- DEFINITIONS: “PSS Ltd, (us, our, we)” the product vendor identified in your invoice and, where relevant, Service provider. “You, the customer, your” a person or company buying products from us. “Consumer” a private person buying Products or Services from us. “Integration Material (IM)” 3rd Party products or products specified or provided by you. “Order Confirmation” Formal acknowledgement of product ordered by you, sent by PSS Ltd. “Price” stated in order confirmation. “Product” as described in order confirmation, may include 3rd party products and services. “3rd Party Products” all goods not manufactured by PSS Ltd.
- CONTACT DETAILS: Our registered address at which documents may be served is: Pharma Storage Solutions Ltd, Glenway, Ridley Lane, Mawdesley L40 2RF. Registered in England No. 09110180 VAT Registration No. GB 194 945 359 Our Directors: Mr R G Kay & Mr S Hadcroft.
- APPLICATION: This agreement applies to this sale, Service and all statements made by PSS Ltd in brochures, price lists, adverts, quotations on the internet or verbally. Any variations to this agreement must be confirmed by us in writing. Any other terms and conditions are excluded. Placing your order means acceptance of this agreement.
- QUOTATIONS/ORDERS/CONTRACT: Quotations are only valid in writing and during the period that they state. If unstated the period is 10 days (incl. 3rd party products). Orders may be received in writing, Internet, telephone, verbally or fax but are only binding when accepted by us in a written order confirmation. Please check the Order Confirmation and notify PSS Ltd of any mistake in writing immediately or the details stated on the order confirmation will apply to the agreement. Claims of non-receipt of Order Confirmations are invalid if there are records held by us that such Order Confirmations have been sent. All drawings, details, or quantities supplied by us must be regarded as approximate representations only and should be subject to verification by you.
- PRICE AND PAYMENT TERMS: Price information given by us are based on our current costs and unless otherwise agreed are subject to amendment on or at any time after date of contract, but before production commences. You may rescind any purchase order within 3 days of being notified of any price variation, subject to the payment to us of the cost of any preparation work or services (incl. the cost of any materials purchased) up to the date of receipt of notice of rescission by PPS Ltd. Product and Services prices, tax, shipment, insurance, and installation are shown on your invoice. Changes to exchange rates, duties, insurance, freight, and Purchase costs may cause PSS Ltd to adjust prices accordingly. Payment timing is of the essence. Unless otherwise agreed in writing Payment will be made within 30 days of the invoice date. If payment is late, and you purchase as a company, the maximum statutory interest will apply on the late amount, and if you purchase as a consumer, interest will be 2% above the minimum lending rate on the late amount. In either case the costs of recovery will be payable by you. Please refer to clause 16 of these terms. Cheques may only be accepted conditionally.
- DELIVERY/TITLE/RISK: The delivery period in the order confirmation or quotation is approximate. Delivery by instalments may be made. Time is not the essence of this agreement. The place of delivery is stated in the order confirmation. Title to product passes on full payment, until then you must insure and store our goods separately, and you may not modify, pledge or sell them. PSS Ltd may enter the storage premises to repossess the goods. Should you sell them before Title passes, you will become our agent, and the proceeds of that sale shall be held on our behalf, separately from your general funds; PSS Ltd may sue for the price before title passes. If you refuse delivery without our agreement, you must pay our expenses or loss resulting from that refusal, including storage costs, until you accept delivery. Risk of the loss of the goods passes to you on delivery.
- ACCEPTANCE: When you receive the product, you must inspect it for any defects or nonconformity within 7 days. After this period, you will have accepted product. If PSS Ltd agrees to the return of product at its choosing, it must be in its original condition with packaging, a return note and proof of purchase; the return costs may also be payable by you.
- WARRANTY: Where goods are specifically ordered by you to your own specifications no warranty shall be implied so as to place any liability on us whatsoever and your acceptance of any samples produced by us shall render you solely responsible for the design and construction thereof and all liability relating thereto. Our warranty on PSS Ltd goods supplied is 3 years on moving drawers and 5 years on static parts. Worktop warranty will be 2 years; At all times, clients must adhere to our service/operational manual.
- LIABILITY: PSS Ltd does not accept liability for 1) Indirect or consequential loss, 2) Loss of business profits, 3) Salary, revenue, savings, 3) Damage remedied by PSS Ltd in reasonable time, 4) Loss avoidable by you by reasonable conduct, including following our reasonable advice generally, 5) All items excluded from any other written warranty or by Force Majeure.
- CONFIDENTIALITY: Each party must treat all information received from the other marked “confidential” or reasonably obvious to be confidential as it would treat its own confidential information.
- TERMINATION: PSS Ltd may terminate this agreement with immediate written notice at any time at its own discretion. PSS Ltd may exercise the right to suspend delivery under this agreement if a bankruptcy petition or winding up petition is presented in any court against you, or if you pass a resolution for liquidation, winding up or the appointment of a receiver.
- FORCE MAJEURE: PSS Ltd is not liable for delays in performance (incl. delivery or service) caused by circumstances beyond its reasonable control and will be entitled to a time extension for performance; examples include strikes, terrorist acts, war, supplier / transport / production problems, exchange fluctuations, governmental or regulatory action and natural disasters. If this lasts more than 2 months either party may terminate this agreement without compensation.
- YOUR OBLIGATIONS AS A CUSTOMER: You are responsible for: 1. Your own choice of product and its suitability for purpose. 2. Your telephone and postal charges in contacting PSS Ltd, if any; 3. All IM, its performance, licences, authorisations, and any unused IM.
You must provide PSS Ltd with all reasonable courtesy, information, cooperation, facilities, and access to enable PSS Ltd to perform duties, failing which PSS Ltd shall not be obliged to perform any service or assistance. Please note that your calls to PSS Ltd may be monitored for training purposes.
- DATA PROTECTION: Your data will be held and/or transferred in accordance with the applicable data protection laws. You may instruct PSS Ltd not to use your data for direct marketing purposes.
- JURISDICTION: English law and the exclusive court jurisdiction of the English courts will apply to this agreement. The Vienna convention on Contracts for the International Sale of Goods is excluded.
- MISCELLANEOUS: If any part of this agreement is found to be invalid or unenforceable by a court, the rest is unaffected. PSS Ltd may subcontract, assign or transfer its obligations or rights to a third party whether in whole or in part. You may not assign or transfer any of your obligations. All notices must be in writing (by hand, email, fax or 1st class post deemed delivered 48 hours after posting) and sent to a legal officer of either party.
We shall be entitled to a lien on any moulds, patterns, tools, goods, IM or any other items in our possession supplied by you until any outstanding amounts owed by you have been paid in full. All preliminary work carried out, whether experimentally or otherwise at your request shall be charged.
- LATE PAYMENT LEGISLATION: The Late Payment of Commercial Debts (Interest) Act 1998, the Late Payment of Commercial Debts Regulations 2002 and the Late Payment of Commercial Debts Regulations 2013 gives us the legal right to claim interest from any customer who fails to pay their bills on time. We reserve the right to charge interest and compensation payments under the terms of these Acts. For all commercial contracts after 01/08/2020 the percentage rate of interest charged would be the maximum statutory interest rate currently allowed. The Act allows us to charge a separate sum as a means of compensating us for collecting the late payment.
The amount of compensation that can be claimed is determined by the amount outstanding as follows: Amount Owed Compensation Up to £999.99 £40 £1000 to £9999.99 £70 £10000 and over £100