Terms And Conditions of Sale
HYLAND DISTRIBUTION LIMITED
TERMS AND CONDITIONS OF TRADING - SALES
1. TERMS AND CONDITIONS APPLICABLE
1.1. These Terms and Conditions shall apply to the sale of goods by Hyland Distribution Limited (hereinafter called "Hyland") to the exclusion of all other terms and conditions including any terms or conditions which the Customer may purport to apply under any purchase order or similar document.
1.2. No representative or agent of Hyland has any authority to add or vary the terms and conditions of this contract and no variation of or addition to such terms or conditions made by the Customer shall have any effect unless agreed in writing by a Director of Hyland.
2.1. The prices applicable are ex works and are those subsisting on the date of delivery or as otherwise quoted to the Customer. All price lists and quotations are subject to alteration without notice.
2.2. All prices quoted are subject to Value Added Tax at the standard rate as and when applicable.
3. ACCEPTANCE OF ORDERS
3.1. Orders are accepted subject to the availability of materials.
3.2. If the availability of supplies is such that the requested delivery date by the Customer cannot be met, the Customer will be notified of the revised delivery date.
3.3. Customer's orders will not be accepted on a sale or return basis. A contract of sale shall be deemed to have been made between Hyland and the Customer upon Hyland’s acceptance of the Customer’s order.
4.1. Payment for goods shall be due within 30 days of the date of the relevant invoice unless otherwise specified by Hyland from time to time at their sole discretion. Payment shall be deemed not to have been made until cleared funds for the full amount have been received by Hyland.
5.1. Any specified delivery dates are estimates only and Hyland will not be liable for loss and damage (including but not limited to loss of profit and consequential loss) arising out of failure to meet those specified delivery dates.
5.2. All claims for delivery shortages must be notified to Hyland by telephone within 2 days of delivery and confirmed in writing within 14 days of delivery.
6. CANCELLATIONS AND RETURNS
6.1. Any claims that the goods supplied by Hyland are not in accordance with the contract or are faulty shall be made by way of a written notice given to Hyland within 14 days after delivery of the goods and thereafter the Customer shall provide all reasonable facilities for a proper investigation by Hyland or its agent of the alleged defect or complaint. In the absence of such notice within the said period the goods shall be deemed to be in all respects in accordance with the contract and Hyland shall have no liability whatsoever to the Customer in respect of the goods notwithstanding that Hyland may have entered into discussion and/or negotiations with the Customer in reference to the goods.
6.2. If, after the receipt of the written notice and the conduct of investigation referred to in clause 6.1 above, the goods are found to be faulty or are not in accordance with the contract or if there has been a warehouse/administration error on the part of Hyland, the Customer shall be entitled to return such goods and a full credit in relation to such goods.
7. RETENTION OF TITLE
7.1 All risk of loss and damage to the goods shall pass to the Customer immediately on delivery of the goods to the Customer or to its agent (or immediately prior to loading where the goods are being collected by the Customer or its agent from Hyland’s premises).
7.2. Ownership of the goods shall remain with Hyland despite possession of the goods and risk passing to the Customer.
7.3. Hyland shall be entitled to the price of the goods notwithstanding its continuing ownership.
7.4. Ownership of the goods shall only be transferred to the Customer when:
7.4.1 the full purchase price of the goods has been received by Hyland in cash or cleared funds
7.4.2 all debts owed by the Customer to Hyland have been paid in full in cash or cleared funds.
7.5. The Customer shall possess the goods as bailee only. It shall do nothing inconsistent with Hyland’s ownership and shall store the goods separate from those of the Customer in a safe and proper manner and in such a way as to ensure that they are clearly and readily identifiable as the property of Hyland.
7.6. The Customer may fill any balloons forming part of the goods with air helium or other gases but the ownership of the inflated balloons will nevertheless remain with Hyland and any rights of the Customer in those gases shall pass to Hyland.
7.7. Until the ownership of the goods has passed from Hyland, the Customer irrevocably authorises Hyland to enter upon the premises of the Customer or of any third party where the goods might be stored with such transport as may be necessary, and to repossess the goods or any of them.
