General

• We are only willing to agree to sell goods on the terms and conditions set out in this documents, which overrides any other express or implied terms in relation to any contract for sale.
• These terms can be altered only by a written statement signed by one of our duly authorised officers
• Orders placed with Sansetsu UK Ltd will be deemed to be accepted upon issue of a written order acknowledgement from Sansetsu UK Ltd.

Price and Payment

• All goods are sold at the price shown in our current price list at the date of order, subject to any discounts we have agreed with you from time to time. The price shall be exclusive of VAT which you will pay in addition to the price.
• Until credit facilities have been agreed, or if you have failed to abide by agreed credit terms, we reserve the right to require payment before delivery.
• If we have agreed to supply you on credit, you must pay all invoices in full within 30 days from the end of month of invoice.
• If you do not pay invoice in full within the period, we reserve the right:
  • to charge interest on any outstanding amount of 0.75 percent for every month or part of a month that the sum remains outstanding from the invoice date; and/or
  • to suspend delivery of any further goods ordered until all sums due have been paid.

Delivery

• We will arrange for the goods to be delivered to the address you choose but the cost of delivery will be included in our invoice.
• You must arrange for manpower and equipment to be available to unload the goods when they are delivered. If manpower and equipment are not made available, the goods will be returned to the Sansetsu UK Ltd warehouse at the expense of the customer and stored at the expense of the customer awaiting collection by the customer.
• We will do our best to ensure that goods are delivered on or before our estimated delivery date or dates, but these dates are estimates only and we cannot accept responsibility for any loss (whether direct, indirect or consequential or loss of profits), costs, damages, charges or expenses arising from delays in delivery however those delays arise, nor will any delay entitle you to terminate or rescind the contract unless the delay exceeds 21 days after the estimated delivery date.

Damage and Loss in Transit

If you think that any goods have been damaged in transit, or that some goods have not been delivered you must notify us within 3 days of delivery. We cannot accept any responsibility for any such claim unless we are notified within this time limit.

Return of Goods

We reserve the right, in our absolute discretion, to refuse to accept goods returned for any reason other than defects in the goods. If we do agree to accept returned goods, a handling charge of 20% of the invoice value of the goods may be charged.

Retention of Title

• All goods remain our property until you have paid in full for all goods delivered to you. Until we have received full payment, we reserve the right to repossess the goods and to enter onto any premises where we think the goods may be in order to do so.
• While the goods which are our property are in your possession you must mark and store them so that they easily identifiable as our goods. If you do not do so, we will have the right to seize any identical goods we have supplied whether they have been paid for or not.
• You have our permission (which we can withdraw at any time by written notice) to sell goods which have not been paid for but if your customer pays for those goods you must hold the money you owe us for them as a bare trustee for us and you must keep it in a separate bank account.
  Your rights of possession of the goods pending payment shall terminate immediately if you convene a meeting of creditors (whether formal or informal), or enter into liquidation (whether voluntary or compulsory), or have a receiver and/or manager, administrator or administrative receiver appointed over your undertaking or any part thereof, or documents are filed with the court for the appointment of an administrator or notice of intention to appoint an administrator is given by you or your directors or by a qualifying floating charge holder (as defined in paragraph 14 of Schedule B1 to the Insolvency Act 1986), or a resolution is passed or a petition presented to any court for your winding up or for the granting of an administration order in respect of you or any proceedings are commenced relating to your insolvency or possible insolvency; or you are unable to pay your debts within the meaning of section 123 of the Insolvency Act 1986 or you cease to trade.
• The Company may deliver the Goods by separate instalments. Each separate instalment may be invoiced separately and, if so, shall be paid for in accordance with the Contract. Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Company to deliver any one or more of the installments in accordance with these Conditions or any claim by the Buyer in respect of any one or more installment shall not entitle the Buyer to treat the Contract as a whole as repudiated.

Risk

Even though goods remain our property until you have paid for them, they are at your risk from the time of delivery (or, if earlier, attempted delivery in accordance with paragraph 3.2 above) and you must take care of them and insure them accordingly.

Warranty and Liability

• We guarantee that all goods we manufacture are made in good and workmanlike manner and will remain free from defects in materials or workmanship for one month from the date of delivery provided they have been handled and stored in a proper manner and in accordance with our recommendations.
• The efficiency of our goods in performing any given function will depend upon the way in which they are handled and stored and the loads, which they are subjected to during storage and use. We cannot therefore warrant that our goods are fit for any particular purpose unless full details of that purpose have been notified to us in writing and that any advice we have given relating to the use of our products for that particular purpose has been strictly followed.
• The above warranties are given in substitution for all other warranties either express or implied by statute or otherwise. All implied warranties are excluded to the maximum extent permissible by law.
• If any defect does arise in goods we have manufactured within one month of delivery we will replace the goods free of charge or, if that is not possible, we will refund any purchase price paid.
• We accept liability for any claim arising from personal injury or death caused by our negligence or fraudulent misrepresentation relating to any defect in materials and workmanship, which is covered by our warranty.
• We cannot accept any additional or further liability beyond that accepted in clauses 8.4 and 8.5 and in particular, but without limiting general scope of this limitation, we cannot accept liability for any financial (including, without limitation, loss of profits) or consequential loss or any damage arising form the use of the goods.

Force Majeure

We cannot accept any responsibility for any failure to fulfil our part of an agreement, which is caused by circumstances beyond our reasonable control including without limitation any act of God, governmental act, war, fire, flood, explosion industrial action, strike or lock-out and inability to obtain raw material, power, fuel or transport. If we are prevented from performing our obligations under an agreement for mo

Provision of Contract

If any provision of the terms and conditions is found by any court or administrative body of competent jurisdiction to be unenforceable or invalid, it shall be severable and such invalidity or unenforceability will not effect the remaining provisions of the contract which shall remain in place.

Jurisdiction and Law

The agreement will be governed by and construed in accordance with English law and each party submits to the exclusive jurisdiction of the English courts.