| 1.)
General |
|
 In
these terms and conditions of sale “the seller”
and “the company” means Hemini PLC and its trading
divisions. “The customer” or “buyer”
means the customer to whom the company agrees to supply goods.
“Products” means any equipment or services supplied
by the company. These terms and conditions shall apply to
all contracts entered into between the company and the customer
unless agreed to the contrary in writing by a director of
the company.
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| 2.)
Incorporation of Conditions |
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(A)
Hemini PLC will be under no liability for any Order received
until the Order is accepted by the company in writing.
(B)
The terms and conditions herein contained shall apply to the
Contract and any offer, order, acceptance, sales and/or delivery
or any conduct in confirmation of any transcription will be
subjected to these terms and conditions which are the only
basis upon which Hemini PLC does business and shell prevail
notwithstanding any printed or other conditions referred to
in any purchase order or other document prepared by or on
behalf of the buyer.
(C)
No other agreement, representation, promise, undertaking or
understanding of any kind unless specifically confirmed in
writing by a director of Hemini PLC shall add to vary or waive
any of these terms and conditions in whole or in part.
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| 3.)
Seller's rights |
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(A)
To withdraw or cancel quotation at any time without liability
in respect of such cancellation for any loss to the buyer
including consequential loss however arising
(B)
To refuse or delay the supply where the customers credit or
conduct of his account is unsatisfactory;
(C)
To modify designs and specifications for products without
prior notification and withdraw products replacing them with
items of the equivalent specification.
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| 4.)
Prices |
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Notwithstanding
any price specified in the order acceptance the price of the
products shall be that applicable on the date of delivery.
The seller will endeavour to maintain prices quoted but the
seller reserves the right to increase quoted prices at any
time to take the account of increase in costs including (without
limitation) costs of labour, materials or other overheads.
(I) Taxes (excluding VAT),
insurance and delivery (excluding VAT) are not included
in the pricing.
(II) Credit and Debit cards are subject to a surcharge applicable at the time of order, which can be up to 5%.
(III) Any special packing or alternation to the order required
by the buyer is not included in the pricing.
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| 5.)
Payment |
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(A)
Hemini PLC’s terms of payment are strictly payment on
delivery of the products or performance of the supply of services
without deduction unless the invoice states otherwise.
(B)
Hemini PLC shall be entitled to interest on invoice sums outstanding
for more than 14 days from the date of invoice at the rate
of 2% per month from the date payment of invoice to the date
payment is received by Hemini PLC.
(C)
Failure by the buyer to the pay in accordance with the provisions
of this clause entitles the seller, without prejudice to its
rights to damages, to suspend any outstanding delivery or
to cancel the contract.
(D)
Unless the buyer has an account with Hemini PLC all invoices
are payable before shipment of the goods or against pro-forma
invoice, whichever is earlier.
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| 6.)
Delivery |
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(A)
Dates and times quoted by the company for delivery run from
the receipt by the company of a written order or from resolutions
of technical details whichever is the later. All dates and
times quoted are estimates only and any delay in meeting delivery
dates will not give rise to a right to cancel the order unless
such a right is specifically reserved in the customer’s
written order and accepted in writing by the company.
(B)
Offers for goods ex-stock are subject to the goods being unsold
at the time of the customer’s order or resolution of
technical details whichever is the later.
(C)
Unless specifically included in the quotation, prices do not
include delivery and any delivery costs incurred by Hemini
PLC will be passed on to the customer.
(D)
The buyer shall examine the products on arrival and notify
Hemini PLC by facimile transmission or by registered post
within 1 working days of delivery or any damage or short delivery
of the products specified in the order. If the company does
not receive such notice, the delivery shall be deemed accepted
by the customer from there on.
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| 7.)
Returns / refunds |
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(A)
Hemini PLC reserves the right to levy an administration charge
in respect of the rotation of products and returns.
(B)
Returns must be made subject to the following:
(I) Within 7 days of the date
of received purchase (IV) The product must be in saleable
condition
(II) The product must be accompanied by a detailed packing
list (V) The product is covered by warranty (see
section 9)
(III) The product must be with original material
(IV) I agree to Hemini PLC's Terms and Conditions and the Surcharge for this Credit card transaction.I also agree that this order is non cancellable / refundable order.
(C)
Hemini PLC reserves the right to reject any products returned
which do not comply with the conditions set out in 7 (B).
