In these conditions the following words shall have the following meanings;
The “Buyer” shall mean the corporate entity, firm or person seeking to
purchase the Goods from the Company. Where the Buyer is more than
one person then; (i) the liability of the persons constituting the Buyer will
be joint and several and "the Buyer" means all or any such persons, (ii)
notice to any one or more shall be good notice to all persons constituting
The “Company” shall mean Polytank Group Limited.
The “Contract” shall mean any Contract for Goods or Services made between
the Company and the Buyer.
The “Goods” shall mean the products, articles or things to be sold by the
Company and/or services provided by the Company to the Buyer whether
or not the Buyer shall purchase Goods or not.
QUOTATION AND ACCEPTANCE OF CONTRACT
All quotations given and all orders are accepted on these terms which shall
apply to the exclusion of and shall override any other terms stipulated or
referred to by the Buyer whether in its order or any other document, or in
any negotiations or communication or course of dealing established between
the Company and the Buyer.
These terms and conditions represent the entire basis of trade between the
Company and the Buyer relating to the Goods and such terms shall supersede
and shall not create any agency or partnership between the Company and
the Buyer or any third party, and the Buyer shall not place any reliance upon
any statements, recommendations and advice whether in orally or in writing
given (whether before or after the acceptance by the Company of the Buyer’s
order) by the Company, its servants, selling or marketing representatives
or agents as to any matter relating to the Goods save where such statements,
recommendations or advice is given in writing and signed by a director of
the Company in response to a specific written request from the Buyer before
or at the time the Company’s acceptance of the order. In the case of any
inconsistency between these terms and conditions and any form of Contract
sent by the Buyer to the Company (whatever their respective dates) these
terms and conditions shall prevail.
Quotations whether written or verbal, submitted by the Company shall be
deemed to be an invitation to treat and not an offer.
No amendments will be accepted to the Terms and Conditions herein
contained unless agreed to in writing and signed by a Director on behalf of
the Company. For the avoidance of any doubt the placing of orders, either
verbally or in writing by the Buyer with the Company, shall imply acceptance
of the Terms and Conditions herein contained by the Buyer. The servant,
officer representative or agent of the Buyer ordering Goods, whether verbally
or in writing, from the Company shall be deemed by the Company to have
authority to order Goods on behalf of the Buyer, and shall commit the Buyer
to the order, and such persons shall also be jointly and severally liable with
the Buyer for all monies due and outstanding to the Company. Any time
or indulgence which the Company may grant to the Buyer shall not be
deemed to be a waiver of the Company's rights hereunder or in any way
impair enforcement of the terms hereof by the Company.
An order is accepted subject to satisfactory bank and trade references being
received and the Company reserves the right to control the account
DESCRIPTION OF AND STATEMENT AS TO GOODS
Save where the Goods are stated to be sold as complying with a recognised
trade or industry standard, all descriptions, specifications, drawings and
particulars of weights and dimensions submitted by the Company or otherwise
contained in the Company’s catalogues, brochures, price lists, quotations
or publicity materials are approximate only and the Company shall not be
liable for their accuracy unless they are expressly incorporated into the
contract in writing.
The Company reserves the right to substitute other Goods, components or
materials of equivalent quality when the Goods, components or materials
specified are not readily available.
Prices quoted by the Company are those in effect at the date of quotation
and unless otherwise expressly stated in writing all prices are exclusive of,
and therefore subject to, the addition of VAT. Unless otherwise agreed in
writing, the Company reserves the right to increase prices when it accepts
the Buyer’s order so as to reflect one or more of the following:-
Any variation that may have occurred in the costs of labour, materials,
suppliers, overheads and transport.
Any change in duty, tax, surcharge or levy of any kind whatsoever affecting
the sale price of the Goods.
Any cost to the Company resulting from delay by the Buyer in giving to the
Company information sufficient to enable it to supply the Goods or provide
the services or resulting from any alteration made at the request of the
Buyer in the specification of the Goods or in the place to which they are to
be delivered or shipped. Any extra cost to the Company resulting from the
Goods being carried at the request of the Buyer by modes of transport more
expensive than the Company’s normal form of transport.
