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Terms & Conditions of Sale

1.   General
    a.   These Conditions shall apply to all orders, acknowledgements of order, quotations and any other sales and supplies of Thorite's goods and services. The Purchaser should note that Thorite's Agents, Salesmen or Representatives have no authority to agree or accept any amendment or alteration to these Conditions of Sale.
    b.   All contracts shall be governed by English Law and the English courts will have sole jurisdiction in any dispute.
    c.   These Conditions shall apply in substitution to all previous Conditions of Sale and terms upon which Thorite and the Purchaser shall have carried on business and shall represent the whole of the Contract between Thorite and the Purchaser to the exclusion of any previous course of dealing, trade, custom, practice or usage.
    d.   Where the context so admits these conditions are intended to apply as well to contracts for the supply of services or mixed goods and services, as well as to the supply of goods alone.
    e.   Exceptions to these terms and conditions will only deem to be binding if specifically accepted by Thorite in writing. The Purchaser should note that Thorite's agents or representatives have no authority to agree or accept any amendment or alteration to these Conditions of Sale.
    f.   If any provision of these terms and conditions of sale is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it should be deemed to be severable and the remaining provisions of these terms and conditions shall continue in full force and effect.
2.   Interpretations
    a.   "Thorite" shall mean Thomas Wright / Thorite Group Ltd and all its subsidiaries.
    b.   "Purchaser" shall mean the person(s), firm or company to whom Thorite supplies goods or services.
    c.   "Hirer" shall mean the person(s), firm or company taking the plant on hire or loan.
    d.   "Conditions" shall mean these terms and conditions of sale.
    e.   "Contract" shall mean the legally binding agreement between Thorite and the Purchaser.
    f.   "Goods" shall mean any goods or services supplied by Thorite.
    g.   "Capital Equipment" shall mean any equipment that shall be reasonably defined as capital in nature, this would include, but is not limited to; air compressors, air receivers, compressed air dryers, oil water separators, nitrogen generators, control panels, pipework installations and ductwork.
    h.   "Plant" shall mean and include any type of machine or equipment.
3.   Quotations
    Subject to Clause 4 hereof, quotations are open to acceptance in writing by the Purchaser for a period of thirty days from the date of the quotation. After this period of thirty days has expired the tender will be deemed to have been withdrawn unless otherwise agreed in writing on behalf of Thorite.
4.   Prices
    a.   All prices are quoted in Pounds sterling.
    b.   Notwithstanding any offer, quotation, tender or price list, orders can only be accepted subject to the condition that goods will be invoiced at Thorite's prices ruling at the date of despatch.
    c.   All prices quoted are subject to the addition of V.A.T. at the rate in existence at the date of supply as defined by statute.
5.   Terms of Payment
    a.   Except where Goods are supplied on credit the Thorite will not despatch the Goods to the Purchaser until payment in full has been received in respect of the Goods, any delivery or carriage charges and V.A.T. payable by the Purchaser. Payment will be by means of cash or debit or credit card (via chip and pin) only, we no longer accept cheques for cash sales.
    b.   Time for payment shall be of the essence and no payment shall be deemed to have been received until Thorite has received cleared funds.
    c.   Where Goods are supplied on credit all invoices for Goods together with all delivery packaging ex-works delivery or other charges for which the Purchaser is liable shall become due on the earlier of:-
        i.   the end of the month following the month of invoice except Capital Equipment which is strictly cash within 30 days of invoice.
        ii.   the day when invoices previously rendered by Thorite to the Purchaser become overdue for payment.
    d.   Where services are provided or installation or contract work is carried out in accordance with the provisions of Clause 14 all invoices in respect of the carrying out of the services or installation work shall be payable:-
        i.   within 30 days of the date of the invoice; or
        ii.   on the date when previous invoices rendered by Thorite to the Purchaser become overdue for payment whichever is the earlier.
    e.   Where payment is not made on the due date whether credit facilities have been allowed or not and without prejudice to any other rights which Thorite may have arising from non-payment the following rules shall apply:-
        i.   Thorite may charge interest on the overdue amount at the rate of 2% per calendar month calculated from day to day and compounded on a calendar monthly basis from the date the payment becomes due until the date Thorite receives payment.
