Terms & Conditions of Sale – Katerbay Limited Trading as CFE
In these Conditions the “Buyer” is any person acting on their own behalf or for a Firm or Limited Company who enters into a contract, placing an Order whether written or verbal.
In these Conditions the “Company” is known as Katerbay Limited trading as CFE.
In these Conditions the “Goods” means any items sold or supplied by Katerbay Limited trading as CFE.
In these Conditions the “Order” means any request or order to purchase the Goods.
1. Format of this Contract
1.1 All quotations are made and all orders are subject to the terms and conditions contained herein.
1.2 The Buyer’s written or verbal order should be deemed to be an acceptance of the terms and condition here in, to the exclusions of any representations of statements made prior to contract, all other terms and conditions contained to the Buyers written or verbal order, or implied by law subject only to any variations maybe expressly agreed by the Company in writing, signed by a director. No sales person, employee, agent or representative of the Company is authorised to vary, alter or modify the terms and conditions herein.
1.3 All descriptive matters and specifications in the Company’s leaflets, brochures, prices lists, websites and other advertising media do not form part of this contract. No design, drawing or specification shall be regarded as incorporated into this contract unless the final details thereof are stated in, or annexed to the contract.
1.4 The Company reserves the right to accept or refuse orders. The Company reserves the right to cancel any uncompleted order or to suspend delivery if the Buyer fails to observe of any term in this contract.
1.5 If one or more items herein prove to be invalid or unenforceable, all the other terms shall remain valid and enforceable.
1.6 No waiver by the Company of any default on the part of the Buyer shall be deemed to be a waiver of any prior or subsequent default, nor shall such a waiver affect the right of the Company contained herein.
1.7 In addition to the rights and remedies of the Company expressed herein, the Company shall have the rights and remedies confirmed by law, and shall not be required to process with the agreement if the Buyer is in default in the performance of this, or any other agreement with the Company.
2. Goods Being Sold
2.1 Descriptions and specifications for the Goods are set out on the Company’s website and catalogue from which the Order is placed provided the catalogue and/or website is current at the time of the Order. The Company reserves the right to substitute the Goods with newer versions or items of comparable quality.
2.2 Goods ordered in a specific size or design, are sold subject to stock availability. The Company may substitute the Goods with items of an alternative size or design with the Buyer’s approval.
2.3 If any Goods are unavailable or out of stock then the Company may cancel the Order in whole or in part and refund any monies paid, issue a credit note or otherwise vary the Order with the Buyer’s approval.
3. Prices, Terms of Payment and Payment Methods
3.1 Unless otherwise agreed by a director of the Company in writing, payment of the full invoiced prices shall be made by the Buyer before delivery of the Goods.
3.2 An extra charge above the price quoted will be made if the site where the Goods are to be installed is not ready, level or cleared or is easily accessible to normal transport on a ground floor site. It is the Buyer’s sole responsibility and consents for the installation which may be required by law or by third parties.
3.3 If any materials specified are not available, the Company reserves the right, without notice, to substitute other materials within the opinion of the Company to be deemed suitable.
3.4 The Goods shall be payable at the prices listed on the Company’s website at the time of the Order or the Company’s catalogue from which the Order is placed provided the catalogue and/ or website is current. The Company reserves the right to update prices on the Company’s website or in future Company catalogues from time to time. Occasionally, prices advertised on the Company’s website may differ from prices advertised in the Company’s catalogue and the Company is under no obligation to honour the prices in the current website or catalogue. A delivery and/ or insurance charge may be payable in addition to the price of the Goods. All prices are quoted in Euro.
3.5 Unless otherwise stated, all prices quoted exclude Value Added Tax (“VAT”). Any such VAT shall be charged in accordance with the relevant regulations in force at the time of the Order.
3.6 Occasionally an error may cause the price published or advertised for Goods to be incorrect, in which case the Company shall be under no obligation to honour the incorrect price.
3.7 Payment for Goods and Delivery may be made by electronic bank transfer, cheque, a valid credit/debit card or cash. Cheques usually require a minimum of 7 working days to clear the Buyer’s account and an order or quote number MUST be referenced with payment. The Company reserves the right to withhold or refuse further shipments of Goods until all overdue accounts are settled. Any unpaid or dishonoured cheques returned by a bank will be subject to a minimum administration fee of €50.
3.8 Payment terms are strictly 30 days from the date of invoice for approved account holders. The Company reserves the right to charge interest at a rate of 0.75% per calendar month above the base lending rate of the Bank of Ireland on late or overdue payments by the Buyer.
