Terms of service
HARRISON INDUSTRIES (NORTH) LTD Trading as BREAKER STEELS UK TERMS AND CONDITIONS OF SUPPLY
HARRISON INDUSTRIES (NORTH) LTD TERMS AND CONDITIONS OF SUPPLY
1. Unless otherwise agreed in writing these are the only conditions upon HARRISON
INDUSTRIES (NORTH) LTD, of Office 1 Embsay mills, Embsay, Skipton, BD23 6QF.
(“HARRISON INDUSTRIES (NORTH) LTD ”) agree to supply goods (“Products”) to any person,
firm company or other body placing an order (“Customer”) with HARRISON INDUSTRIES
(NORTH) LTD . Any contract between the Customer and HARRISON INDUSTRIES (NORTH)
LTD (“the contract”) - however formed - shall include these terms.
PLACING AN ORDER AND CANCELLATION
2.1 An order to supply Products (“the Order”) shall, unless otherwise agreed in writing, be
placed whenever a request for the supply of Products is received HARRISON INDUSTRIES
(NORTH) LTD and accepted by HARRISON INDUSTRIES (NORTH) LTD by being
recorded/logged in writing by one of HARRISON INDUSTRIES (NORTH) LTD authorised
representatives. It shall be the responsibility of the Customer to ensure the accuracy of the
terms of any Order and to satisfy him/her/itself that his/her/its request has been
communicated to a HARRISON INDUSTRIES (NORTH) LTD authorised representative. For its
part, HARRISON INDUSTRIES (NORTH) LTD authorised representative(s) shall NOT be
required to verify enquiries beyond or otherwise investigate the bona fides of the request to
supply products but shall be entitled to assume and contract on the basis that the request is
made by a person with lawful and actual authority to contractually bind the Customer in
accordance with the terms set out herein or otherwise agreed in writing. Care should
therefore be taken by the Customer in authorising permitting or otherwise suffering requests
for the supply of products to be made on its behalf. The Order shall saved in the case of
manifest error be final and binding upon the Customer and HARRISON INDUSTRIES
(NORTH) LTD shall in accordance therewith be entitled to request that payment be made in
accordance with the terms herein or otherwise agreed in writing.
2.2 The description or specification of products in HARRISON INDUSTRIES (NORTH) LTD’
catalogues and invoices is given by way of identification only and use of such description
shall not mean that any supply or sale covered by these terms and conditions is a sale by
description.
2.3 The Customer has no right under any circumstances to cancel the contract or any
instalment or order of PRODUCTS without prior written consent of HARRISON INDUSTRIES
(NORTH) LTD . If HARRISON INDUSTRIES (NORTH) LTD gives such consent (and it shall not
be obliged to) HARRISON INDUSTRIES (NORTH) LTD may make it a condition of such
consent that the Customer pays such compensation as HARRISON INDUSTRIES (NORTH)
LTD may reasonably require. Nothing in this Clause shall be construed as implying that
HARRISON INDUSTRIES (NORTH) LTD conducts business on a sale or return basis.
PRICES
3.1 Prices given by HARRISON INDUSTRIES (NORTH) LTD at the time of the order are those
then prevailing. If before delivery of the Products there occurs an increase in the costs to
HARRISON INDUSTRIES (NORTH) LTD of supplying those Products which have not yet
been delivered. The price payable may be subject to amendment without notice at
HARRISON INDUSTRIES (NORTH) LTD discretion.
3.2 All prices are exclusive of VAT and any similar taxes. All such taxes are payable in addition
by the Customer at the rates in force at the tax point date.
PAYMENT TERMS
4.1 HARRISON INDUSTRIES (NORTH) LTD invoices are payable in full in advance by the
Customer, unless otherwise agreed by HARRISON INDUSTRIES (NORTH) LTD when
payment in full shall be made within 30 days from the date of the invoice. Interest will be
charged on any overdue invoice until it is paid at the rate of 4% per annum above National
Westminster Bank PLC base rate. Such interest will accrue on a daily basis and be payable
after as well as before judgement.