Any extra cost to the Company in the event of the cost of production of any
Goods increasing owing to war, threat of war, civil commotion, defence
measures, strikes, lockouts, floods, fires, explosions, governmental or quota
restrictions, Acts of God, adverse trading conditions, any unusual or special
circumstances arising out of the Buyer's order, or any other circumstances
whatsoever beyond the Company’s control.
SALE OR RETURN
When Goods are supplied on sale or return the following conditions shall
The Goods delivered shall be paid for immediately on receipt unless otherwise
stipulated in writing by a Director of Polytank Group Limited. Goods that
have not been sold within ninety days of delivery may be returned at the
Buyer's cost and will be credited when received.
Any Goods which have not been returned within this period will not be
credited under any circumstances.
Goods that are supplied on sale or return are only done so if clearly marked
as such on the sales order confirmation and invoices relating to such.
All Goods which the Company may request to be returned shall be in the
same condition, including packaging, as were originally despatched to the
Buyer. The quantity of returns shall be the number accepted and countered
by the Company, any discrepancies shall be the responsibility of the Buyer.
The Buyer is also liable for any costs and/or losses sustained by the
Company arising from the failure of the Buyer to return the Goods in the
good and perfect condition in which they were despatched.
If any product is re-ordered that product cannot then be returned or credited under any circumstances, whether within the ninety day period or not.
COLLECTION & DELIVERY
Any time or date stated for delivery is given and intended as an estimate
only and the Company shall not be liable for any loss or damage whatsoever
resulting from any delay in delivery howsoever arising.
Where the contract does not provide for specific delivery times, the Buyer
agrees to accept delivery of Goods from the Company or its agent between
8.00 am and 5.00 pm from Monday to Friday. The Buyer also agrees that
they will unload the goods which are intended for them within a reasonable
time but in any event within thirty minutes after arrival at the Buyer’s premises.
Failure by the Buyer to accept and unload the delivery within the time
stated, the Company will put the Goods into storage at the Buyer's risk and
expense and the Buyer will also be responsible for the costs of re-delivery
of the same.
Unless otherwise stated in writing delivery shall be deemed to take place
upon the occurrence of the first in time of the following, namely:
The physical delivery of the Goods to the Buyer at the Company’s works;
The physical delivery of the Goods to the Buyer’s carrier or agent for the
purpose of transmission to the Buyer or his nominee;
The physical delivery of the Goods to the Buyer’s place of business or such
other place as he may direct by the Company, its carrier or agent, the Buyer
being responsible for unloading.
Signature of the Company’s delivery note by any employee, representative
or agent of the Buyer shall be conclusive proof of the delivery and will refer
to the acceptance of the number of cartons or packages together with the
quantity (weight and/or number), condition and nature of the contents therein.
Where the contract provides for delivery by the Company, its carrier or
Any claims for non-delivery must be made in writing to the Company within
seven days of receipt of invoice or advice note whichever is the earlier;
Any claims in respect of Goods damaged in transit or shortages in delivery
must be made in writing to the Company within three days of delivery;
shortages in delivery shall not give rise to a right to reject the Goods
The Company shall make good any defects or shortages in accordance
with the terms of this condition but otherwise shall be under no liability
whatsoever, whensoever or howsoever arising, whether by way of negligence
or otherwise for such defects or shortages.
The Company shall be entitled to make partial deliveries or deliveries by
instalments and all the provisions of these terms shall apply to such deliveries.
If delivery of the Goods is delayed through any act or omission of the Buyer,
the Company may put the Goods into storage at the Buyer's risk and
CANCELLATION BY THE BUYER
No cancellation of the whole or any part of any order whether it is an order
by instalment or otherwise by the Buyer is permitted except where agreed
in writing by a director of the Company.
Goods once delivered may not be returned unless authorisation has been
given as specified in 7.1 and provided that the following conditions are
Goods will only be accepted if they are in brand new and unused condition.
Packaged items will only be accepted if the packaging remains unbroken
and in re-saleable condition.
Goods will only be accepted if returned within three weeks of the date of
collection by, or delivery to, the Buyer.
In every case a re-stocking charge will be made.
The risk in the Goods shall pass to the Buyer when the Goods are despatched
from the Company’s premises by the Company to, or collected by, the Buyer
or its agent.