(D)
If Hemini PLC nevertheless agrees to accept any products returned
in a non-saleable condition, Hemini PLC reserves the right
to charge the cost to the customer of bringing the products
to a saleable condition.
(E)
Deposits paid by buyer to secure/reserve goods or services
are non-refundable.
(F)
Refunds on any item are purely at the discretion of Hemini
PLC.
(G)
The company will not be liable for the backup and security
of software data as it is ultimately the customers responsability.
(H)
Goods will not be accepted until a valid returns number is
issued by HEMINI Plc.
(I)
Goods sent under warrenty repair deemed faulty by customer
and subsequently proved to be in working order, HEMINI Plc
will charge the customer for testing the item.
(J)
All carriage charges will be incurred by the customer.
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| 8.)
Warranty |
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(A)
Hemini PLC will endeavor to ensure that the buyer receives
the benefit of any guarantee or warranty, which is provided
as standard to the seller by the manufacturer.
(B)
The buyer is responsible for adhering to the terms of such
guarantee or warranty and ensuring that all conditions are
fully complied with.
(C)
In cases where the manufacturer or supplier offers no guarantee
or warranty, or if any act of the seller has invalidated such
guarantee, then the buyer shall be liable for all repair/replacement
costs incurred.
(D)
The buyer must ensure that the products are serviced, maintained
and used properly in accordance with Hemini PLC’s and
the manufacturer’s recommendations and are not fitted
or used with any parts,accessories or ancillary equipment
other then those recommended by manufacturer or stated by
the manufacturer to be suitable.
(E)
No attempt must be made by the buyer or any third party to
remedy any defect or to dismantle or otherwise tamper in any
way with the products except in accordance with specific instruction,
direction and/or request of Hemini PLC.
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| 9.)
Cancellation of contract |
|
A
contract cannot be cancelled except with Hemini PLC’s
consent and on terms and which will indemnify Hemini PLC against
all loss.
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| 10.)
Transfer of property |
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(A)
Notwithstanding delivery to the buyer, legal and beneficial
ownership in the products shall remain with Hemini PLC until
the customer has paid the price and all other outstanding
amounts due or to become due to Hemini PLC in respect of this
or any other business transaction between the parties. Until
such payment the buyer shall (1) take all necessary measures
for the protection of the products including maintaining adequate
insurance therefor and (2) not dispose of, whether by sale
or otherwise, the product or any part of them to any other
party whatsoever.
(B)
As long as ownership and title in the products remains in
Hemini PLC, Hemini PLC shall have the right without prejudices
to the obligation of the customer to have full access to and
to re-take possession of the product.
(C)
If any of the events referred to below happen, notice thereof
is to be given immediately to Hemini PLC by the customer.
Furthermore, all products, which are the property of HEMINI
PLC pursuant to the provision of the Clause 10 and are in
the possession of the customer, shall be delivered immediately
to Hemini PLC. Without prejudices to the customers duty to
make delivery as aforesaid, Hemini PLC upon receiving notice
from whatsoever source of the happening of any one of the
said events, shall also have the right during normal business
hours to enter upon said land or buildings of the customer
to take possession of Hemini PLC’s products. The events
referred to above are:
(I) Any notice to the customer
that a receiver or manager is to be or has been appointed;
(II) Any notice to the customer that a petition to wind-up
the customer to be or has been present or any notice of
a resolution to wind up the the customer;
(III) A decision by the customer that the customer intends
to make an arrangement with its creditors.
(D)
The customer shall not create or allow to be created any right
in the product in favor of any third party. If the customer
breaches any of the provisions of the sub-paragraph the value
and the outstanding amounts on the order shall immediately
and notwithstanding any contractual term to the contrary become
payable.
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| 11.)
Title and risk |
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(A)
Risk in the products shall pass to the customer at the time
of delivery or collection by the customer or its agent whichever
is earlier.
(B)
Title to the products shall remain vested in the company (not
withstanding the passing of possession and risk to the customer)
until the price and all other money due to from the customer
to Hemini PLC on any other account has been paid in full.
(C)
Until the products passes to the customer, the customer shall
hold the same in its fiduciary capacity as bailee for Hemini
PLC and shall keep the products separate from that of the
customer and third parities and ensure that the products are
at all time identifiable as the company’s property;
and the retake possession of the goods at any time. For that
purpose the customer agrees that the company or its servants
and agents may enter upon any land of premises occupied or
used by the customer. |