3.9 All Orders may be subject to further credit or security checks or further security for payment such as the provision of a suitable letter of credit, bank, company or director’s guarantee.
3.10 Buyer trade credit accounts are provided solely at the Company’s discretion and are subject to regular credit and security checks for approval. The Company reserves the right to suspend or withdraw credit account facilities at any time.
4.1 Full delivery prices and options are listed in the Company’s catalogue and are subject to change without notice.
4.2 Standard delivery is approximately one to three days from available stock in Ireland subject to an Order (with the relevant delivery charge) being accepted by the Company before 3.00pm on a working day (a working day is a day other than weekends and bank/ public holidays) and provided no additional security checks are required and the Goods are available. If the Order cannot be delivered then delivery will usually be completed within 5 days. The delivery referred to in the Company’s confirmation of Order shall only be regarded an estimate of the actual delivery date.
4.3 If the Company attempts to deliver Goods, and such an attempted delivery is aborted due to the Buyer’s refusal to accept Goods for whatever reason, then unless the Buyer shall have given the Company reasonable written notice of the Buyer’s wish to postpone the delivery date, the Company shall have the right to charge the Buyer with all costs and expenses of the aborted delivery.
4.4 Export deliveries will usually be dispatched as soon as possible however the actual delivery time will vary depending on the delivery location.
4.5 The Company will use reasonable endeavors to meet delivery estimates in all cases however the Company cannot be held liable for any delay in delivery.
4.6 Risk in the Goods transfers to the Buyer at the time of delivery but title shall not pass until payment has been made in full for the Goods in question. Until title has passed, the Buyer shall act as bailee for the Company and identify, protect and store the Goods separately. The Company reserves the right to retrieve Goods that have not been paid for and the Buyer shall give reasonable access to the Buyer’s designated premises for the Company to do so.
4.7 Goods delivered are used, stored and installed at the Buyer’s own risk and the Company shall not be liable for any damage, loss or disruption or any other peril caused by the same. Where installation/ disconnection services have been ordered by the Buyer, further charges, terms and conditions may apply as communicated by the Company to the Buyer from time to time.
4.8 All large machinery, refrigeration and flat packed Goods are delivered to the front door of ground floor locations only. The delivery person/ driver may at his/ her discretion assist with delivering the Goods to a location within the premises nominated by the Buyer, at the Buyer’s sole risk.
4.9 Where delivery is delayed, cancelled or not accepted by the Buyer (including due to lack of delivery instructions), the Company reserves the right to charge for cancelled deliveries or for storage at nominal cost for the respective Goods calculated monthly until a successful delivery can be made.
5. Warranties and Notice of Defects
5.1 The Company is obliged to notify all claims to its carriers within 24 hours of delivery. Consequently goods must be inspected on delivery, unsigned or signed as unchecked delivery dockets will be deemed as goods ok, claims regarding incomplete delivery or notices of defect must be submitted to the Company by email immediately after the delivery of the Goods and must be significantly evident. If complaints are not submitted, the goods shall be deemed to be delivered and in perfect condition.
5.2 Goods that are damaged on delivery must be written on the delivery note by the Buyer. The Buyer on immediate delivery must visually inspect all Goods. Goods that are missing, delivered faulty or defective may be replaced at the Company’s discretion.
5.3 The warranty does not apply to the following:
a) Second-hand products supplied hereunder
b) Damage of any part caused by overloading, abuse, miss-use, tampering, neglect or accident or putting to use other than normally recommended by the Company
c) any product or part repaired, altered or assembled by any other company, its supplier or its appointed installation or service contractor, which is in sole judgment of the Company affects the performance, stability, or purpose for which it was manufactured
d) To payment or removal or installation charges of warranted parts
e) To loss of food or contents of the equipment (It is advisable for the Buyer to inform their insurer on the acquisition of new appliances.)
f) For any claim in excess of the contract price for each item
g) Where the Buyer or its agent has inspected and approved the goods prior to delivery
h) To any additional damage caused by the Buyer’s failure to notify the Company of a defect in accordance with clauses 5.1 and 5.2
5.4 The warranty is in lieu of all other warranties expressed or implied, including any implied warranty of merchantability or fitness for a particular purpose, and in no event shall the company be liable for consequential loss or damage.
5.5 The Company herewith limits liability upon any claim arising in respect of negligence by the company in the manufactured part of the new product. Further, in the Company should be the subject of a claim in negligence by any other party in respect of a part on a new product supplied to the Buyer, the Buyer shall indemnify the Company for any such claim, which exceeds the limitation of the liability as set out previously herein.
6. Order Termination
6.1 The Company reserves the right, by notice to the Buyer, to cancel or suspend any Order where payment has not been received in accordance with Clause 3 of this Agreement.