Notwithstanding the passing of risk under Condition 8, the property in and/or
beneficial title of the Goods shall remain the sole and absolute property of
the Company until such a time as the Buyer shall have paid to the Company
all sums due to it under the contract and/or together with any sums due for
Goods which are subject to any other contracts or any other account
whatsoever with the Buyer which may include any accumulated interest
charges and other liabilities.
Until such time as the Buyer becomes the owner of the Goods, the Buyer
will store the Goods or any mixture of conversion of these Goods, on his
premises separately from the Buyer's own Goods or those of any other
person and in a manner which makes them readily identifiable as the Goods
of the Company. During this time, the Buyer shall insure the Goods of the
Company, and any mixture of conversion of these Goods; the expense of
such insurance being the Buyer's responsibility. The insurance cover shall
be with a reputable insurance company and the interest of the Company
shall be notified to the insurance company by the Buyer. The insurance
will cover all usual risks (including fire, theft and accident) and shall be for
not less than the full replacement value of the Goods. The Buyer will ensure
that the interest of the Company is notified to the insurance company. Any
money received by the Buyer, whether for the Buyer's Goods or any mixture
or conversion of those Goods, will be held in trust for the Company; such
money must be paid to the Company which will be applied towards the
satisfaction of the sums due and owing to the Company.
Subject to the terms hereof the Buyer is licensed by the Company to agree
to sell the Company's Goods as principal, subject to the expressed condition
that such an agreement to sell shall take place as fiduciary for the Company
and that the entire proceeds thereof are held in trust for the Company and
are not mingled with other monies nor paid into any overdrawn bank account
and shall be at all times identifiable as the Company's monies; and
The Buyer's power of sale and/or right to possession of the Goods shall
cease if, in the Company's opinion, the Company believes that the Goods
are at risk, or if the Buyer shall be in default in the payment of any sum
whatsoever due to the Company (whether in respect of Goods or any other
Goods supplied by the Company or Services rendered whether or not under
the Contract, by the Company or for any other reason whatsoever) or if any
cheque or other negotiable instrument drawn or accepted by the Buyer in
favour of the Company shall on presentation for payment be dishonoured
or if the Company in good faith shall have doubts as to the solvency of the
The Buyer’s power of sale referred to herein shall automatically cease if
any receiver and/or manager or administrator receiver shall be appointed
over any or all of the assets or undertaking of the Buyer, or if any winding
up order shall be made against the Buyer, or if the Buyer shall go into
voluntary liquidation (otherwise than for the purposes of, and followed by,
re-construction or amalgamation) or call any meeting of or make any
arrangement or composition with creditors or if any petition in respect of a
bankruptcy order shall be presented against the Buyer or if an application
shall be made for an interim order in connection with any proposals for a
voluntary arrangement of the Buyer’s affairs; and
Upon determination of the Buyer’s power of sales under the conditions
herein the Company, its employees, agents and/or any other person
authorised by the Company has an irrevocable licence, without notice and
without prejudice to its other rights, for the purposes of recovery of its Goods,
be entitled to enter upon any premises where they are stored or where they
are reasonably thought to be stored and may repossess the same; in any
such circumstances the Buyer shall thereupon be responsible for any costs
and/or losses including consequential losses sustained by the Company;
If the Buyer has not immediately received the proceeds from its customer
of any such sale, then at any time the Company may at its (the Company's)
sole discretion request the Buyer in writing to assign to the Company all
rights against the persons and/or companies to whom the Buyer has supplied
the Goods or any mixture or conversion of those Goods. The Buyer shall
assign the rights within seven days of being called upon so to do by the
Company. The Buyer shall remain jointly and severally liable with its
customer for the Goods until all monies due and owing to the Company are
paid in full to the Company including all costs and losses incurred by the
Company in this or any other Contract. The Company's right to exercise
this option shall not prejudice any other rights or remedies which the
Company may have against the Buyer. The Company shall at any time be
entitled to appropriate any payment made by the Buyer in respect of any
Goods in settlement of such invoices or accounts in respect of such Goods
as the Company may in its absolute discretion think fit notwithstanding any
purported appropriation to the contrary by the Buyer.
Unless otherwise agreed in writing, the price of the Goods will be due and
payable on the last business day of the month following delivery or completion
of performance of services.
