Our TERMS & Conditions
1. `The Company` means Dbear Exhibitions Limited
2. `The customer `means a customer of the company
3. `The contract` means any contract for the sale of goods and services supplied by the company to the customer
4. `The goods and services` means goods and services of any description forming the subject matter of this contract including parts, components and ingredient of any materials incorporated into the goods and services.
Quotations by the company unless otherwise stated in terms or otherwise agreed by the company in writing shall be open for acceptance within thirty days of the date of the quotation.
Existence of Contract
1. No contracts shall come into existence until the customer`s order (whether placed pursuant to a quotation or otherwise) is accepted by the earliest of:
a. The company`s written acceptance
b. Delivery of the goods and services
c. Delivery of the company`s invoice
2. These conditions shall be incorporated into the contract to the exclusion of any terms and/or conditions stipulated or referred to by the customer
3. No variations or amendments of this contract or these terms and conditions shall be binding on the company unless confirmed by us in writing
4. The customer hereby agrees that no reliance shall be placed upon written or oral statements or representation made by the company its servants or agents which is not endorsed or contained in the company`s quotation or acknowledgement of order or is not reduced into writing by the customer and acknowledged by the company before the contract comes into existence in accordance with sub-paragraph 3.1 above.
1. Invoices are payable without discount of any kind in pounds sterling 30 days from date of invoice to the address as stated on the invoice as being the company’s premises.
2. In no circumstances whatsoever shall the customer be entitled to make any deductions or claim any set-offs or withhold payment on any invoice for any reason at all.
3. Time for payment shall be the essence of the contract. The customer will be required to pay to the company interest on any overdue amount from the dates the payment was due to that on which the payment was made (whether before or after judgement), on a daily basis rate of 4% per annum over the base rate from time to time quoted by Lloyds TSB. The customer shall reimburse to the company all costs and expenses (including legal costs) incurred in the collection of any overdue amount.
1. Property in goods shall remain with the company and shall not pass to the customer (not withstanding the earlier passing of risk) until the price of the goods has become due and has been paid by the customer in full.
2. Until property passes to the customer upon payment for the goods the customer shall not hold the goods as bailee for the company and shall store and mark them so they can at all times be identified as the property of the company.
3. The company shall be entitled at any time before property passes to the customer to repossess all or any of the goods and/or use or sell them (without any liability to the customer)and so terminate the customers right to use, sell or otherwise deal with them as the company`s bailee`s.
4. For the purposes set out in sub-paragraph 6.3 or for the purposes of determining what goods are held by the customers and inspecting them; the company or its authorised agents may at any time enter and remain upon the premises of the customer.
5. The company shall at any time before property passes to the customer whether or not payment for the goods is due require the customer forthwith to return the goods to the company (at the customers expense) to any address the company may reasonably specify.
6. Until property passes the entire proceeds of sale of the goods shall be held in trust for the company and shall not be mixed with other monies or paid into an overdrawn bank account and shall be at all times be identifiable as the proceeds of the sales of those goods and/ or services .
7. The company shall be entitled to maintain an action against the customer for the price of the goods notwithstanding that property in them has not passed to the customer.
Delivery Risk and Performance
1. Goods are delivered to the customer when the company makes them available to the customer or any carrier (who shall be the customer’s agent whoever pays his charges) at the company`s premises or to the delivery point agreed in writing by the company.
2. Risk in goods passes when they are delivered to the customer as aforesaid.
3. The company may deliver goods by instalments in any sequence.
4. No default or failure by the company in respect of any use or more installations shall vitae the contract in respect of the goods already delivered to the customer, or yet to be delivered to the customer and where the goods are delivered by instalments each instalment shall be deemed to be the subject of a different contract.
5. The company may deliver and the customer shall accept in satisfaction of the contract a lesser quantity than the quantity of the goods ordered.
6. Any dates quoted by the company or specified by the customer for the delivery of goods are deemed to be approximate only and shall not form part of the contract and the customer acknowledges that in the performance expected of the company no regard has been paid to any quoted delivery dates.
