Terms And Conditions
1. Terms of Contract
1.1 These terms and conditions shall govern all sales of goods or
services (the Goods) by Pulse Fixings 2000 Limited (PFL) to any
buyer (The Buyer). Purchase orders by the Buyer shall constitute
offers to buy and no contract shall exist until the order has been
accepted by PFL and such contract shall be subject to PFL’s
terms and conditions here in set out.
The conditions of the buyers purchase order shall not form part of
the contract unless expressly agreed by PFL in writing. The
buyers purchase order must be in writing and show item number,
full description of goods and quantity.
1.2 All orders accepted by PFL are only accepted under these
terms and conditions, and to the exclusion of any other terms and
1.3 No variation of these conditions shall be effective unless in
writing and signed by or on behalf of both parties. Not with
standing any variation these conditions shall continue to apply
except in so far as they are specifically excluded in writing by PFL.
The buyer acknowledges that there are no representations outside
these terms and conditions, which have induced him/her to enter into
2.1 The price is exclusive of any VAT and any other tax, which
shall be paid by the Buyer.
2.2 The price of the Goods shall be PFL’S quoted price or, where
no price has been quoted (or a quoted price is no longer valid),
the price listed in PFL’s published price list current at the date of
acceptance of the order.
2.3 A quotation given by PFL will constitute an offer to trade only.
Any order from the Buyer based on the quotation shall constitute
an offer to buy and no contract shall exist until accepted by PFL
as herein provided.
2.4 The time of payment of the price shall be of the essence of the
3. Terms of Payment
3.1 Subject to any special terms agreed in writing between PFL
and the Buyer, PFL shall be entitled to invoice the Buyer for the
price of the Goods:
a) on or at any time after delivery of the Goods;
b) at any time after PFL has notified the Buyer that the Goods are
ready for delivery but the Buyer has requested PFL to delay
c) in any case where the Buyer is to collect or make arrangements
for collection of the Goods at any time after PFL has notified the
Buyer that the Goods are ready for collection.
3.2 The due date for the payment by the Buyer of the price of the
Goods shall be three days after the date of issue by PFL of the
invoice for the Goods notwithstanding that delivery may not have
taken place and the title to the Goods has not passed to the
3.3 Without prejudice to the provisions of sub-clause 3.2 PFL will
allow the Buyer the discretionary right to pay the price of the
Goods by the last day of the month following the month in which
PFL’s invoice is dated (the discretionary date) until this
discretionary right shall be withdrawn by PFL giving notice to the
buyer of such withdrawal. Notice shall not be given by PFL unless
the buyer shall be in default of any payment obligation on the part
of the buyer under any contract entered into between the buyer
3.4 Any payment on account will be allocated against the Buyer’s
longest outstanding invoices first, as determined solely by PFL.
3.5 Where the Buyer falls to make any payment by the
discretionary date then, without prejudice to any other right or
remedy available to PFL, PFL reserves the right to charge interest
on the amount unpaid at 5% over National Westminster Bank
base rate from time to time, calculated, on a daily basis, from and
including the discretionary date, until payment is received in full.
4. Goods In Transit
4.1 The Buyer hereby accepts the general conditions of any
carrier employed by PFL Neither PFL nor any carrier shall be
liable for damage or loss of Goods in transit or for shortage on
delivery unless notice in writing is given to the carrier concerned
and PFL within 3 days of the date of delivery, or in the case of
none delivery or loss of goods within 7 days from the date of
dispatch, and such other steps are taken by the buyer (including, if
necessary, shorter notice to the carrier concerned) as maybe
necessary to preserve the claim against the carrier.
4.2 In cases of Goods damaged or lost in transit to a destination
abroad, the provisions of 4.1 shall apply, save that PFL and the
carrier concerned must be notified in writing within 7 days of the
date of delivery of Goods or (if lost) within 45 days from the date
5.1 Delivery will be made to the Buyer at a United Kingdom site as
agreed. Delivery dates and times are given in good faith but are
estimates for information purposes only. No liability will attach to
PFL for failure to meet quoted delivery dates or times, time of
delivery shall not be of the essence.
5.2 PFL shall be entitled to use any method of transportation it
may select for despatch of the Goods.
5.3 PFL shall provide the Buyer with any documents or certificates
necessary to enable the Buyer to accept delivery. The Buyer shall
be responsible for unloading and storage of the Goods upon
delivery to the specified site. If through the buyers default, delivery
may not be accepted without prejudice to any other right or
remedy available to PFL, the buyer shall pay any extra costs
incurred by PFL
5.4 The cost of carriage and any packing, which at its sole
discretion PFL deems necessary shall be charged to the Buyer in
addition to the price of the Goods.
