in obtaining raw materials, labour, fuel, parts or machinery;
    7. Power failure or breakdown in machinery.
17. Insolvency of Buyer - this clause applies if:
    1. The Buyer makes any voluntary agreement with its creditors or becomes subject to an administration order or (being an individual or firm) becomes bankrupt or (being a company) goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or
    2. An encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Buyer; or
    3. The Buyer ceases, or threatens to cease, to carry on business; or
    4. The Seller reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer and notifies the Buyer accordingly.
18. If this clause applies then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to cancel the contract or suspend any further deliveries under the contract without any liability to the Buyer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary.
19. Any notice required or permitted to be given by either party to the other under these conditions shall be communicated in writing.
20. No waiver by the Seller of any breach of the contract by the Buyer shall be considered as a waiver of any subsequent breach of the same or any other provision.
21. If any provision of these 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 conditions and the remainder of the provision in question shall not be affected thereby.
22. The construction, performance and validity of this contract shall be governed by the laws of England.