In these conditions UNIVERSAL CATERING IMPORTS LIMITED are reffered to as TSI and the Customer is a company or individual(s) or other trading entity to which TSI supplies Goods (such being physical goods or related services). These conditions form the Contract for the supply of Goods by TSI to the customer and, in default of any other terms being agreed in writing between both parties, these conditions will apply to a Contract.
- Â The Contract is created when an order for a supply of Goods to the Customer by TSI is deemed accepted. Acceptance is evidenced via a written and undisputed purchase order from the Customer or order acknowledgement from TSI or other equivalent document.
- Any variation of terms for an order must be agreed between both parties before the Contract is created.
- Each order for Goods represents a separate Contract and no special conditions that may pertain to one Contract shall transfer to another Contract.
- A Contract once created may not be cancelled or varied by the Customer without the agreed consent in writing of TSI. Any reasonable costs incurred by TSI directly related to a cancellation or variation will be chargeable to the Customer.
- Unless otherwise determined between TSI and the Customer, goods not deemed withdrawn-goods (refer item 6) are sold subject to their availability. If TSI is unable to supply any goods ordered within 30 days after its agreed delivery date, then the Customer may cancel without penalty such goods from the Contract.
- TSI reserves the right at any time to withdraw goods from sale and without any liability. If the Customer has on-order any such goods at such time of withdrawal, then the Contract may be cancelled by the Customer in whole or in part without penalty.
- TSI may without liability or notice terminate a Contract in cases where there is reasonable cause to consider that the Customer may not fulfil or adhere to their obligations under the Contract. Such causes may arise if the Customer is known to become subject to liquidation, administration, bankruptcy, insolvency, litigation or other comparable situations.
- Force Majeure: Whilst TSI will make every effort to carry-out a Contract, the full performance of it is subject to variation or cancellation by TSI consequent upon causes deemed beyond the control of TSI. In the event that a Contract becomes frustrated due to a cause outside of the control of TSI, the Contract shall be deemed to be completed and the Customer shall be liable to pay for all Goods delivered up until frustration of the Contract.
- Written documents may be delivered by email, fax or post as deemed most appropriate for their purpose.
- TSI may change these terms and conditions from time to time and such changes become effective for any Contract created after such a time of change.
Specifications of goods
- TSI reserves the right to alter the specification of goods at its discretion and the Contract remains in full-force on condition that there is no material change in purpose, appearance or quality of the goods
- Descriptions of goods are presented in TSIs latest catalogue or supplemental documentation. Any descriptions, colours or measurements given should be treated as sufficiently accurate for their purpose and not absolute.
- Any errors or omissions in sales literature, price lists or other documents issued by TSI can be corrected without any liability on TSI.
- Any functional claims concerning an item of goods made by an official representative of TSI are valid only to the extent that the item is suitable for its purpose as appropriate to its description and level of specification.
Delivery of Goods
- TSI reserves the right to deliver Goods by instalments and time is not of the essence of the Contract unless otherwise agreed between both parties.
- Delivery of Goods are subject to carriage charges excepting for deliveries that satisfy TSIs free-of-charge delivery conditions at time of delivery or TSI has specifically agreed carriage-free delivery for the Contract.
- As agreed between TSI and the Customer delivery of Goods may be to a specified delivery address or by collection by the Customer from TSIs premises.
- For any refusal to accept delivery of Goods TSI may charge the Customer for the Contract as if delivery of Goods had actually occurred. In such an event the Customer is liable to TSIs administration charge (as applying at the time) and any carriage charges incurred relating to an abortive delivery.
- Notification of any loss, damage and their causes, shortages, wrong delivery or non-delivery of Goods must be made by phone, fax or email to TSI within 3 working days of delivery. Where possible, any irregularity on delivery should be noted on the carriers consignment note (or equivalent).
Price of Goods
- Standard prices are as specified in TSIs latest catalogue, supplemental literature or price-list as appropriate to the Customer.
- Prices for a Contract are as applicable to the related Goods at time of Contract creation.
- Any errors or omissions in pricing for a Contract on its order document or sales invoice can be corrected by TSI.
- TSI can at its sole discretion alter the prices charged for goods at any time and such price changes will be announced and applied from that time.
- Costs charged on Goods supplied are subject to value-added tax prevailing at the time of supply (unless circumstances that pertain to zero VAT apply).
Payment of Goods
- An invoice for a supply of Goods is to be issued by TSI to the Customer on despatch of the Goods to the Customer (unless otherwise declared for the Contract and in a such case issue will occur according to such declaration).
- TSI may withdraw without giving notice credit-account facilities from a Customer in cases of non-adherence to their account terms.
- Standard credit-account payment terms are strictly 30 days after the end of the month of the date of invoice unless specifically stated to be otherwise in writing.
- In the event that a payment is overdue beyond 60 days after the invoice date, TSIs administration charge (as applying at the time) may be levied.
- TSI is entitled to levy interest charges on any monies that are more than 60 days overdue at the rate of 8% above the LloydsTSB base-rate applying at time of levy.
- Any debt-recovery and legal costs incurred by TSI in seeking to obtain overdue monies shall be recoverable from the Customer.
- Should the Customer be a limited company, it is agreed from the onset of the online account application, that any outstanding debt will become personally liable to the director of that Company, should said Company cease trading.
- Should TSI instruct a debt-collection agent to act on its behalf a charge amounting to 10% of the gross value of monies outstanding will be applied.
Return of Goods
- Goods are not supplied on a Sale or Return basis.
- The Customer may return goods deemed to be faulty or damaged on delivery. TSI must be notified of such goods as soon as such fault or damage is identified (but no later than 3 working days after delivery).
- Return of these goods must be in accordance with TSIs returns procedures which are notified to the Customer at that time.
- Return of goods is not applicable in cases deemed to arise from inappropriate use or negligent use or not in accordance with any instructions related to the goods.
- Returned goods that are found not to be faulty or damaged will be returned to the Customer who is also liable to the associated carriage charges.
- For faulty or damaged goods that are returned, the Customer will be given a credit amounting to the net price paid for such goods.
- Goods supplied for the purpose of acting as sample goods will be subject to charge on a carriage-paid basis as standard.
- Where it is agreed between the Customer and TSI that sample goods are freeof-charge (exclusive of carriage) and no other special conditions apply, then the Customer must return such goods in pristine condition within 30 days of the same. In the event of failure to return the goods or the goods are not in pristine condition, the Customer is liable to pay for the goods.
Liabilities, warranties and disclaimers
- All goods remain the absolute property of TSI until they are fully paid-for by the Customer.
Retention of Title
- Risk of damage to or loss of goods passes to the Customer once delivery is deemed to have occurred.
- Goods sold as new are warranted on the same basis of guarantee as provided by the manufacturer.
- Should a fault arise due to a defect of manufacture then the Customer must inform TSI in writing and return the deemed faulty goods. Normal wearand-tear or misuse do not constitute a fault. In the event of no dispute then replacement of goods will normally apply.
- Goods are sold without any acceptance of fitness-for-purpose beyond the purposes and quality for which the goods are described.
- TSI accepts no consequential liabilities whatsoever in the event of any failure to supply goods or that may arise from the use or misuse or failure of any goods.
- Where Goods are supplied to the Customers specific specification, any costs arising due to claims by third-parties for infringement of patent, copyright, trademark, design or other intellectual or industrial rights will be met by the Customer.
- Any unauthorised use of images, content, or descriptions including TSI Sku / Product Codes, unless without prior written permission will be chargeable by 1 year license at £250 per product.
- The Contract shall be governed by and construed in accordance with the laws of England.