Unwin Commercial Customers Terms & Conditions

Clause 1 General:

– Contracts and orders are only entered into or accepted subject to the Seller’s conditions of sale as herein printed. The Seller’s conditions shall not be deemed to have been altered, modified or varied by any conditions stipulated by the Buyer.

In this agreement, “Seller” means C.N. UNWIN LTD. “Buyer” means the person, firm or company placing the order. “Goods” means the products or services described in the order.

Clause 2 Quotations and acceptances:

– All quotations whether contained in a Price List or otherwise are for information only and are not to be considered as an offer by the Seller. Any order given by a prospective Buyer shall not constitute a contract between the parties unless and until accepted in writing by the Seller.

Clause 3 Delivery:

– Any time or date named by the Seller is given and intended as an estimate only, and the Seller accepts no responsibility for delay attributable directly or indirectly to delays in transportation, customs or postal services. The Seller shall not be responsible for any loss or damage arising from delay in delivery from any cause whatsoever, nor shall delay in delivery give the Buyer the right to rescind the order. For export orders goods are delivered at the Seller’s manufacturing facility; for UK orders delivery is at the Seller’s manufacturing facility or other agreed delivery point.

Clause 4 Price variation:

– Quotations are made on the basis of current rates of wages, raw materials, transport and general commodities, and may be subject to variation in the event of any increase in such rates. All orders are accepted on the basis that the Goods will be invoiced at the prices ruling at the date of collection or delivery, as the case may be.

Clause 5 Payment terms:

– Payment in full is required with orders, and orders will not be processed until such payment has been effected. The Seller may grant credit account facilities to Trade Buyers, on receipt of satisfactory applications, but the Seller is under no obligation to grant such facilities. Where approved, the credit facilities only apply when the Seller confirms so in writing to the Buyer; the Seller reserves the right to vary the terms of these facilities, and to withdraw them at any time without notice. Buyers operating under approved credit facilities shall pay for the Goods on receipt of invoice on a nett monthly account basis. Any failure on the Buyer’s part in this respect will lead to the Seller withholding further supplies.

Should however the Buyer become insolvent or there occurs any act or proceeding putting into question the Buyer’s ability to pay for the Goods, immediate payment will be required.

Clause 6 Instructions for installation, use and maintenance:

– Goods sold are provided to be used only in accordance with the recommended instructions for installation, use and maintenance. The Seller will not accept responsibility for any loss, damage or injury whatsoever to the extent that the same is attributable to any failure to comply with the Seller’s instructions. Buyer’s shall indemnify and hold the Seller harmless against claims for any loss, damage or injury whatsoever to any person or property which directly or indirectly arises from non compliance with recommended instructions in the installation, use or maintenance of the Goods or otherwise in relation to the Goods, whether or not the Goods are incorporated in, amalgamated with or appropriated to other articles, not supplied by the Seller to the Buyer. This indemnity shall extend to any costs and expenses and shall continue in force after the completion or the termination of the agreement in any subsequent contract between the Buyer and any third party relating to the Goods. The Buyer shall take an indemnity from the third party in equivalent terms.

Clause 7 Defective work or material:

– The Seller has taken all reasonable care to ensure that Goods are in first class condition on despatch from their premises. In the event of the Goods supplied proving defective, and the Buyer notifying the Seller to this effect within thirty six (36) months (unless otherwise stated in the User Instruction available at the time of supply) of the date of delivery or collection of the Goods, and the defective Goods are returned or inspected (at the sole discretion of the Seller), the Seller will make such arrangements for the repair of the Goods; or if not possible provide the Buyer with a suitable  replacement; or if not possible refund any or all of the payments made for the Goods as the Seller shall deem appropriate to the circumstances. This does not apply to Goods personalised or made to your specifications or to DVD or other recording media. Any replacement or refund shall be the limit of the Seller’s liability. All other warranties and conditions statutory or otherwise, whether expressed or implied as to the quality, merchantability, description or fitness for any other purpose of the Goods, whether or not such purpose is known to the Seller, are hereby expressly excluded.

Clause 8 Responsibility for loss, damage or injury:

– The Seller shall not be responsible for any loss, damage or injury whatsoever arising out of defects in the Goods, whether or not attributable to faults in the design, manufacture, testing or production of the goods or otherwise arising, unless such loss, damage or injury, is caused by negligence on the part of the Seller. The Buyer shall indemnify and hold the Seller harmless against claims for any loss, damage or injury whatsoever which may arise out of such defects and which are not caused by the Seller’s negligence and this indemnity shall be of the same extent and duration as that set out in Clause 6 hereof.

Clause 9 Returns of Goods:

– Return of Goods from the Buyer to the Seller for credit for any cause is subject to the prior agreement of the Seller, at the Seller’s sole discretion. Such agreement shall be dependent on the Goods being returned in an unused and saleable condition. Should the Seller consider for any reason whether commercial, technical or other, that the returned Goods do not merit credit this will be declined. All returned goods will be subject to a handling and administration charge. Not withstanding the foregoing, credit will not be granted on any rail product,

– For returning goods, please refer to Returns Procedures.

-If the Buyer has ordered standard products via the online store, they have a statutory right to cancel their order and receive a full refund (excluding any carriage charges) for any home delivery item. This does not apply to items personalised or made to the Buyers specifications, DVD or other recording media.
To cancel, the Buyer can email the Seller, call 01935 827740 or write to the Seller at Unwin Sales (see Contact Us for details) within seven days (not including Saturdays, Sundays or public holidays) commencing the day after the day of delivery of your item(s), quoting the order number. The Buyer must take reasonable care of the Goods and they must be returned in an unused and saleable condition to avoid any handling, administration and/or product charge.

Clause 10 Invoice queries:

– All queries on invoice details must be notified to the Seller within two weeks (10 working days) of despatch of invoice from the Seller to the Buyer.

Clause 11 Cancellations:

– Cancellation of orders, in whole or in part, will not be accepted without the Seller’s consent in writing.

Clause 12 Indemnity against infringement of Patents, Trademarks etc:

– The Buyer shall indemnify the Seller against any claim or liability in respect of any infringement of a patent, registered design or trademark resulting from compliance with the Buyer’s instructions expressed.

Clause 13 Risk and property:

– Risk in the Goods passes to the Buyer on delivery (Clause 3). All Goods delivered and not incorporated in the products of the Buyer shall remain the property of the Seller until all sums due from the Buyer to the Seller have been paid. If the Buyer (a) fails to make any payment to the Seller when due or (b) proposes to compound with its creditors or (c) suffers any act of insolvency the Seller may without prejudice to any other remedies, enter upon any premises that the Buyer or any third party where the Goods are stored and re-possess the Goods, withhold delivery of any undelivered Goods and stop any Goods in transit.

Clause 14 Legal Construction:

– These conditions and any contract between the Seller and the Buyer shall in all respects be construed and operate as an English Contract and in conformity with English Law.

Clause 15 No Waiver:

– No variation or waiver of these terms and conditions can be made.

QF01/7 (07/07)

You might also want to read Customer Terms & Condition – Autoadapt.

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