7.8. If any provision or part provision of this clause is void, voidable or unenforceable it shall be severed from the other provisions of this clause and the remainder of the provision in question shall remain binding and enforceable.
8. INTELLECTUAL PROPERTY
The Customer shall not encourage, participate in or facilitate any infringement of any intellectual property rights including but not limited to patents, trademarks, design rights and copyrights which Hyland may have in relation to the goods and shall not abstract any trademarks from the goods.
9. EXCLUSION OF LIABILITY
Hyland shall not be liable for any consequential or indirect loss of any kind nor for any loss of profit.
Any notice required by this contract to be given in writing shall be sufficiently served upon either party if dispatched by prepaid post addressed to the last known place of business of such party.
11. FORCE MAJEURE
Hyland shall not be liable in any way for any loss or damage arising directly or indirectly as a result of delivery of the goods being prevented or delayed or any other of its obligations not being performed for reasons beyond the control of Hyland or any acts of third parties and in these circumstances Hyland expressly reserves the right to cancel or suspend the whole or any part of the order.
12. GENERAL LIEN
Hyland shall have a general lien over any goods or chattels of the Customer in Hyland’s possession for any monies whatsoever due from the Customer to Hyland which shall be exercisable 14 days after such monies become due.
13. LAW AND JURISDICTION
These terms and conditions shall be governed and construed in accordance with Irish law and the parties shall submit to the non-exclusive jurisdiction of the Courts of Republic of Ireland.
Website terms and conditions
These terms and conditions govern your use of our website; by using our website, you accept these terms and conditions in full. If you disagree with any part of these terms and conditions, do not use our website.
(2) Intellectual property rights
Unless otherwise stated, we or our licensors own the intellectual property rights in the website and material on the website. Subject to the licence below, all our intellectual property rights are reserved.
(3) Licence to use website
You may view, download for caching purposes only, and print pages from the website, provided that:
(a) you must not republish material from this website (including republication on another website), or reproduce or store material from this website in any public or private electronic retrieval system;
(b) you must not reproduce, duplicate, copy, sell, resell, visit, or otherwise exploit our website or material on our website for a commercial purpose, without our express written consent;
(c) you must not edit or otherwise modify any material on the website.
(4) Limitations of liability
You acknowledge that it would be unreasonable to hold us liable in respect of this website and the information on this website.
Whilst we endeavour to ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we not commit to ensuring that the website remains available or that the material on this website is kept up-to-date.
To the maximum extent permitted by applicable law we exclude all representations, warranties and conditions (including, without limitation, the conditions implied by law of satisfactory quality, fitness for purpose and the use of reasonable care and skill).
Our liability is limited and excluded to the maximum extent permitted under applicable law. We will not be liable for any direct, indirect or consequential loss or damage arising under these terms and conditions or in connection with our website, whether arising in tort, contract, or otherwise - including, without limitation, any loss of profit, contracts, business, goodwill, data, income, revenue or anticipated savings.
However, nothing in these terms and conditions shall exclude or limit our liability for fraud, for death or personal injury caused by our negligence, or for any other liability which cannot be excluded or limited under applicable law.
(5) Restricted access
Access to certain areas of our website is restricted. We reserve the right to restrict access to areas of our website, or indeed our whole website, at our discretion.
If we provide you with a user ID and password to enable you to access restricted areas of our website or other content or services, you must ensure that that user ID and password is kept confidential. You accept responsibility for all activities that occur under your user ID or password.
We may disable your user ID and password at our sole discretion or if you breach any of the policies or terms governing your use of our website or any other contractual obligation you owe to us.
We may revise these terms and conditions from time-to-time. Please check this page regularly to ensure you are familiar with the current version.
(8) Entire agreement
(9) Law and jurisdiction
This notice will be governed by and construed in accordance with Irish law, and any disputes relating to this notice shall be subject to the exclusive jurisdiction of the courts of The Republic of Ireland.
(10) Our contact details
The full name of our company is Hyland Distribution Limited and our address is Unit 3b Bagenalstown Business Park, Bagenalstown, Co. Carlow.
You can contact us by email to firstname.lastname@example.org