TERMS & CONDITIONS OF SALE
All sales and other contracts made by Safeway Systems Limited are made on the following terms and conditions. No agent, salesman or representative of Safeway Systems has authority to vary these terms and conditions nor to make any representation to the effect of these terms and conditions or as to the subject matter of the contract generally and no such variation or representation shall be binding upon Safeway Systems Limited unless accepted in writing by a Director of Safeway Systems Limited.
Prices quoted for goods ex-works unless agreed in writing and are exclusive of Value Added Tax. Safeway Systems Limited reserves the right to charge prices current at the date of delivery. However the quotation shall not be adjusted to meet the increase costs which would not have accrued but for Safeway Systems’ failure to proceed with the works with reasonable despatch.
All invoices are due for payment 30 days End of Month unless agreed in writing between the customer and a director of Safeway Systems Limited.
Safeway Systems uses its best endeavours to complete its contracts within the time quoted but do not accept liability for any delay in delivery of goods if completion this takes place in a reasonable time.
Safeway Systems Limited shall not be liable for any loss or damage arising out of any delay or failure of performance of this contract caused by circumstances beyond its control including, but not limited to, earthquake, flood, hurricane, Acts of God or of public enemies, war, national emergency, invasion, insurrections, riots, strikes, picketing, boycott, ransomware attacks, interruption of any services provided or official (whether legal or illegal) or breach of contract by a third party provided that if it is prevented from complying with its obligations under this contract by any such causes it shall forthwith notify the other and shall do all things possible to comply with its obligations under this contract.
The means of delivery of goods shall be at the discretion of Safeway Systems Limited except where specifically requested by the customer and agreed by Safeway Systems in writing. Safeway Systems shall be entitled to make a reasonable charge for all deliveries made or arranged by Safeway Systems and for the cost of insurance of goods during delivery.
While Safeway Systems makes every effort to ensure that goods (whether to Safeway Systems’ design or to the customers design) correspond in every respect with the sample, specification or description provided, as the case may be, Safeway Systems is not responsible for minor variations in specification, in colour, or other design features and no such minor variations shall entitle the customer to rescind the contract or shall be the subject of any claim against Safeway Systems by the customer.
The customer shall be charged for the acquisition or production by Safeway Systems of all artwork and block needed to produce goods to the customers design. Such artwork and blocks however remain the property of the customer on loan to Safeway Systems who undertake to use such artwork and blocks only for production of goods for the customer in question. All artwork and blocks provided for Safeway System’s use by the customer shall remain at the customers risk while in possession of Safeway Systems.
The customer warrants that the manufacturer or supply of goods of its order designed by Safeway Systems shall not involve Safeway Systems in infringement of any patent, registered design, trade mark or copyright and the customer will indemnify Safeway Systems against all claims and expenses arising from or incurred by Safeway Systems by any reason of any such infringement or alleged infringement.
Safeway Systems retains the right to charge a re-stocking fee equivalent to 15% of the net value, in the event that standard stocked goods are returned, refunds will only be given as a credit note, and all goods should be returned in their original condition/packaging. We reserve the right to refuse returns if the goods are not of re-saleable value. Note: For bespoke printed products the terms under points 11, 12 and 13 will apply to these orders.
Safeway Systems can manufacture signage specifically to your order, in accordance with the instructions and specifications you have given us. It is your responsibility to check all details and aspects of your order are correct – particularly when we send you your order acknowledgement; and that the goods are suitable for your requirements, including measurements, dimensions, product features, access and delivery. Orders for bespoke signage from Safeway Systems cannot be cancelled or changed once work has started on them, subject to your rights within the cancellation terms below
Bespoke printed Safeway Systems goods which are delivered as described and are in good condition may not be refunded.
Safeway Systems can manufacture signage specifically to your order and therefore, ’personalised’ as recognised by the Consumer Contract Regulations 2014. If you need to amend or cancel your order you have the right to do so at any time up to 48 hours after you have placed your order. If you amend your order in any way more than 48 hours after you placed it, we reserve the right to charge you any costs we have incurred in relation to your order detailed in “Acceptance of Order” above. If an order has been accepted you may not cancel it except with the agreement in writing from us. The terms of cancellation will include, but shall not be limited to a payment to indemnify the Supplier in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by us as a result of cancellation. Safeway Systems products cannot be returned after you have received them unless they are confirmed by Safeway Systems as defective or damaged in which case they will be repaired or replaced at our discretion.