4.2 Only when all prices, taxes, and charges due in respect of the Products and any Products
supplied previously to the Customer have been paid in full, shall title to Products pass to the
Customer.
4.3 If the Customer fails to make any payment on the due date then without limiting any
other right or remedy that may be available HARRISON INDUSTRIES (NORTH) LTD may:-
(1) cancel the contract or suspend any further deliveries to the customer
(2) appropriate any payment made by the Customer to such of the Products (or the Product
supplied under any other contract between HARRISON INDUSTRIES (NORTH) LTD and the
Customer) as HARRISON INDUSTRIES (NORTH) LTD may think fit.
RISK AND TITLE
5.1 Risk shall pass to the Customer so that the Customer is responsible for all loss, damage or
deterioration to the Products:
5.1.1 If HARRISON INDUSTRIES (NORTH) LTD delivers the Products by its own transport or
arranges the transport, at the time when the Products or a relevant part thereof arrive at the
place of delivery, or
5.1.2 In all other circumstances, at the time when the Products or part thereof leaves the
premises of HARRISON INDUSTRIES (NORTH) LTD.
5.2 Title to and the ownership of all Products supplied by HARRISON INDUSTRIES (NORTH)
LTD to the Customer whether paid or not shall remain with HARRISON INDUSTRIES
(NORTH) LTD until payment for all Products supplied has been received in full. Until such
payment is received HARRISON INDUSTRIES (NORTH) LTD reserves the right to dispose of
all Products supplied except only such Products as the Customer may have resold by bona
fide sale at market value to the Customer’s customers and accordingly:-
5.2.1 until such payment is received, HARRISON INDUSTRIES (NORTH) LTD may without
prejudice to any other right or remedy recover possession of all such Products supplied and
whether paid for or not.
for that purpose, HARRISON INDUSTRIES (NORTH) LTD may enter the premises of the
Customer, forcibly if necessary and without legal process;
If HARRISON INDUSTRIES (NORTH) LTD resells the Products so recovered (and HARRISON
INDUSTRIES (NORTH) LTD shall not be under any obligation to resell or if it does resell, to
sell at any particular price) any surplus proceeds of sale after deduction of
HARRISON INDUSTRIES (NORTH) LTD’s expenses (including legal expenses) in connection
with the recovery of all Products supplied by HARRISON INDUSTRIES (NORTH) LTD to the
Customer shall be for the account of the Customer.
5.3 The Customer shall not be entitled to pledge or in any way charge by way of security for
any indebtedness any of the Products which remain the property of HARRISON INDUSTRIES
(NORTH) LTD, but if the Customer does so, all monies owing by the Customer to HARRISON
INDUSTRIES (NORTH) LTD shall (without prejudice to any other right or remedy of
HARRISON INDUSTRIES (NORTH) LTD ) forthwith become payable.
TIME and DELIVERY
6. While HARRISON INDUSTRIES (NORTH) LTD will use its reasonable endeavours to supply
Products at the time requested by the Customer, time of delivery shall not be the essence of
the contract.
6.1 Stated dates or times for delivery are approximate only. HARRISON INDUSTRIES
(NORTH) LTD may at its sole discretion deliver orders in instalments, part or otherwise.
6.2 The Customer will be responsible for taking delivery of Products including the provision
of any necessary personnel and facilities. If the Customer fails to take delivery of the
Products of fails to give HARRISON INDUSTRIES (NORTH) LTD adequate delivery
instructions at the time stated for delivery then without limiting any other right or remedy
available to HARRISON INDUSTRIES (NORTH) LTD may:-
(1) store the goods until actual delivery and charge the customer for the reasonable costs
(including insurance) of storage (and abortive delivery costs) or
(2) sell the goods at the best price reasonably obtainable and (after deducting all reasonable
storage and selling expenses) account to the customer for any excess over the price under
the contract which has been paid or charge the customer for any shortfall below the price
under the contract.
6.3 The Customer will be responsible for checking the Products on delivery following which
the Products will be deemed to be in accordance with the order and no claim for missing
items will thereafter be accepted by HARRISON INDUSTRIES (NORTH) LTD.