The Company shall be entitled to charge interest on any part of the price
which is not paid in accordance with clause a) at the rate per annum of 3%
over Barclays Base Rate for the first month and an additional 2% for every
month thereafter. Time of payment is of the essence and if the Buyer defaults
in punctual payment of the price the Company shall be entitled to terminate
the contract and recover the Goods at the Buyer’s expense without prejudice
to any further rights which the Company may have.
Any default in payment of an invoice or an instalment payable on an invoice
on the due date shall render the entire balance outstanding on all invoices
from the Company to the Buyer immediately payable in full without demand
being made notwithstanding any contrary provisions as to terms of payment
in any one or all invoices.
During any period in which the Buyer is in arrears with any payment, or if
after notice of a credit limit and this is exceeded, or a credit limit would be
exceeded by a further delivery, the Company may without recourse from
the Buyer and without prejudice to his other rights,
suspend and/or cancel all or part of the Contract and/or;
suspend and/or cancel all or part of other Contracts, irrespective of whether
deliveries have been made against the Contracts and/or;
request the immediate return of all the Company's Goods held by the Buyer
amend the dates for delivery of Goods on this or any other contract;
in all such circumstances the Buyer shall thereupon be responsible for any
costs and losses including consequential losses sustained by the Company.
If the Buyer fails to give all instructions reasonably required by the Company
and all necessary documents, licences, consents and authorities for forwarding
the Goods or is unable to accept delivery of the Goods at the time when
the Goods are due and ready for despatch or delivery or shall otherwise
cause or request delay, the Buyer shall pay to the Company all costs and
expenses, including storage and insurance charges incurred or arising from
such delay during which, at the Company’s absolute discretion if its storage
facilities permit, the Goods will be stored at the Buyer’s sole risk. This
provision shall be in addition to and not in substitution for any other payment
or damages for which the Buyer may be liable in respect of this failure to
take delivery at the appropriate date.
The Buyer shall not be entitled to make any deduction from the price of
Goods which have been delivered to the Buyer in respect of any set off or
counterclaim (whether or not the Goods or services are to be provided by
instalments and in such cases each instalment is deemed to constitute a
separate and distinct contract) unless both the validity and the amount
thereof have been expressly admitted in writing by the Company and such
admission is signed by a director of the Company. In the case of any short
delivery or delivery of damaged Goods to the Buyer, the Buyer shall remain
liable to pay the full invoice amount of all other Goods delivered.
In the absence of any specific appropriation by the Buyer, the Company
shall have the right to appropriate any payment made by the Buyer towards
the satisfaction of any invoice outstanding from time to time as the Company
shall in its absolute discretion think fit.
DISPUTE AND SET-OFF
Any liability of the Company under the contract shall be subject to and
conditional upon the due performance and observance by the Buyer of all
its obligations under these conditions and, subject to these conditions, the
Buyer shall not be entitled to withhold or delay payment or exercise any
right of set-off whatsoever and howsoever arising or arisen which might
otherwise be available to it.
Unless stipulated, containers and packages remain the property of the
Company and their value will stand as a debit to the Buyer's account until
RETURN OF GOODS
The Buyer shall be responsible to the Company for all costs and losses
incurred by the Company in the return of Goods back to the Company,
including costs of carriage, transportation, labour and administration expenses
COMPLAINTS AND DISCREPENCIES
All complaints in respect of alleged discrepancies in quality or quantity must
be notified in writing to the Company by the Buyer within three days of the
date on which the Goods reach the Buyer's premises or any other address
nominated by the Buyer; this shall not be a ground for the Buyer to withhold
payment to the Company of any sum due under this or any other contract.
No claim whatsoever will be entertained after seven days from the date of
All despatches which have been notified as containing discrepancies must
be kept in their original containers and packages, thus allowing the Company
or an appointed Agent to inspect the Goods. Failure by the Buyer to do so
will imply acceptance that all Goods are correct in quality and quantity. The
Company shall not be responsible for any costs incurred in storing such
Goods or losses sustained by the Buyer.
Goods described by the Buyer as defective shall not be returned to the
Company unless they are accepted by the Company, in writing, as defective
(as to which the Company's decision shall be final) and the Company shall
have the option to take back the said defective Goods and either (i) replace
the Goods or (ii) credit the invoice value of the Goods to the Buyer's account.