6.1 Where PFL has notified the Buyer that the Goods are ready
for delivery, the Buyer shall take delivery or arrange for storage. If
the Buyer does not so take delivery or arrange for storage within 7
days of notification, PFL shall be entitled to invoice and be paid for
the goods as though the goods have been duly delivered in
accordance with these instructions and PFL may arrange storage
either at PFL’s own premises or elsewhere on the buyers behalf
and all charges for storage, insurance and demurrage shall be
chargable by the buyer.
7.Title, Property and Risk
7.1 Notwithstanding delivery and the passing of risk in the Goods,
or any other provision of these conditions, the title to and the
property in the Goods shall not pass to the Buyer until PFL has
received in cash or cleared funds, payment in full of the price of
the Goods and all other Goods agreed to be sold by PFL to the
Buyer for which payment is due.
7.2 Until title to and the property in Goods pass to the Buyer, the
Buyer shat not pledge the Goods or documents of title thereto, or
allows any lien to arise thereon. The Buyer shall keep the Goods
separate and identified as the properly of PFL, and property
stored, protected and insured.
7.3 Until such time as the title to and property in the Goods
passes to the Buyer, PFL, without prejudice to any other right or
remedy available to it, shall be entitled at any time to require the
Buyer to deliver up the Goods to PFL and, if the buyer fails to do
so forthwith, to enter upon any premises of the buyer or 3rd party
where the goods are stored and repossess them
7.4 Risk of loss or of damage to the Goods shall pass to the Buyer
a) in the case of Goods for collection from PFL’S premises, 3 days
after the time when PFL notifies the Buyer that the Goods are
available for collection;
b) in the case of Goods to be delivered otherwise than at PFL’s
premises or if the Buyer fails to take delivery of the Goods at the
time of despatch by PFL
8. Cancellation of Order
8.1 The Buyer with PFL’S consent, which shall not be
unreasonably withheld, may cancel any order for Goods held in
stock by PFL at the date of such order and by a minimum of 48
hours written notice, provided that the Buyer shall pay a
cancellation charge equivalent to 30% of the order price of the
goods and reimburse PFL all costs incurred by PFL to any 3rd
party in relation to that order.
8.2 An order for non-standard Goods other than those held in
stock by PFL at the date of the Buyer’s order, may not be
cancelled once an order has been accepted by PFL
8.3 Each delivery of Goods will be considered as a separate order
for the purpose of this clause.
9. Defective Goods
9.1 If the Buyer notifies PFL writing within 28 days of delivery of
the Goods that they are defective, and returns the defective
Goods to PFL at its own expense and risk, PFL will at its option
replace or repair without charge the defective goods or any
defective components pert of such goods or credit the buyer with
the price of such goods.
9.2 In respect of Goode defective in manufacture, PFL will
endeavour to arrange for the manufacturer’s warranty to extend to
9.3 PFL will not be liable hereunder in any way if, when the Goods
which the Buyer alleges are defective are tested or examined by
PFL the alleged defect appears to have been caused by the
Buyer’s misuse, neglect improper installation, any cause beyond
the range of intended use of the product, or by accident, fire or
9.4 Unless otherwise provided in this Agreement and, except in
respect of death or personal injury caused by PFL’s negligence,
PFL shall not be liable to the Buyer by reason of any
representation (unless fraudulent), or any implied warranty,
condition, or other term, or any duty at common law, or under the
expressed term of the contract for any indirect, special or
consequential loss or damage (whether for loss of profit or
otherwise), costs, expenses or other claims for compensation
whatsoever (whether caused by the negligence cit PFL its
employees or agents or otherwise), which arise out of or in
connection with the supply of goods or the provision of services or
there use by the buyer. The entire liability of PFL shall not exceed
the contract price.