TERMINATION
7.1 HARRISON INDUSTRIES (NORTH) LTD shall be entitled without prejudice to its other
rights and remedies, either to terminate wholly or in part the contract or any other contract
with the Customer or to suspend any further deliveries under the contract, or any such other
contract in the following events:-
7.1.1 If any debt due and payable by the Customer to HARRISON INDUSTRIES (NORTH)
LTD under any contract is unpaid.
7.1.2 If the Customer has failed to take delivery of any goods under the contract or any other
contract as aforesaid otherwise than in accordance with the Customer’s contractual rights;
7.1.3 If the Customer becomes insolvent, or suffers any Writ, Claim or other proceeding to be
taken for debt, or being a corporate body has a Receiver appointed or passes a resolution for
winding up, or a Court makes an Order to that effect, or being an individual or partnership
makes any composition or arrangement with his or their creditors, or has a Receiving Order
made against him or them. 7.1.4 If the Customer ceases or threatens to cease to carry on
business or HARRISON INDUSTRIES (NORTH) LTD reasonably apprehends that any of the
events mentioned in 7.1 above is about to occur in relation to the Customer
and notifies the Customer accordingly.
7.2 On termination under the foregoing provisions, the price of all Products sold and
delivered by HARRISON INDUSTRIES (NORTH) LTD to the Customer or to a carrier for
delivery to the Customer and all other sums outstanding from the Customer to D HARRISON
T/A HARRISON INDUSTRIES on any account whatsoever shall immediately become due and
payable notwithstanding any credit period previously agreed.
7.3 In addition to any right or lien which HARRISON INDUSTRIES (NORTH) LTD may have
HARRISON INDUSTRIES (NORTH) LTD shall in any of the events described in paragraph
7.1.3 above have a general lien over any goods of the Customer then in the possession of
HARRISON INDUSTRIES (NORTH) LTD for the unpaid price of any Products provided by
HARRISON INDUSTRIES (NORTH) LTD to the Customer under any contract.
SPECIFICATION OF PRODUCTS
8.1 Unless otherwise agreed the Products are supplied in accordance with the manufacturer’s
standard specifications from time to time. HARRISON INDUSTRIES (NORTH) LTD reserves
the right to change specifications or descriptions shown in HARRISON INDUSTRIES
(NORTH) LTD catalogue and invoices without notice. Products delivered will be the
specification current at the time of delivery, which may have been changed from that at the
time of the order. 8.2 HARRISON INDUSTRIES (NORTH) LTD will not be liable in respect of
any loss or damage caused by, or resulting from any variation for any reason in the
manufacturer’s specification or technical data, and will not be responsible for any loss or
damage resulting from cessation of supply following such variation. HARRISON INDUSTRIES
(NORTH) LTD will use its reasonable endeavours to advise the Customer of any impending
variation as soon as it receives any notice of it from the manufacturer.
8.3 Where a Customer is unable to specify a part number for any Product, HARRISON
INDUSTRIES (NORTH) LTD will use reasonable care and skill in supplying Products which are
fit for the Customer’s purpose as disclosed by the Order.
8.4 The customer agrees that:
8.4.1 Any Product will be fitted to its machinery by a suitably qualified fitter (“the Fitter”)
8.4.2 Products will be suitably and regularly maintained in accordance with the
manufacturer’s recommendations.
8.4.3 If any Product supplied by HARRISON INDUSTRIES (NORTH) LTD under 8.3 above is
not fit for purpose as certified by the Fitter in writing before installation of the Product, then
the Customer will - if he wishes to claim an exchange
under 8.5 below - notify HARRISON INDUSTRIES (NORTH) LTD within 7 days of the supply.
8.5 If 8.3 and 8.4.3 above apply, and the Customer returns the unused Product to D
HARRISON T/A HARRISON INDUSTRIES within 14 days of supply, D HARRISON T/A
HARRISON INDUSTRIES will refund the price paid by the Customer.
8.6 Signature by the Customer on a delivery note will constitute acceptance of the products.
WARRANTIES & LIMITATIONS OF LIABILITY
9.1 HARRISON INDUSTRIES (NORTH) LTD warrants that it has good title to or licence to
supply all Products to the Customer.
