1.1 In these Conditions: 'Buyer' means the person who accepts a quotation of the Seller or the sale of the Goods or whose order for the Goods is accepted by the Seller. 'Goods' means the goods (including any instalment of the goods or any parts for them), which the Seller is to supply in accordance with these Conditions. 'Seller' means Moss Electrical Co. Limited (registered in England and Wales under registration number 2734834), Moss Electrical (SW) Co. Limited (registered in England and Wales under registration number 5364135), & Moss Electrical (NW) Co. Limited (registered in England and Wales under registration number 7706906). 'Conditions' means the standard terms and condition of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and the Seller. 'Contract' means the contract for the purchase and sale of the Goods. 'Writing' includes telex, cable, facsimile transmission and comparable means of communication.
1.2 Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time.
1.3 The headings in these Conditions are for convenience only and shall not affect their interpretation.
2.1 The Seller shall sell and the Buyer shall purchase the Goods in accordance with any written quotation of the Seller which is accepted by the Buyer, or any written order of the Buyer which is accepted by the Seller, subject in either case to these Conditions, which shall govern the Contract to the exclusion of any other terms and conditions.
2.2 No variation to these Conditions shall be binding unless agreed in Writing between the authorised representatives of the Buyer and the Seller.
2.3 The Seller's employees or agents are not authorised to make any representations concerning the Goods unless confirmed in writing by the Seller.
2.4 Any advice or recommendation given by the Seller or its employees or agents as to the storage, application or use of the Goods which is not confirmed in Writing by the Seller is followed or acted upon entirely at the Buyer's own risk.
2.5 Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document issued by the Seller shall be subject to correction without any liability on the part of the Seller.
2.6 Where the Buyer is in breach of his obligations under the conditions of sale the Seller is entitled to rely on the remedies in sub-clause 5.5.1 to 5.5.3.
3.1 No order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until confirmed in writing by the Seller's authorised representative. If the Buyer orders goods by telephone, the Buyer must send written confirmation of that order to the Seller within three days.
3.2 The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order and for giving the Seller any necessary information relating to the Goods within sufficient time.
3.3 The quantity, quality and description of any specification for the Goods shall be those set out in the Seller's quotation (if accepted by the Buyer) or the Buyer's order (if accepted by the Seller).
3.4 If the Goods are to be manufactured or any process is to be applied by the Seller in accordance with a specification submitted by the Buyer, the Buyer shall indemnify the Seller against all losses arising from infringement claims.
3.5 The Seller reserves the right to make any changes in the specification of the Goods to conform with statutory requirements or minor changes that do not materially affect quality or performance.
3.6 No order which has been accepted by the Seller may be cancelled or varied by the Buyer except with the agreement in Writing of the Seller and on terms that the Buyer indemnifies the Seller in full.
3.7 The Seller reserves the right to refuse or cancel orders, suspend deliveries, and refuse cancellation of an order.
4.1 The price of the Goods shall be the Seller's quoted price or, where no price has been quoted, the price listed in the Seller's current price list.
4.2 All prices quoted are estimates valid for fourteen days or until earlier acceptance by the Buyer.
4.3 The Seller reserves the right to increase the price to reflect any increase in costs beyond its control, or any change requested by the Buyer.
4.4 Unless otherwise agreed, prices are ex works and the Buyer is liable for transport, packaging and insurance if delivery is arranged otherwise.
4.5 The cost of pallets and returnable containers will be charged, but credit will be given if returned undamaged.
5.1 The Seller may invoice the Buyer for the price of the Goods on or after the Goods have been ordered.
5.2 The Seller reserves the right to refuse orders without payment in advance.
5.3 Payment shall be made as follows:
5.4 Payment time is of the essence. Receipts issued only on request.
5.5 If the Buyer fails to pay on the due date, the Seller may:
6.1 Delivery shall be made by collection at the Seller's premises or to another agreed place.
6.2 Delivery within van areas is without charge.
6.3 Dates are approximate. Time is not of the essence unless agreed.
6.4 Instalment deliveries are separate contracts; failure in one does not void the whole Contract.
6.5 If the Seller fails to deliver, liability is limited to the cost to the Buyer of replacement goods minus the contract price.
6.6 If the Buyer fails to take delivery, the Seller may store or sell the Goods at the Buyer's cost.
7.1 Risk passes to the Buyer on collection or delivery.
7.2 Property in the Goods remains with the Seller until full payment.
7.3 The Buyer holds the Goods as fiduciary agent until payment.
7.4 The Seller may repossess unpaid Goods.
7.5 Proceeds from resale must be held in trust.
7.6 Buyer may not pledge Goods as security.
8.1 The Seller warrants Goods against defects for 12 months from initial use or delivery.
8.2 Warranty excludes defects due to Buyer's design, misuse, or unpaid price.
8.3 All other statutory or implied warranties are excluded, except for consumer transactions.
8.4-8.14 Additional terms govern claims, liability, delays, and force majeure events.
The Seller indemnifies the Buyer against claims of intellectual property infringement unless arising from Buyer's specifications, with conditions to cooperate and allow Seller control over proceedings.
If the Buyer becomes insolvent or ceases business, the Seller may cancel the Contract or suspend further deliveries without liability.
11.1 Notices must be in writing and sent to the registered office.
11.2 No waiver by the Seller applies to subsequent breaches.
11.3 Invalid provisions do not affect the remainder.
11.4 The Contract is governed by English law and subject to the jurisdiction of English courts.
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