10. Non-Defective Goods
10.1 The return of non-defective Goods may only be considered
by PFL provided that all of the following conditions are met
a) the Goods are standard Goods normally held in stock by PFL
b) the Goods have been purchased from PFL and proof of such is
c) the Goods are in a re-saleable condition;
d) the Buyer agrees to pay a restocking charge equivalent to 50%
of the order price of the Goods;
e) the Buyer agrees to return the Goods to PFL at the Buyer’s
10.2 The Buyer may not return non-standard Goods to PFL under
11. Force Majeure
PFL shall not be liable for non-performance or delay in
performance or for any loss or damage to the Goods due to act of
God, war, riot, embargo, labour dispute, civil commotion, fire,
theft, shortage of labour or materials, confiscation, delays in
delivery or service manufactures, suppliers and subcontractors,
prohibition of import or export or any other unforeseen events
(whether or not similar in nature to those specified) outside its
12. Default of the Buyer
If the Buyer shall commit a breach of these conditions or of any of
its obligations to PFL or if any arrestment, distress or execution
shall be levied upon the Buyer’s properly or assets or if the Buyer
shall make or offer to make any arrangement or composition with
its creditors, or become subject to administration order, or commit
any acts of bankruptcy, or become apparently insolvent or grant a
trust deed for its creditors, or if any petition or receiving order in
bankruptcy shall be presented or made against it, or if the buyer
shall be a limited company and any resolution or petition to wind
up such company’s business (other than for the purpose of
amalgamation or reconstruction) shall be passed or presented, or
if a petition for the appointment of any administrator to such
company shall be presented, or ifs receiver of such companies
undertaking, property or assets or any part thereof shall be
appointed, or if PFL considers the arrangements for payment by
the buyer or the buyers credit to be unsatisfactory, PFL shall, at its
sole discretion, have the right forthwith to terminate any contract
subsisting with the buyer, without prejudice to any claim or right or
remedy available to PFL or render an invoice for the full balance
of the orders not then completed.
13. Installation of Goods supplied by
13.1 Where the Goods supplied includes installation by PFL or its
agents, the prices quoted by PFL to the Buyer will assume that
a) the site is ready for installation to commence at the agreed
b) installation is to be completed within normal working hours;
c) site access is available at all times necessary to complete the
d) adequate mechanical lifting equipment is provided by the Buyer
in the event that installation is lobe carried out above ground level.
13.2 Should any of the conditions set out in 13.1 not be met PFL
shall charge the Buyer for the excess at PFL’s current rates
(including travel and overtime rates).
13.3 It is the Buyer’s responsibility to provide a safe environment
for PFL’s employee’s arid/or contractors to carry out the
installation. Without detracting from the generality of the foregoing
such provision must include heating, lighting and power supplies.
13.4 Protection of carpets, furniture and other vulnerable items is
the responsibility of the Buyer.
13.5 If according to PFL, the form of services or the terms of
engagement under which the quotation has been provided change
in any mariner, PFL reserves the right to vary or amend the
14.1 There are no warranties, conditions guarantees or
representations whether express or implied by statute or
otherwise, orally or in writing, except as provided herein.
14.2 Subject as expressly provided in these conditions, and
except where the Goods are sold to a person dealing as a
Consumer (within the meaning of the Unfair Contract Terms Act
1977), all warranties, conditions or other terms implied by statute
or common law are excluded to the fullest extent permitted by law.
14.3 Where Goods are sold under a consumer transaction (as
defined by the Consumer Transactions (Restrictions on
Statements Order 1976) the statutory rights of the Buyer are not
affected by these conditions.
15. Quantity Estimate
Subject to prior agreement in writing, PFL will not provide any onsite
services for the Buyer. Any estimate of the quantity of Goods
required by the Buyer prepared by PFL is for guidance only and
will be based on information provided by the Buyer to PFL Any
such estimate does not constitute an offer capable of acceptance
and PFL accepts no liability for the accuracy thereof. When
providing an estimate. PFL does not include any allowance for
additional materials, for wastage or installation and the Buyer
must check the estimate prior to ordering from PFL If the estimate
is inaccurate or the form of services or the terms of engagement
under which the estimate is provided change in any manner, then
PFL reserves the right to vary or amend the estimate as it sees fit.
The Buyer shall insure the Goods, whether or not installed,
against fire, theft, damage and other normal insurance affairs, for
their replacement cost, Where on-site works are executed at the
Buyers or any third party premises by PFL or its subcontractors,
the Buyer shat notify their insurers of such works taking place and
ensure that they are fully covered for the duration of the works.
17.1 These conditions constitute the entire agreement between
the parties and supersede all prior agreements and
understandings between them.
17.2 A waiver of any provision must be in writing to be effective
and a waiver of any provision, or a failure or delay to exercise any
right shall not constitute a waiver of any subsequent breach of the
same or any other provision.
17.3 Invoices must be paid in full with no deduction or set off in
respect of monies or liabilities which the Buyer may claim to be
payable by PFL.
17.4 The provisions of these conditions are severable and if any
one or more such provisions are judicially determined to be
unenforceable in whole or in part the remaining provisions shall
nevertheless be binding on and enforceable by the parties hereto.
17.5 The headings in these conditions are for convenience only
and shall not affect their interpretation.
17.6 The contract shall be governed by and interpreted in
accordance with English Law.
17.7 Images are for display purposes only.