        ii.   Thorite may treat any or all other agreements between Thorite and the Purchaser as repudiated without prejudice to any other remedies Thorite may have in respect of the non-payment by the customer.
        iii.   Thorite may refuse to carry out any other work or supply any other goods to the customer until all payments due or deemed due pursuant to this clause including any interest accrued under paragraph i. above have been satisfied or at all.
    f.   The Purchaser shall not be entitled to:-
        i.   withhold payment of any amount payable pursuant to this contract because of any disputed claim of the Purchaser in respect of defective goods or workmanship or any other alleged breach of contract.
        ii.   set off against any amounts payable pursuant to the contract any monies which are not then presently payable by Thorite or for which Thorite disputes liability.
    g.   Where goods are supplied by instalment deliveries Thorite shall be entitled to render interim invoices for each instalment. Each interim invoice rendered pursuant to this sub-clause shall be treated as a final invoice and the provisions for payment set out in this clause shall apply as if it were a final invoice.
    h.   Payment of all invoices should only be made by crossed cheque to Thorite's Head Office or by payment directly into Thorite's bank account by means of BACS or CHAPS transfer. It should be noted that no agent, salesman or representative has authority to accept or give a receipt for the payment of invoices.
    i.   Thorite reserves the right to withdraw credit facilities at any time without giving a reason and thereafter all transactions between the Purchaser and Thorite shall go on the basis laid down in sub-clause (a) of this clause 5.
    j.   Thorite reserves the right to suspend or to refuse to carry out any further work or deliveries or to rescind any existing contracts between Thorite and the Purchaser for the delivery of goods or provision of services if the Purchaser enters into liquidation, bankruptcy or has a receiver appointed or Thorite in its absolute discretion considers there to be doubt as to the customer's financial position or ability to pay for the goods.
6.   Carriage/Delivery/Off-Loading
    a.   Unless otherwise agreed Thorite shall have the right to determine the method of delivery of the goods. The cost of such delivery plus any packaging costs will be charged to the Purchaser.
    b.   When goods are offered for delivery to site Thorite's obligations will be to deliver as near as possible to the site as hard roads permit and not further or otherwise. The Purchaser is to provide free of charge the labour required for off-loading and all necessary lifting equipment. Thorite will not be liable for any damage or loss caused by offloading. The Purchaser shall compensate Thorite for any loss or damage suffered by Thorite as a result of the Purchaser's failure to comply with this condition.
    c.   Thorite will endeavour to deliver the Goods and/or provide the service on the dates (if any) specified by its duly authorised representatives but in all cases any dates given for delivery or provision of services are estimates only and Thorite will not be liable for any loss, damage or expense suffered by the Purchaser as a result of Thorite's failure to deliver the goods or supply the services on any specified date or at any specified time.
    d.   The Purchaser shall accept delivery by instalments if required to do so by Thorite.
    e.   Where Goods are supplied to Thorite subject to ex-works delivery charged levied by the manufacturer on Thorite the Purchaser shall reimburse Thorite the amount of the ex-works delivery charges together with the cost of delivery from Thorite's warehouse to the Purchaser's premises.
7.   Goods Lost/Damaged in Transit/or Short Delivered
    a.   Thorite must be notified of non-delivery of goods within seven days of receipt of Thorite's Invoice.
    b.   Thorite will only replace the products lost or damaged in transit on the proviso that the Purchaser has acted in accordance with clause 7(a).
    c.   If goods are damaged in transit, short delivered or not suitable Thorite must be notified within seven days of receiving the goods. If the Purchaser shall fail to give such notice within the specified period the goods shall be deemed to be in all respects in accordance with the Contract and the Purchaser shall be deemed to have accepted the same and be bound to pay accordingly.