7. Time for delivery is not of the essence of the contract.
8. If the customers fails to take delivery of the goods or any part of them on the date that they are made available and/ or fails to provide written instructions or any documents, licences, consents or authorisations required to enable the goods to be delivered the company shall be entitled to store or arrange for the storage of the goods and the risk in the goods shall pass to the customer shall pay to the company all costs and expenses including storage and insurance charges arising from its failure.
9. The company shall not be liable for any penalty ,loss , injury or damage or expense arising from any cause whatsoever nor shall and such delay or failure entitle the customer to refuse to accept any delivery or performance of or repudiate or terminate the contract.
1. Any claim for non-delivery of any goods in the united kingdom shall be notified by the customer to the company in writing within 14 days of the date on the company`s invoice.
2. Any claims that the goods have been delivered damaged or are not of the correct quantity or do not comply with the description in the contract shall be notified by the customer to the company within seven days of their delivery or deemed
3. The customer to the company shall notify and alleged defect in the goods within seven days or in the case of defect, which is not reasonably apparent on inspection within seven days of the defect coming to the customer`s attention.
4. Any claim under this condition must be in writing and must contain full details of the claim including details required by the company to identify the goods accurately.
5. The company shall be afforded a reasonable opportunity and facilities to investigate any claims under this condition and the customer shall if so requested in writing by the company promptly return any goods the subject of any claim and any packaging securely packed and carriage paid to the company for examination.
6. The company shall have no liability with regard to any claim in respect of which the customer has not complied with the provisions of this condition.
Scope of Contract
1. Under no circumstances whatsoever shall the company have any liability whatever kind for :-
(a) Any defects resulting from wear and tear or accident or improper use or storage after delivery,
(b) Any goods that have been altered after delivery,
(c) The suitability of any goods for any particular purpose or use under specific conditions whether or not those purposes were known or communicated to the company.
2. Under no circumstances shall the company have any liability of whatever kind for any:-
(a) Descriptions, illustrations, specifications, figures as to performance, drawing and particulars of weights and dimensions submitted by the company contained in the company`s catalogues, price list or elsewhere since they are merely intended to project a general idea of the goods and not to form part of the contract or to be treated as representations;
(b) Technical information recommendations, statements or advice furnished by the company, its servants or agents;
(c) Any variations in the quantities or dimensions of any goods or charges in their specifications or substitution of any materials if the variation or substitution of any materials does not affect the characteristics of the goods and the substituted materials are of a quality equal or superior to those originally ospecified.
Extent of Liability
1. The company shall have no liability to the customer for any loss or damage of any nature arising from any breach of any express or applied warranty or condition of the contract or any negligent breach of statutory or other duty on the part of the company or in any other way out or in connection with the performance or purposed performance of or failure to perform the contract except in accordance with this condition.
2. If the customer establishes that goods have not been delivered damaged or not of the correct quantity or do not comply with their description or are defective to allow the customer credit for their invoice value or return to the customer the invoice price for any such goods.
3. If the company is liable in accordance with this condition in respect of only some goods the contract shall remain in full force and effect in respect of the other goods in the contract.
4. The company shall not be liable in any circumstances whatsoever for goods which are lost or damaged in transit and all claims shall be made against the carrier.
5. There are no circumstances in which the liability of the company to the customer under this condition shall exceed the invoice value for the goods.
1. If the customer fails to make any payment or otherwise defaults in any of its obligations under the contractor any other contract or agreement with the company or because insolvent, has a receiver appointed or is wound up (voluntarily or compulsorily) or if the company bona fide believes that any such event may occur, then the company may suspend or terminate the supply of goods and shall be entitled to forfeit any monies already paid.
2. The contract and its subject matter are confidential and shall not be disclosed or used for any unauthorised purpose.
3. The contract cannot be cancelled within the written agreement of the company and upon payment by the customer to the company of 25% of the total contract price or such other sum expressed in writing by the company.
4. The contract shall be governed by English law and the customer consents to the exclusive jurisdiction of the courts in any other country.
5. Any notice to be given under this contract shall be in writing and emailed or sent by Facsimile transmission or forwarded by recorded delivery post to the receiving party at its business address or its last know business address and shall be deemed to have been given on the date of the email or facsimile or on the day following that on which the notice was posted.
1. The company shall not be liable for any failure in the performance of any of its obligations under the contract caused by factors outside its control.