Conditions of Sale

1. General

(a) These Conditions shall apply to all sales of goods and any terms or conditions which the Customer seeks to impose shall be inapplicable.

(b) Any typographical, clerical or other error or omission in any sales literature, quotation, price list, invoice or other document or information issued by the Company shall be subject to correction without liability on the part of the company.

(c) The company’s employees and agents will provide every assistance to the Customer in selecting the goods they require but suitable advice should be obtained by the Customer before the goods are put to any use.

2. Orders

(a) Any quotation given by the Company shall not constitute an offer and is without engagement.

(b) A contract will be created upon the acceptance by the company of an order from the Customer on the basis of a quotation.

(c) The Customer shall be responsible for ensuring the accuracy of any information and shall give any such information within sufficient time to enable the company to perform the Contract.

(d) The Company reserves the right to make any changes in the specification of the goods required to conform with any applicable safety or other statutory requirements or which do not materially affect their quality or performance.

3. Prices

(a) The Company reserves the right at any time to adjust the price to take account of any increase in the costs to it of materials, labour and services.

(b) Unless otherwise agreed, all prices are subject to VAT (where applicable).

(c) Prices are nett, not subject to builders’ or any other discount.

4. Payment Terms

(a) Where the Customer has obtained credit facilities with the Company through the normal credit vetting procedures, payment for goods shall be made by the Customer within thirty days or as otherwise agreed in writing.

(b) Interest at the rate of 2% per month, compounded, will be charged on overdue accounts.

(c) No payment may be withheld nor may any counter-claim of the Customer be set-off against the payment.

5. Collateral Agreement

In the event that the Customer fails to make payment on the due date or on the occurrence of any of the matters specified in Clause 8 or where the Company requires a collateral agreement with any person for whom the Customer is carrying out work, the Company may, without prejudice to any of its rights or remedies, seek direct payment from the person for whom the Customer is carrying out any work and the Customer acknowledges and confirms the right and entitlement of the Company to obtain payment in this manner and of the person for whom the Customer is carrying out any work to make payment directly to the Company. On receipt of direct payment the Company will credit all amounts received against the relevant invoices issued to the customer.

6. Title to Goods

(a) The property in the goods shall remain in the Company until the Company has received payment in full for all sums due and owing on any account by the Customer.

(b) Nothing in this clause shall confer any right upon the Customer to return the goods. The Company may maintain an action for payment notwithstanding that property in the goods shall not have vested in the customer.

(c) Notwithstanding this Clause, risk in the goods passes on delivery to the Customer who shall indemnify and keep indemnified the Company against any loss, injury, damage, expense or claim arising out of delivery, storage, installation, operation or maintenance of the goods and against all or any loss of and damage to the goods or any Injury to a person or property caused by the condition or use of the Company’s property.

7. Delivery to Customer

(a) The goods shall be delivered to the site address stated on the front of the quotation unless otherwise agreed.

(b) Prices quoted are based on full loads to be delivered during normal working hours.

(c) Any time quoted for delivery are estimates only and the Company shall not be liable for failure to deliver within the time quoted.

(d) The Company shall be entitled to make partial deliveries or deliveries by instalments and the terms and conditions herein contained shall apply to partial delivery.

(e) The Customer shall provide safe and suitable access and off-loading facilities for all delivery vehicles.

(f) Where goods are delivered to the Customer and the Customer does not examine the goods he shall be deemed to have accepted them. Signed delivery dockets shall be conclusive proof of the quantity delivered.

(g) Deviations in quantity shall not give the Customer any right to reject the goods and the Customer shall accept the goods delivered and pay for them at the contract rate in accordance with Clause 4 . The Customer shall within 14 days of delivery notify the Company in writing of any dispute on quantity.

8. Default by Customer

(a) If the C u s t o m e r
(i) Falls to comply with any term of the contract or the terms of any other contract with the Company.

(ii) Commits an act of bankruptcy, makes an arrangement or composition with creditors

(iii) Resolves or is ordered to be wound up or has a receiver examiner appointed: or

(iv) Exceeds the credit limit set out in any credit facilities with the Company then, in any such event, the company shall have the right (without prejudice to any other remedies) to cancel any uncompleted order and withhold or suspend delivery of further goods, and to demand payment forewith of all sums due by the Customer to the Company.

(b) In any other case, the Company may terminate the Contract at any time by giving to the Customer ten days notice of such termination and the Company shall not be liable to make any payment whatsoever on foot of such termination.

9. Force Majeure

The Company reserves the right to suspend deliveries without any liability for loss or damage suffered by the Customer during any period where performance of the contract is frustrated or delayed due to any of the following causes: war, fire, strike, lockouts, combinations of workmen, fog and other weather conditions, shipping, railway or road transport delays, plant breakdown, unavailability or non-availability of materials, accident or any other cause beyond the control of the Company and/or its suppliers.

10. Liability

(a) In the event of any claim the Customer must advise the Company in writing of such claim immediately on the defect giving rise to the claim becoming apparent or in the event of any other circumstances arising immediately on the Customer becoming aware of the existence of such circumstances.

(b) The Company’s liability for any claim, whether in contract, tort (including negligence) or otherwise, for any loss of profits, or special or consequential damages suffered by the Customer, including interest charges. Nothing contained in this paragraph shall by implication create any liability or obligation on the part of the Company or effect or diminish any disclaimer of liability elsewhere contained herein.

(c) SAVE AS MAY BE PROVIDED BY ANY STATUTORY LIABILITY OR IN THE CASE OF A CONSUMER SALE (AS DEFINED IN THE SALE OF GOODS AND SUPPLY OF SERVICES ACT, 1980) ALL CONDITIONS AND WARRANTIES IN RESPECT OF THE GOODS RELATING TO QUALITY, FITNESS FOR PURPOSE, MERCHANTABILITY OR OTHERWISE WHETHER IMPLIED BY STATUTE OR BY COMMON LAW OR OTHERWISE ARE HEREBY EXCLUDED.

11. Specific Testing of Goods

(a) Any test undertaken by the company at the Customer’s request or instruction shall be at its expense. If required, the Company will give to the Customer reasonable notice in writing of the date and place of the test. The Customer shall be obliged to accept the results of any such test.

(b) All testing will be carried out in accordance with the relevant Irish Standard, or if no such Standard exists, the relevant British Standard.

12. Colour, Texture and Efflorescence

(a) The Company will use its best endeavours to meet the Customer’s technical specifications but does not guarantee uniform colour and texture consistency in goods supplied, as variances in materials inevitable. Goods shall not be deemed defective If there are such inconsistencies.

(b) The Company will not accept responsibility for the naturally occurring all or any loss of and damage to the goods or any Injury to a person or phenomenon of all efflorescence which may affect goods supplied.

13. Health & Safety

A copy of the Company’s recommended health and safety procedures for handling of goods is available on request. The Customer, his servant or agent are deemed to be familiar with their recommendations and the Customer have no claim by reason of lack of knowledge.

14. Notices

All notices required to be served shall be in writing and shall be sent by post to the addresses on the quotation.

15. Governing Law

This contract shall be governed in all respects in accordance with the laws of the Republic of Ireland.