8.   Return of Goods for Credit
    a.   Goods may only be returned to a Thorite branch, or by any other method by prior arrangement with Thorite, will only be accepted under the following conditions:
        i.   The Purchaser will not return goods for credit without prior express agreement from Thorite in writing.
        ii.   Specially purchased items which are supplied as ordered by the Purchaser will not be accepted for credit unless faulty.
    b.   Before consideration can be given to the acceptance of goods returned for credit the Purchaser must provide the date of original supply and the invoice number on which they were charged.
    c.   Thorite reserve the right to:-
        i.   Refuse to accept any goods which are not in their original condition.
        ii.   Re-charge any supplier imposed re-stocking charge for accepting correctly supplied goods returned for credit to cover administration and other costs involved unless alternative arrangements have been previously agreed by Thorite in writing.
    d.   If goods are returned for credit without any prior agreement in writing from Thorite as provided for in sub-section (a) of this clause Thorite will not accept any responsibility for any damage however caused to the goods or loss suffered while the goods are in transit or in the possession of Thorite.
9.   Title and Risk
    a.   Goods supplied by Thorite to the Purchaser shall remain the sole and absolute property of Thorite as legal and equitable owner until such time as the Purchaser shall have paid to Thorite the full price of the Goods set out in the invoice delivered to the Purchaser in respect of the goods.
    b.   The risk in the goods shall pass to the customer when:-
        i.   the goods leave Thorite's premises; or
        ii.   Thorite renders an invoice in respect of the goods whichever is the earlier date
    c.   From the date on which the risk in the Goods passes in accordance with paragraph 1 until the date when property passes in accordance with sub-clause a. the Purchaser shall insure the Goods to their full value against all insurable risks with a reputable insurance company and shall produce to Thorite if demanded evidence to the satisfaction of Thorite that such insurance has been effected.
    d.   The Purchaser irrevocably authorises Thorite by its agents or servants to enter any of the customer's premises for the purpose of searching for, examining, marking or removing any goods which have been supplied by Thorite to the customer but have not been paid for.
10. Warranties and Limit of Liability
    a. The conditions and warranties set out in Sections 13, 14 and 15 Sale of Goods Act 1979 and Sections 12, 13, 14, 15 and 16 Supply of Goods and Services Act 1982 are hereby expressly excluded from contracts made under these terms and conditions.
    b.   In the event of any defect in or failure of any product supplied under these terms and conditions the maximum liability of Thorite will be the initial purchase price of the product.
    c.   No liability is accepted for any direct or indirect costs damages or expenses relating to damaged property or injury or loss to any person firm or company or for any loss of profits or production or any consequential or other loss arising out of, or occasioned by any defects in or failure of the goods or materials or parts thereof supplied by or services rendered or advice given by Thorite even if the defect or failure arose through negligence by Thorite or the services or advice were negligently rendered or given.
11.   Minimum Order Charge
    a.   Thorite reserves the right to apply a minimum order charge for credit sales of £15 (£5 for orders placed at the counter) excluding carriage, costs and V.A.T.
    b.   Thorite reserves the right to refuse to give any discount against the price chargeable to the Purchaser pursuant to clause 3 where the value of the order placed by the Purchaser is less than £25 excluding value added tax and delivery charges.
12.   Sales Ex. Stock
    Goods offered ex-stock are subject to prior sale.
13.   Cancellation
    Contracts and orders may be cancelled by the Purchaser only with Thorite's written agreement and Thorite retains the right to charge a cancellation fee.
14.   Installation/Contract Work
    a.   Thorite's offer does not provide for the unloading of equipment upon arrival at site. The Purchaser is expected to have suitable unloading equipment including all necessary lifting equipment and labour. The Purchaser will reimburse Thorite for any loss or damage suffered as a result of the Purchaser's failure to comply with this condition.
    b.   Thorite reserves the right to render an interim invoice or invoices in respect of work done up to the date of such invoice or invoices at any time during the term of any contract for the provision of services or installation work and each such invoice shall be payable in accordance with the terms of clause 5(d) hereof.
    c.   If interruptions in the initial work programme are experienced then Thorite will charge for the additional journeys to and from site at normal day work rates to include labour, mileage, accommodation and plant hire plus any other loss, damage or expenses incurred as a result of the interruption.
    d.   Thorite shall not be liable for any loss, damage or expense suffered by the Purchaser if any contract is not completed within the time provided in the contract. It should be noted that although Thorite will endeavour to complete contracts within any time limits given, these are estimates only.
