NCH Associates

General Terms and Conditions of Sale

 

January 2004

 

Products and Services (Products) are sold by NCH Associates (NCH) on the following general terms which cancel all previous general terms and conditions of sale. Where applicable, special terms and conditions of sale are specified in NCH catalogues, price lists, quotations or other literature.

 

Payment 

Accounts for Products are payable at the following postal address

 

N C H Associates

299-301 Charminster Rd.

BOURNEMOUTH

BH8 9QP

 

Until a credit account is established, all business with new customers is on a cash basis unless otherwise agreed.

 

Non-payment by the due date entitles NCH to cancel the contract or to suspend deliveries or support without further notice.

 

Price

All prices will be those ruling at the date of delivery or those quoted.

 

NCH price lists do not constitute an offer.

 

All prices are exclusive of any applicable VAT, which the customer shall be additionally liable to pay NCH.

 

Uncontrollable events and delays

In case of delays caused by circumstances beyond the control of NCH or NCH suppliers, NCH shall have the right to either suspend deliveries without notice or cancel the contract without liability.

 

By way of illustration and not of limitation, the following are to be treated as uncontrollable events: strike, lockout, riot, revolution, mobilisation, war, epidemic, official regulations, transportation difficulties, working difficulties, machine breakdown, fires, failure of suppliers, or other causes, whether similar or not.

 

Resale

Products are supplied subject to the following conditions.

 

a. Products shall remain in their original packaging and the marks, numbers or references indicated on the Products or packaging shall neither be covered, defaced, altered or erased.

b. Products normally shall be resold at any trade level only by qualified personnel and in premises suitable for their storage, display and sale under satisfactory conditions.

 

Advertising

NCH advertising and display material is supplied to the customer for his own business. The customer must not in any way imply that he is the agent of NCH, since this implies one who acts on behalf of and with authority from a principal.

 

Customers considering advertising are invited to consult the relevant NCH department.

 

Law of the Contract

In the case of legal disputes, the law and the courts of England shall apply.

 

Customer order conditions

Any provisions of the customer’s order which conflict with, or are in addition to, the general terms and conditions of sale and conditions of sale or any special terms of business will be excluded.

 

Consequences of the non-application of a clause in the present Terms and Conditions of Sale

Should any of these general terms of business and conditions of sale be inapplicable, this would not imply that the rest of the present terms do not remain valid.

 

Verbal Agreements

Any verbal agreement that does not conform to the present terms, shall not be binding on NCH unless it has been confirmed by NCH

in writing.

 

Credit and Payment

a. Unless otherwise agreed, the granting of credit facilities is made on the condition that payment is received by NCH at the postal address referred to above, 14 days after the date of invoice, and NCH reserves the right to withdraw credit facilities forthwith if this condition is not observed.

b. NCH may charge interest on overdue accounts from date of invoice until the date of actual payment in accordance with the Late Payment of Commercial Debts (Interest) Act 1988.

 

Delivery

a. Products supplied by NCH are delivered at the risk of NCH, unless a customer stipulates a special method of delivery, in which event Products are delivered at the risk of the customer and an extra charge may be made for delivery.

b. Any stated delivery date constitutes only a warranty for NCH to use reasonable endeavours to effect delivery by or about that date. No liability will be accepted by NCH for failure to meet delivery dates, however caused.

c. In any event, any liability for loss or damage in the course of delivery shall in all circumstances whatsoever be limited (at the option of NCH) to the repair or replacement of the Products concerned or to the crediting of the customer with the invoice value of such Products.

d. In the event of damage, the customer must advise NCH of any such damage, within 48 hours of delivery. No claim for damage will be allowed if advice is beyond this time limit.

 

Returns Procedure      

Product may only be returned to NCH after first obtaining NCH’s agreement to do so. Whenever NCH agrees to accept goods for return, it will do so by issuing a Returns Material Authorisation (RMA) number. NCH drivers or its delivery carriers are not authorised to collect products for return without an appropriate reference number and any items received at NCH’s warehouses that do not clearly display an authorised RMA number, will be rejected. All returns must be completed within 10 days of the issue of an RMA number. 