9.2 HARRISON INDUSTRIES (NORTH) LTD EXCLUDES LIABILITY FOR BREACH OF ALL
OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, BY STATUTE OR OTHERWISE,
INCLUDING BUT NOT LIMITED TO WARRANTIES AS TO DESCRIPTION, DESIGN,
SATISFACTORY QUALITY AND FITNESS FOR ANY PARTICULAR PURPOSE WHETHER
DISCLOSED TO HARRISON INDUSTRIES (NORTH) LTD OR NOT”.
9.3 In no event shall HARRISON INDUSTRIES (NORTH) LTD be liable to the Customer for
special, indirect or consequential damage including loss of profits in connection with the use
or resale of the Products.
9.4 Save so far as defects in the Product(s) cause death injury or damage to personal property
or where death or injury is caused by the negligence of HARRISON INDUSTRIES (NORTH)
LTD, its employees or agents, HARRISON INDUSTRIES (NORTH) LTD liability for any loss or
damage shall, where found notwithstanding any term to the contrary herein, be limited to the
invoice value of the contract actually paid by the Customer.
9.5 The Customer agrees that the allocation of risk contained in this clause 9 is reflected in
the price to be paid by it and recognises that Products cannot be tested in every possible
situation and thus HARRISON INDUSTRIES (NORTH) LTD does not warrant that the
operation of the Products will be uninterrupted or error free and it is not within HARRISON
INDUSTRIES (NORTH) LTD’s control how and for what purpose the Products are used by the
Customer.
9.6 HARRISON INDUSTRIES (NORTH) LTD give no warranty in respect of parts materials or
equipment which have not been manufactured by HARRISON INDUSTRIES (NORTH) LTD in
respect of which the Customer shall only be entitled to the benefit of any such warranty or
guarantee as is given by the manufacturer to HARRISON INDUSTRIES (NORTH) LTD.
9.7 HARRISON INDUSTRIES (NORTH) LTD gives no warranty or backup and refuses to be
liable for damages which become apparent after a sale on used plant and machinery sales, all
used plant and machinery is sold as seen regardless of condition and function and no
warranty is given, unless otherwise stated on the invoice or agreement.
GENERAL
10.1 The headings in these terms are for ease of reference only and shall not affect its
interpretation or construction.
10.2 All rights and remedies available to HARRISON INDUSTRIES (NORTH) LTD under these
terms shall be in addition to, and not to the exclusion of its other legal rights.
10.3 In the event of any of these terms or any part of them being judged illegal or
unenforceable for any reason, the continuation in full force and effect of the remainder of
them shall not be prejudiced. 10.4 HARRISON INDUSTRIES (NORTH) LTD shall not be liable
to the Customer for any delay in or failure to perform its obligations hereunder where such
delay or failure results from force majeure, act of God, fire, explosion, accident. Industrial
dispute or any other cause beyond its reasonable control.
NOTICES
11. Any documents or notices given hereunder by either party to the other must be in writing
and may be delivered personally or by post and in the case of post will be deemed to have
been given on the second day after posting. Documents or notices shall be delivered or sent
to the addresses of the parties overleaf or to any other address notified in writing by either
party to the other for the purpose of receiving documents or notices.
WAIVER
12. Any failure by HARRISON INDUSTRIES (NORTH) LTD to enforce any of the contract
terms and conditions shall not be construed as a waiver of any of HARRISON INDUSTRIES
(NORTH) LTD‘s rights hereunder.
LAW
12. These terms and conditions shall be governed and construed in accordance with English
Law.
AGREEMENT
14. Subject to 1 above these TERMS AND CONDITIONS OF SUPPLY embodies the entire
understanding of the parties in respect of the matters contained or referred to in it and there
are no promises, terms, conditions or obligations oral or written express or implied other than
those contained herein. The Customer irrevocably and unconditionally waives any right it
may have to claim damages or rescind this agreement for any misrepresentation whether or
not contained herein or for any breach of any warranty not contained herein unless the
misrepresentation or warranty was made fraudulently.