    e.   Where drawings are supplied by the Purchaser to quote against the subsequent quotes submitted by Thorite to the Purchaser are on the basis of "as supplied" drawings and Thorite shall not be liable for any loss damage or expense arising out of a defect or inaccuracy in the drawing supplied. Further the Purchaser shall reimburse Thorite for any additional work required to be done by Thorite to rectify such defect or inaccuracy on the basis set out in sub-clause (c) above.
    f.   Thorite will not carry out any work additional to that originally quoted unless the Purchaser gives a variation order in writing to cover the charges for such work and undertake to pay for such additional work on the basis set out in sub-clause (c) above.
    g.   Thorite does not accept responsibility for gaining access to the working area except as regards obstructions specifically brought to Thorite's attention by the Purchaser at the time of quotation and specifically noted in the quotation. If access to the working area is blocked or prevented by any means not specifically mentioned in the quotation Thorite will provide such necessary equipment and additional labour to obtain access upon the receipt of a written variation order from the Purchaser to pay for such additional work on the basis set out in the sub-clause (c) above.
    h.   The Purchaser shall be liable for and shall indemnify Thorite against any liability, loss, claim or proceedings whatsoever arising under any statute or at common law in respect of any personal injury to or the death of any person whomsoever arising out of or in the course of or caused by the carryout out of the work on site by Thorite unless due to any act or neglect of Thorite or of any person for whom Thorite is responsible.
    i.   The Purchaser shall be liable for and shall indemnify Thorite against any expense liability, loss, claim or proceedings in respect of any injury or damage whatsoever to any property real or personal in so far as such injury or damage arises out of or in the course of or by reason of the carrying out of the works on site unless the same shall be due to any act or neglect of Thorite or of any person for whom Thorite is responsible.
    j.   Without prejudice to the Purchaser's liability to indemnify Thorite pursuant to sub-clauses (h) and (i) of this condition 14 the Purchaser shall maintain and shall cause any sub-contractor to maintain such insurances as are necessary to cover the liability of the contractor and any sub-contractor in respect of personal injuries or death or damage to property real or personal arising out of or in the course of or caused by the carrying out of the contract work for which the Purchaser is liable pursuant to this clause 14 and further the Purchaser shall be responsible for a warrant that the site at which any contract work is to be carried out shall be fully in accordance with the provisions of all statutes, regulations, statutory instruments, codes of practice or other provisions whatsoever relating to the carrying on of works on such a site and in particular observes all safety regulations in relation thereto. The Purchaser shall indemnify Thorite against any expense, liability, loss, claim or proceedings arising from a breach of this condition.
15.   Goods Not Belonging to Thorite
    Thorite does not accept responsibility or liability for any loss or damage suffered by goods belonging to the Purchaser while such goods are in Thorite's possession unless such loss or damage arises as a result of the deliberate acts or negligence of Thorite, its servants or agents.
16.   Hire and Loan of Equipment
    a.   The hire of Plant shall commence on the date the Plant leaves Thorite's premises and shall continue until it is returned to Thorite's premises, at which time the hire period will deemed to be terminated. Both of these days are deemed to be chargeable as a full days hire.
    b.   The risk in the Plant will be subject to clause 9 of these conditions.
    c.   Confirmation of adequate insurance must be provided before the commencement of the hire period, where adequate insurance is not in place Thorite will make a daily charge to cover this risk.
    d.   The Hirer will not allow the Plant to be used for any purpose beyond its capacity or in any way likely to cause undue deterioration.
    e.   The hirer will not, without Thorite's consent in writing;-
        i.   sub-let the Plant to any party
        ii.   move the Plant from the site it was first delivered
        iii.   repair, or attempt to repair, the plant
    f.   Hire rates will be based on daily, weekly or monthly periods.
17.   Service & Maintenance Work
    a.   Thorite will only attend the Purchasers premises where a prior mutually convenient appointment has been made between the parties.
    b.   Where the Purchaser prevents access to our engineer contrary to sub-clause a. above, Thorite reserves the right to levy a call out charge will be charged to the Purchaser at the current pre
    c.   Thorite reserves the right to sub-contract service and maintenance work to suitably qualified and experienced contractors.
    d.   Where the Purchaser cancels the appointment at less than 24 hours' notice Thorite reserves the right to levy a call out charge will be charged to the Purchaser at the current prevailing rate.
    e.   Thorite does not accept any liability for downtime caused by service and maintenance of equipment carried out by our engineers.