 

Dead on Arrival (DOA)

Any product that has been received by an end-user and deemed to be non-working or faulty, within 10 days from date of end-user invoice, is deemed to be DOA. Provided the defect is confirmed by NCH technical support and the end-user proof of purchase date is supplied, such products will be replaced for a new unit, stocks permitting or for a purchase price credit, where stocks are no longer available. Any Products exceeding this 10 day period and/or that were originally purchased from NCH over a period greater than 6 months (hardware) or 12 months (software) will not qualify for replacement or credit and will fall under the standard warranty terms and conditions of the manufacturer.

 

Warranty

All products are supplied with the benefit of the manufacturers warranty agreement and warranty process.

All works carried out by NCH are warranted against faulty workmanship for a period of 12 months from the date of the works being carried out.

The warranties are void if any third party is permitted to have access to the warranted supplied goods or works without the written permission of NCH.

 

 

Damaged Goods      

Any products received visibly damaged must be notified, in writing or via email, to NCH within 48 hours of receipt. All such units will be replaced provided the damage was incurred prior to receipt by either the customer or the customer’s carrier.

 

Receiving Errors

Receipts of incorrect shipments must be notified, in writing or via email, to NCH within 5 working days of NCH invoice date. All such disputes will be resolved trough arbitration using all the information available at that time e.g. proof of delivery.

 

Undamaged, non-defective goods              

Generally, non defective, undamaged goods will only be accepted back when they have not been supplied to order.  In exceptional circumstances NCH may allow the return of certain non-defective goods, however such returns will be on a case-by-case basis and will be subject to a re-stocking fee. Such requests should be made to NCH’s sales department. All non-defective returns will only be accepted for goods that are received at NCH’s warehouse in a pristine condition – i.e. undamaged, unmarked, unopened and together with any accessories or cables as originally supplied. The customer is entirely responsible for the transportation and packaging of such goods.

 

Title & risk

Until full payment has been received by NCH for all products whatsoever, supplied at any time by NCH to the customer.

 

a. property of the products shall remain in NCH.

 

b. the customer shall store the products in such a way that they can be readily identified as being the property of NCH, and at all times in accordance with NCH’s recommendations.

 

c. subject to (d) and (e) below, the customer shall be at liberty in its own name (but not on behalf of or in the name of NCH) to sell the Products in the ordinary course of business, on the basis that the proceeds of the sale shall be the property of and held on trust for NCH.      

 

d. NCH may at any time suspend or revoke the customer’s power of sale by notice to the customer if the customer is in default for longer than 14 days in payment of any sum whatsoever due to NCH or if any Bill of Exchange, cheque or other negotiable instrument drawn or accepted or endorsed by the customer in favour of NCH is dishonoured on presentation for payment.

 

e. The customer’s power of sale shall automatically come to an end if a Receiver is appointed over any of the assets or the undertaking the customer or a Winding Up Order is made against the customer or the customer goes into voluntary liquidation (otherwise than for the purpose of reconstruction or amalgamation) or causes a meeting of, or makes any arrangement or composition with creditors or commits any act of bankruptcy:

 

f. upon revocation or determination of the customer’s power of sale under (d) or (e), the customer shall place the Products at the disposal of NCH, which shall be entitled to enter upon any premises of the customer for the purpose of removing such products from the premises.

 

Where payment is made by cheque, NCH shall not be deemed to have relieved payment until the cheque has been cleared.

Not withstanding the foregoing, risk in the Products shall pass to the customer on delivery except where the customer requires a special method of shipment in which case risk shall pass to the customer when the products leave NCH’s premises.

 

 

Product information

The customer shall ensure that any safety information of whatever kind provided by NCH in relation to the Products supplied is passed, where the Products are supplied for use at work, to the customer’s employees or, where the Products are supplied for resale to the subsequent purchaser the customer shall not alter, mask or remove any such safety information from the Products.

 

Limitation of Liability

NCH will repair or at its option, replace or credit the customer with the invoice value of any products found to be defective or faulty in all circumstances whatsoever the liability of NCH, in respect of any failure to comply with the contract or other breach of duty shall be limited to such repair, replacement or credit.

 

Amendments

NCH reserve the right to alter or amend these General Terms & Conditions of Sale for any particular class of Products or customer with reasonable notice.