In the event of the Goods having been altered in anyway whatsoever before
a complaint is investigated the Company shall not be responsible for the
cost of its alteration unless explicitly agreed by the Company, in writing,
and in any case the Company shall not be liable for any direct, indirect or
consequential loss arising to the Buyer under any contract arising from this
contract and in no case will the Company be liable to the Buyer for any sum
in excess of the invoice value of the faulty Goods originating from the
Company's deliveries and contained in affected products. The Buyer shall
arrange insurance cover against such conditions, if the Buyer considers
this necessary; the Buyer being fully responsible for the insurance premiums.
WARRANTY AND LIABILITY
The Company shall make good by reimbursement of the whole or part of
the price (and, where relevant, as a deduction from any part of the price
remaining unpaid) or at its option by repair or by replacement any defect
developing under normal use in the Goods and due solely to the faulty
design (except where supplied by or on behalf of the Buyer), materials
and/or workmanship, provided that;
The Buyer shall be responsible for ensuring that Goods are fit for the purpose
for which he wishes to use them and the Company gives no warranty (and
none shall be implied) that the Goods are fit for any particular purpose; and
The defect in question shall have appeared within twelve months after the
Buyer shall have taken possession of the Goods or performance of Services
completed and shall have been thereupon promptly notified in writing to the
Any Goods alleged to be defective shall be stored in a safe place by the
Buyer until such time as the Company authorises their disposal in writing;
Any Goods alleged to be defective shall, if so required by the Company, be
promptly returned at the Buyer’s risk and expense to the Company’s works
for inspection, and the Company shall in its reasonable opinion consider
them to be defective solely by reason of faulty design, materials and /or
No attempt shall have been made by the Buyer or by any third party to
remedy any defect before, if so required by the Company, the Goods in
question shall have been returned to the Company for inspection; and
The Goods in question shall have been serviced and maintained properly
and in accordance with the Company’s recommendations and shall not
have been fitted with any parts, components and/or accessories other than
those manufactured or recommended by the Company.
The liability of the Company arising from all and any claims relating to any
single Contract shall be limited to a maximum sum of £200 in total or such
amount (less the costs of recovery incurred by the Company) as the Company
receives from the manufacturer of the Goods giving rise to the claim from
the Buyer. The Company shall not be liable for any claim or claims relating
to any breach of warranty, express or implied, brought after twelve moths
of the date the Contract was made. The liability of the Company is also
subject to compliance by the Buyer with all the terms contained in this clause
. Apart from such reimbursement, replacement or repair, the Company,
its employees and agents shall be under no liability to the Buyer or to any
third party for any injury, loss or damage of any kind whatsoever, howsoever
and wheresoever arising or arisen, and whether direct or indirect, including
without limitation any injury, loss or damage arising out of and/or incidental
Any negligence of the Company and/or of any of its employees and/or
agents (except insofar as such negligence may result in death or personal
The Company’s performance of and/or failure to perform and/or breach of
any of its obligations, whether express or implied, under the Contract and/or
The Supply, installation, repair and/or maintenance of any of the Goods;
Any defect in any of the Goods; and/or
Any advice given and/or representation made by the Company or on its
behalf in relation to the nature, quality, specification, design, performance,
use and/or installation of any of the Goods.
Any performance of any Services.
The terms of this condition replace all conditions, warranties, representations,
statements, liabilities and other terms whatsoever implied by common law,
statute and/or otherwise, all of which shall accordingly be excluded to the
extent allowed by law, and the Company shall, in relation to the Goods and
Services, have no obligation to the Buyer, either arising by statute, or in tort
or in Contract and whether arising out of any negligence of the Company
and/or any of its employees and/or agents (and whether under the Contract
or under any other Contract), other than the express obligations contained
in these conditions or in any other document expressly incorporated in
writing into the Contract. Accordingly, if shall be for the Buyer to insure
against any liability arising from the performance of the services and from
its use of the Goods.
TERMINATION AND/OR SUSPENSION
Without prejudice to any rights and remedies available to it, whether under
the Contract or otherwise, the Company shall be entitled, in its absolute
discretion and upon giving to the Buyer written notice of its intention to do
so, either to terminate wholly or in part the Contract and/or any other Contract
with the Buyer or to withhold or vary performance of all or any of its obligations
under the Contract and/or any other Contract in any one or more of the
If any sum to the Company from the Buyer on any account whatsoever shall
be unpaid after the due date for payment, the Company shall henceforth
have a general lien for any such sum on all and any property of the Buyer
in its possession.