18.   Stock Held Offsite
    Stock held offsite by the Purchaser on a consignment basis will be subject to clause 9 and its sub-clauses with regard to the passing of risk and title.
19.   Sale or Return
    a.   Goods supplied under a sale or return agreement will be subject to clause 9 and its sub-clauses with regard to the passing of risk and title.
    b.   Goods returned on a sale or return agreement will only be accepted subject to the following;-
        i. they are in a saleable condition
        ii. all packaging and documentation is present and in good condition
    c.   Goods not returned by the end of the agreed period for sale or return will be deemed as accepted by the Customer at which point an invoice for the sale will be raised.
20.   Health and Safety
    a.   Thorite will ensure that all staff employed by, or under the control of, Thorite will be trained in and aware of general Health and Safety legislation and of risk assessments.
    b.   Responsibility for the issuing of Health and Safety guidelines relating to a particular site lies solely with the Purchaser, Thorite will not be liable for any breaches of Health and Safety where the breach relates to any incident occurring on a site controlled by the Purchaser, or their ultimate contractor where specific Health and Safety guidelines have not been issued.
21.   Website Purchases
    a.   All purchases made through the Thorite website are subject to the Conditions herein.
    b.   Whilst Thorite will endeavour to hold sufficient stock to cover all orders, where there is insufficient stock to supply and deliver goods ordered and paid for Thorite reserves the right to deliver a substituted product, of at least comparable quality, or refund the price paid within 14 days of the order being made.
    c.   Occasionally an error may occur and goods may be incorrectly priced in which circumstances we will not be obliged to supply the goods at the incorrect price. Thorite reserves the right to only accept orders once the goods have been despatched, the processing of a payment and acknowledgement of an order does not constitute a legally binding contract.
    d.   Special offers displayed on Thorite Direct are exclusive and only available by purchasing through the website. These offers cannot be used in conjunction with any other offers, discounts or terms.
    e.   On occasion, the prices payable for goods advertised on our website may differ from those prices offered in the then current catalogue or in one of our trade counters, and we are under no obligation to honour any website price if there is such a difference.
    f.   Each registration is for a single user only, Thorite does not permit the sharing of user names and passwords with any person or multiple users within the Purchasers organisation. It is the responsibility of the Purchaser for the security of user names and passwords.
    g.   Thorite owns full copyright in respect of its website and its reproduction in whole or part is prohibited without Thorite's prior written consent.
    h.   Links to other websites are provided solely for the convenience of the Purchaser, Thorite are not responsible for the content or accuracy of the information contained within these websites.
    i.   Organisations wishing to link to the Thorite website may only do so with the express written consent of Thorite.
22.   Intellectual Property
    No right or licence is granted to the Purchaser, except for the right to use or re-sell the Goods in the Purchaser's ordinary course of business. Thorite shall have no liability whatsoever in the event of any claim of infringement of any such rights howsoever arising.
23.   Force Majeure
    Thorite shall not be liable to the Purchaser in any manner or be deemed to be in breach of these Conditions because of any delay in performing or failure to perform any of Thorite's obligations under this Contract if the delay or failure was due to any cause beyond Thorite's reasonable control. Thorite may, at its option, delay the performance of, or cancel the whole or any part of a Contract.
24.   Commercial Credit References
    In order to process your Business Account application we will supply your personal information to credit reference agencies (CRAs) and they will give us information about you, such as about your financial history. We do this to assess creditworthiness and product suitability, check your identity, manage your account, trace and recover debts and prevent criminal activity. We will also continue to exchange information about you with CRAs on an ongoing basis, including about your settled accounts and any debts not fully repaid on time. CRAs will share your information with other organisations. The identities of the CRAs, and the ways in which they use and share personal information, are explained in more detail at the Experian website.
EEF - The Manufacturers' Organisation -- The Carbon Trust - Accredited Supplier -- CHAS - The Contractors Health and Safety Assessment Scheme -- BCAS - British Compressed Air Society -- SafeContractor Approved
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