Bespoke Printed signage
Because Safeway Systems supply bespoke signage especially to your order it is not possible to return it if not suitable. If Safeway Systems products arrives damaged or we have made mistakes with your order we will of course repair or replace it as soon as possible. Please check your product and report any problems within 48 hours after delivery as we will not be held liable for visible defects identified after receiving a signed acceptance of delivery. We cannot be held liable for conditions of use or storage within the “customers‟ house after delivery which may affect Safeway Systems in any way.
Supply of standard products and signage
Because the conditions of use are not within the control of Safeway Systems, Safeway Systems cannot give any guarantees as to the suitability of goods for attachment to any material. All recommendations and advice made by Safeway Systems are for general guidance only and customers are advised to establish for themselves the suitability of a particular product in their particular circumstances. Samples may be provided for this purpose.
In the event of any defect appearing in goods within one month of their supply Safeway Systems undertakes at its option either to replace them without charge or refund the customer the price, providing always that:
Safeway Systems is notified of the defect without delay.
The defective goods are returned to Safeway Systems.
Safeway Systems is satisfied that the part or parts returned show defective material or workmanship and that the defect is not due to improper or careless use.
In the case of goods not of Safeway Systems or an associated company manufacturer, the customer will be entitled only to such benefits as Safeway Systems may receive and be able to recover from the manufacturer under any guarantee given to Safeway Systems in respect thereof.
The rights and remedies given expressively by the contract are in lieu of any other warranties and/or conditions express or implied whether statutory or otherwise.
Save as expressly provided in Conditions 6 and 11 hereof, in no circumstances shall Safeway Systems be liable to the customer either in contract or in tort for any loss either of a director or consequential nature suffered by the customer on account of any act or omission on the part of Safeway Systems.
Safeway Systems reserves the right to use customer images for its own marketing purposes, this includes any images taken for publicity purposes.
Definition of Incoterms – ‘The definition of Incoterms shall be construed in accordance with the International Chamber of Commerce Edition 2010’.
The ownership of goods shall remain with Safeway Systems until such times as all sums owing to Safeway Systems under this or any other contract have been paid; nevertheless payment therefore shall be made in accordance with the terms of the contract whether or not the ownership of the goods has passed by virtue of this clause and the seller shall accordingly be entitled to sue for the price once the same is due, even if the ownership of the goods has not been passed.
The customer shall be entitled to sell the goods and pass the property in the same third parties in the normal course of its business until otherwise notified by Safeway Systems, or until the happenings of any events set out in (e) below but the proceeds of re-sale and/or claim to such proceeds will be Safeway Systems’ until all sums owing to Safeway Systems under this contract have been paid.
Safeway Systems shall be entitled at any time while any monies under any contract are outstanding to notify the customer of its intention to retake possession of its goods.
On receipt of notice from Safeway Systems or on the happening of any of the events set out (e) below the customer’s authority to sell Safeway Systems’ goods shall be withdrawn and all proceeds of sale received by the customer after the date of the withdrawal or authority shall be paid by the customer into a bank account separate from all other monies of the customer and held in such account for Safeway Systems. Further, Safeway Systems shall have the right to enter upon the land or building of the customer to take possession of its goods.
The events herein under referred to are:
Any notice to the customer that a Receiver or manager is to be or has been appointed.
Any notice to the customer that a petition to wind up the customer is to be or had been presented or any notice of a resolution to wind up the customer (save for liabilities for the customer are assumed by another company).
A decision by the customer to make an arrangement with its creditors.
Any act of bankruptcy by the customer as defines in section 1 of the Bankruptcy Act 1914.
The goods shall be at the customer’s risk when they are appropriated to the contracts of sale.
Goods in this clause means goods sold by Safeway Systems to the customer and any goods or products incorporating such goods whether by admixture or otherwise.
All agreements between Safeway Systems and its customers shall be governed in all respects by English Law.