If the Buyer shall refuse to take delivery or collect any of the Goods in
accordance with the terms of the Contract.
If the Buyer shall commit any act of insolvency (which shall be deemed to
mean and include the passing of a resolution or the presentation of a petition
for the winding up of the Buyer, other than for the purposes of and followed
by amalgamation or re-construction, the appointment of a Receiver and/or
Manager or an Administrator or Administrative Receiver over the whole or
any part of the Buyer’s undertaking and assets, the making by the Buyer
of any composition with or the calling by the Buyer of any meeting of its
creditors generally, and/or the levying of execution on any of its assets) or
bankruptcy (which shall be deemed to mean and include the presentation
of a petition in respect of a bankruptcy order or an application for an interim
order in connection with any proposals for a voluntary arrangement of the
If the Buyer shall commit any breach of any Contract with the Company.
If the Company in good faith shall have doubts as to the solvency of the
Where it is necessary to make alternative arrangements to deal with supply
If the Buyer refuses to permit or hinders performance of services.
The Company shall be entitled to exercise its rights of termination or
suspension hereunder at any time during which the event or default giving
rise thereto shall not have ceased or been remedied, and in the event of
any such suspension, the Company shall be entitled to require as a condition
of resuming performance under the Contract, to require pre-payment of, or
such security as it may stipulate for, the payment of any sum or sums due
or to become due to it.
If the Buyer shall exceed the credit limit agreed between him and the
Company from time to time on any account, the Company reserves absolutely
the right to exercise its right of suspension hereunder. The Company shall
be entitled to require, as a condition of resuming performance under the
Contract, payment of such proportion of the sums or sum outstanding on
any such account by the Buyer or such further sums as the Company sees
fit in its absolute discretion to bring the Buyer back within its agreed credit
The Buyer shall be responsible to the Company for all costs and losses
including consequential losses sustained by the Company, directly or
indirectly from the cancellation of the whole or part of any Contract with the
Buyer for whatever reason.
The Company shall have no liability whatsoever for any failure to perform,
or for any delay in the performance of, any of its obligations under the
Contract arising wholly or in part by reason of any factor beyond its direct
control and further shall be entitled without penalty to cancel or delay
deliveries of any Goods in the event of war, civil commotion, strikes, lockouts,
floods, fires, explosions, governmental or quota restrictions, including
restrictions of export or import or other licences, trade or industrial disputes
of whatever nature, whether or not such dispute involves the Company, its
servants or agents, Acts of God, adverse trading conditions or any other
circumstances beyond the control of the Company and upon cancellation
the rights and obligations of the Company and Buyer in respect of such
deliveries shall cease.
If delivery of any Goods by the Company is delayed by reason or any
circumstances whatsoever beyond the control of the Company the date for
delivery of such Goods shall be extended by the period of the delay so
caused providing that if such delay exceeds six months in duration the
Company shall be entitled at the Company's option to give notice to the
Buyer terminating the said contract without recourse to the Company.
Any notice required to be given in writing under the Contract shall be given
either by facsimile transmission or by first class post addressed to the
registered office of the party for which it is intended.
If any condition herein shall be deemed void for any reason whatsoever,
but would be valid if part of the wording thereof were deleted any such
condition shall apply with such modifications as may be necessary to make
it valid and effective.
Should any term in this contract be held to be invalid such invalidation shall
not affect the validity of the remaining terms.
Any contract between the Company and the Buyer incorporating these
terms and conditions shall be deemed to be made in England, at the
Company's premises, and in accordance with the law of England and both
parties will submit to the jurisdiction of the English Courts.
Polygroup is a trading name of Polytank Group Limited. Registered in England 1016434
Registered Office: Unit 2, Olympic Court, Boardmans Way, Whitehills Business Park, Blackpool FY4 5GU
POLYTANK GROUP Ltd., Naze Lane East, Freckleton, Preston, Lancashire PR4 1UN
Tel: 01772 632850 Fax: 01772 679615 web: www.polytank.co.uk e-mail: email@example.com