Definitions

“The Company” means Delta Membrane Systems Limited. Company incorporated in England and Wales. “The Purchaser” the Person, Firm or Company for whom purchasing goods from The Company, are pursuant to these terms. “The Conditions” the Standard Terms & Conditions of sale as set out in this document. “The Contract” means any contract between The Company and the Purchaser for the sale of goods or services. “The Goods” any goods which The Company agrees to supply to the Purchaser in accordance with these Terms and Conditions. “SERVICES” means any education training course. “Order” means the Purchasers acceptance of the sale of goods or services. “Proforma Invoice” means a preliminary bill of sale sent to Purchaser in advance of a shipment or delivery of goods. “Invoice” The Company’s written form of confirmation and acceptance of the order.

1. GENERAL

These Terms and Conditions will apply to all sales made by Delta Membranes Systems Ltd (The Company) and its customer(s) (the Purchaser) unless specific variations have been agreed in writing by a Director of The Company.

The Company reserves the right to alter its Terms and Conditions of trading without prior notice, so each time you order our goods you should satisfy yourself that you are placing the order on the basis of our correct Terms and Conditions. Our Terms and Conditions of sale can be found on our website (www.deltamembranes.com) and will be updated from time to time.

The purchase of any product(s) will be subject to these Terms and Conditions and you hereby agree to waive any rights to Terms and Conditions set out in your Purchase Order or Proforma Invoice.

Any typographical, clerical or other error or omission in any Sales Literature, Quotation, Price List, Acceptance Offer, Invoice or Other Document or Information issued by The Company shall be subject to correction without any liability on the part of The Company.

Neither the Company nor the Purchaser intends that any of the Terms and Conditions shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to them.

2. VERBAL INFORMATION

No responsibility can be accepted for any verbal information or orders whether given or received unless confirmed in writing.

3. DESIGN

The Company cannot accept responsibility for misinterpretation and inaccuracies, or omissions of any Specifications, Drawings, Bills of Quantities or other information supplied by the Purchaser.

4. DESCRIPTION & AVAILABILITY

The description of the Goods shall be as set out in the Company’s brochure and website. The Purchaser acknowledges and agrees that all descriptive matter and advertising issued by The Company and any descriptions or illustrations contained in The Company documentation are issued or published for the sole purpose of giving an approximate idea of the Goods described in them.

The Company reserves the right to amend or change product datasheets, brochures, website and the company’s pricelist without notice. The Purchaser must ensure that the Goods ordered are suitable for the intended purpose before commencing installation.

All Goods are quoted subject to availability.

5. DELIVERY

Unless the Purchaser tells us they wish to collect the Goods, The Company will deliver them in accordance with the Purchaser’s order.

(i) The Company does not guarantee to deliver within the specified time as the carriers are not under The Company’s direct control. The Company will use its best endeavors to deliver Orders within 48 hours (mainland UK only), and other destinations as quoted.

(ii) All times and dates of deliveries specified herein are estimates and are not deemed to the essence of the Contract. The Company will use its best endeavors to execute the Order by the time or dates specified herein, The Company will not be liable for any direct or consequential losses arising therefrom due to delays in delivering Goods.

(iii) The Purchaser will ensure that either he (or a representative) is present at the delivery address to accept delivery of the Goods and sign the delivery note. The Purchaser at his own expense will be responsible for the proper unloading of materials. The Company does not accept any liability for any damage to the materials while they are being unloaded.

6. CARRIAGE

The Company uses public carriers to deliver its Goods. Carriage charges are made in addition to the purchase price of the Goods. The Company will advise the Purchaser of the carriage charges appropriate to the Order when the Purchaser orders. These charges are not within The Company’s control and may vary from time to time.

7. ACCEPTANCE

All Goods must be examined at the time of delivery and any loss or damage recorded on the carrier’s delivery note. The delivery note will be final and conclusive proof that the Purchaser has received the materials in good order and condition. Claims for short delivery or damage of materials must be noted on the delivery note. The Purchaser must also advise us in writing immediately thereafter of any such shortage or damage. Packaging materials and damaged Goods must be retained for inspection.

8. OWNERSHIP & RETENTION OF TITLE

Notwithstanding delivery of any Goods, the title and property in the Goods shall remain vested in The Company until all sums due from the Purchaser have been paid in full.

The Goods shall be at the risk of the Purchaser following delivery and notwithstanding delivery, title in the Goods shall not pass to the Purchaser until the Purchaser has made payment of the sums owing to The Company failing which The Company shall have the right to repossess or otherwise recover the Goods. Until title passes the Purchaser shall hold the Goods as bailee for The Company and shall store or mark them so that they can at all times be identified as Goods of The Company.

9. RETURNS

Any Goods returned must be returned in their original condition and packaging at the Purchaser’s cost unless the Goods are returned because they are either faulty or incorrect.

Powder and liquids if unused are subject to 7 day a return policy, membranes and ancillaries if unused will be subject to a 28-day return policy. All returned items will be subject to return carriage and 15% restocking charge.

Due to Bespoke Sump/pump stations being manufactured specific to your requirements they are non-refundable and will not be accepted as a return item.

10. PRICES

The price of the Goods shall be paid in Pounds Sterling.

Prices are subject to alteration without any prior notice in the event of changes in market conditions, rates of exchange, manufacturer’s price changes and any other factor outside our control. Invoice prices are net and those ruling at the date.