6.2 The Company reserves the right to terminate this Agreement in the event of the Buyer being unable to pay its debts or becoming bankrupt or having a winding-up order made or appointing an administrator, liquidator, receiver or similar.
6.3 The Company reserves the right to suspend or terminate performance of this Agreement where delivery or supply of the Goods and/ or performance of this Agreement is affected by reasons out of the Company’s reasonable control such as force majeure, act of God, adverse weather and government intervention, sanction or legislation.
6.4 The Company reserves the right to cancel any Order where it is reasonably suspected that the Buyer is not legally permitted to purchase any Goods specified in the Order.
7. Extent of Liability
7.1 The Buyer agrees that the Company shall not be liable for any losses or damage suffered by the Buyer including but not limited to consequential loss, loss of business, business interruption or loss of time due to the use or purchase of the Goods by the Buyer. Nothing in this Agreement shall exclude the Company’s statutory liability for injury or death.
7.2 Goods sold are not insured for delivery unless confirmed as insured by the Company on acceptance of the Order.
7.3 The Buyer agrees that he/ she has authority to place the Order and where the Buyer is or is acting on behalf of a limited liability company, undertakes to guarantee payment (“the Guarantor”) of all monies due to the Company by the Buyer under this Agreement. If the Buyer goes into receivership, administration or liquidation the Guarantor undertakes to pay the receiver, administrator or liquidator such sums due as to discharge the Buyer’s debt to the Company.
7.4 The Company’s quotation does not include the following:
a) Any electrical wiring, plumbing, building works, making good, or any materials or services not specifically mentioned in the quotation
b) Any casual labour, cost of hiring, lifting or handling equipment or scaffolding required to convey Goods supplied to the site
c) Cost of lighting, power, heating and water required during erection and installation of equipment on site
d) Any insurance payable related to the above
The above items are to be provided and paid for by the Buyer.
7.5 The quotation and specification are based on the assumption that the equipment can be installed in such position that is available for the condensing process at all times, a constant supply either of free air at a temperature no higher than 27 Degrees Celsius and the ambient temperature does not exceed 27 Degrees Celsius. If these conditions do not exist and that fact is not disclosed to the Company, the Company reserves the right, either to cancel the contract or to make an extra charge above the price quoted, for the cost of carrying out modifications necessary or to cancel the warranty.
7.6 The Company will carry out installation in a workmanlike manner and to the best of its ability, but shall not be liable to any damages caused to persons or property in or about the premises caused by reasons beyond the control of the Company or it’s employees, contractors and agents.
7.7 The Company accepts no liability arising from or contributed to by the fixing of equipment by the Buyer or by contractors employed by them or placing on equipment or of articles of excessive weight.
8. Intellectual Property
8.1 Goods sold or supplied by the Company may be subject to copyright or license (whether owned by the Company or a third party) and the Buyer covenants not to breach, infringe or prejudice any intellectual property and copyright associated with the Goods without approval. The Buyer agrees to indemnify and hold the Company harmless for any breach of said covenant or infringement of third party intellectual property rights.
9.1 No delay or failure on the part of the Company in enforcing any provision of this Agreement shall be deemed to operate as a waiver of any rights held by the Company under this Agreement nor shall any single or partial exercise of any rights or remedies by the Company preclude any other or further exercise of a right or remedy.
9.2 If any provision of this Agreement is declared void or unenforceable by a court of law, that provision shall to the extent of such invalidity or unenforceability be deemed severable and all other provisions in this Agreement shall apply and remain in force to the fullest extent permissible.
9.3 Unless expressly agreed in writing, nothing in this Agreement shall confer any rights to third parties under the Contracts (Rights of Third Parties) Act 1999 (as amended).
9.4 The Company reserves the right to sub-contract or assign all or part of the performance and obligations of this Agreement. The Company will use reasonable endeavors to notify the Buyer where such sub-contract or assignation takes place.
9.5 Any clerical errors or omissions contained by the Company’s quotation, acknowledgement of order or invoices shall be rectified by the Company on discovery and notified to the Buyer, such errors or omissions shall be binding on the Company and rectification thereof shall not invalidate the contract.
9.6 The Company reserves the right to sub-contract any order or part of an Order.
9.7 This Agreement is governed by Irish law and the Parties shall be subject to the non-exclusive jurisdiction of the Irish courts.
9.8 Any right or obligation contained in this Agreement shall be distinct and severable and if one or more of the same are declared invalid, illegal, void or unenforceable then the remainder shall continue in force and effect to the fullest extent permissible by law.