All prices are quoted exclusive of added tax. Value Added Tax (VAT) will be charged at the current rate ruling on the date the goods are dispatched.

Verbal or written quotations are valid for 28 days.

11. PAYMENT TERMS

Our standard payment terms are cleared payment at time of purchase. Credit facilities are subject to status and following credit checks from a third-party credit reference agency. Subject to these references and any other relevant information, an account facility may be offered with a credit limit. Credit facility accounts are not available on first purchases.

For credit account customers, paying in full must be received by The Company by the 30th day after the month of invoice. Where part of any account becomes overdue, the whole of the account, whether due or not, becomes payable immediately. The Company reserves the right to charge interest pro-rata on all outstanding debits at any time after the date on which they become due.

12. CONTRACT

Each delivery shall be considered a separate Contract which is subject to these Terms and Conditions of Sale. Failure to deliver for any reason shall not make Terms and Conditions of Sale void.

13. RISK / WARRANTY

All Goods shall be at the Purchaser’s risk as soon as they are delivered to the Purchaser by The Company or collected by the Purchaser from an agreed point of collection.

The Company cannot accept responsibility for defects caused to the goods which occur after delivery due to unsatisfactory handling, storage under unsuitable conditions or workmanship, or any other reason.

The warranty covers only the products we supply, not their installation.

The Company will not accept liability for installation errors, including situations where the environmental conditions are not suitable for the Goods.

The Company will not accept liability for any resale of Goods or any resale of product incorporating any of the Goods.

All statements, technical information and recommendations contained in The Company’s literature are based on tests we believe to be reliable, but the accuracy or completeness thereof is not guaranteed, and the following is made in lieu of all warranties, express or implied. Sellers and manufacturers’ only obligation shall be to replace such quantity of the product proved to be defective. The Company shall not be liable for any injury, loss or damage, direct or indirect or consequential, arising out of the incorrect use of or the misuse of the product. Before using the Goods, the user shall determine the suitability of the product for its intended use. The user assumes all risk and liability, whatsoever in connection therewith. No statement or recommendation shall have any force or effect unless in an agreement signed by a Director of the Company.

Warranty claims for pump and mechanical products are subject to a third-party manufacturer warranty and are not included under the Delta Membrane Systems Ltd Product Warranty Policy.

The warranty lapses immediately when modifications are introduced, repairs done, or disruptions resolved without prior express permission from Delta Membrane Systems.

14. CONTINUATION OF SUPPLY

In the event of an account becoming overdue, The Company reserves the right to withhold further supplies until such and overdue amount is settled in full.

15. CLAIMS

All Goods must be examined at the time of delivery and any loss or damage entered on the carrier’s delivery note.

It is essential that all claims for damage of loss be notified to The Company in writing within three working days from the date of delivery. Where the delivery has been made by the carriers or by the post office, they must also be notified by the Purchaser in writing within three working days from the date of delivery. Packaging materials and damaged Goods must be returned retained for inspection. Non-delivery of Goods must be notified in writing to The Company within seven days of the invoice date.

The Company’s liability shall not exceed the invoice value of the Goods accepted as defective. No Allowance will be issued for Purchasers or third parties, consequential damage or other expense incurred.

16. CONSEQUENTIAL LOSS

The Company shall not be liable or responsible for any consequential loss, indirect loss, loss of business, loss of or damage to data, third party claims or loss of profit opportunity. Time shall not be of the essence of the performance of the Contract by The Company and The Company shall not be liable for any loss to the Purchaser due to an over run of the works.

17. FORCE MAJEURE

The Company will not be responsible for any action by a person or persons or other cause outside its control and under such circumstances may either delay or cancel an order.

18. VARIATIONS

Any terms and conditions of sale which the Purchaser may not purport to impose shall form no part of the Contract between the Purchaser and The Company. None of The Company employees or agents has any authority to bind The Company by oral agreement at variance with these Terms and Conditions of Trading. Any variance must be in writing.

Each right or remedy of the Company under the Terms and Conditions is without prejudice to any other right or remedy of The Company whether under the Terms & Conditions or not.

If any provision of the Terms & Conditions is found by any court, or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall, to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness, be deemed severable and the remaining provisions of Terms and Conditions and the remainder of such provision shall continue in full force and effect.

Failure or delay by The Company in enforcing or partially enforcing any provision of the Terms and Conditions shall not be construed as a waiver of any rights under these Terms and Conditions.

Any waiver by the Company of any breach of, or any default under, any provision of the Terms and Conditions by the Purchaser shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other Terms and Conditions.

19. GOVERNING LAW AND JURISDICTION

These Terms and Conditions and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with English Law and the parties submit to the exclusive jurisdiction of the English Courts Search Terms & Conditions Delivery Details.

20. INTELLECTUAL PROPERTY

The Purchaser acknowledges that The Company will retain all rights on all patents, copyright, registered and unregistered designs, trademarks and other intellectual property rights which subsist in any Goods, Inventions, Drawings/Designs created or made by an employee or agent of The Company and any other materials provided in relation with the Goods.

The Purchaser shall not have authorisation on any third party to, alter, copy or modify or otherwise tamper with the Goods, their packaging or any material provided by The Company, in relation to the Goods.

The company owns all intellectual property rights on the website, and the material published on it. These entireties are covered by copyright laws. All such rights are reserved.

 

Terms and Conditions of Trading

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