Terms & Conditions

Titles to Goods Supplied

1. Title to all goods supplied by ENCO Industrial Supplies Limited (“the company”) shall remain the property of the company until payment has been made for such goods in full by the person/firm/company (“the Customer”) named overleaf and any cheque or other instrument of payment has been cleared and the company’s account with its bankers unconditionally credited for the full amount due. If more than one item is recorded in an invoice issued by the company to the Customer then title to the goods recorded in that invoice shall pass from the company to the Customer only at the point in time when payment in full is received by the company for all goods recorded in that invoice. The Customer shall hold goods as bailee only until title passes in accordance with the foregoing.

Retaking Possession

2. If the Customer fails to make payment in full on due date the company shall be entitled (whether or not demand has been made and without the necessity for giving further or other notice) to retake possession of all goods in respect of which payment in full has not been received in accordance with the foregoing provisions. The Customer hereby authorises the company by its agents to enter upon the premises of the Customer or any other premises where the goods supplied by the company may be located for the foregoing purpose and agrees to indemnify the company for all costs and claims incurred or suffered as a consequence of doing so.

3. In any case where the company retakes possession of goods supplied the company shall have the option in its sole discretion of electing either to allow a credit for the value of the goods repossessed or to resell the goods. The Customer shall be liable upon demand being made to pay to the company an amount to equal to the aggregate of-

i. the value of the goods or the net amount received on resale of the goods (as the case may be),
ii. interest in accordance with the provisions of clause 10 hereof,
iii. all costs and expenses incurred on repossession and (if applicable) resale of the goods, and
iv. an amount equal to 20% of the original sale price of the goods as recompense for administration and rehandling the goods less

1. any credit allowed by the company or the net amount received on resale (as the case may be), and
2. an amount equal to any partial payments made or allocated towards the purchase price of such goods.

4. The Customer’s conditional rights relating to goods supplied by the company shall cease for all purposes ipso facto upon the company electing to exercise its rights to
repossess goods in accordance with the foregoing.

Allocating Moneys Received

5. The company shall be entitled to allocate moneys received from the Customer in or towards payment of moneys due to the company on any account whatsoever as the company in its sole discretion may see fit. The company shall not be obliged to credit moneys received towards payment of any particular invoice or amount due by the Customer to the company notwithstanding that the Customer may have specified the account or outstanding amount intended to be credited.

Risk

6. All goods dispatched by the company to the Customer shall be at the risk of the Customer in all respects from that point in time when the goods leave the company’s premises. The Customer shall make its own arrangements for insurance cover and for processing any claims for loss of or damage to goods. The Customer shall remain liable to the company in accordance with the provisions hereof notwithstanding loss of or damage to goods following dispatch from the company’s premises and notwithstanding that the company may have arranged or effected physical delivery of the goods.

Credit Arrangements

7. In any case where the company agrees to provide credit to the Customer for the value of goods supplied the following arrangements shall apply:

1. No arrangements for provision of credit shall be binding on the company unless made in writing, signed by an officer or authorised employee of the company.
2. The company may at any time alter or cancel any credit arrangements agreed to by further notice in writing to the Customer. Unless otherwise specified by the company any alteration to credit arrangements shall apply to all goods dispatched following the date of forwarding such notice to the Customer.
3. Notwithstanding any written arrangements from time to time agreed to, all credit arrangements shall be deemed to be cancelled and all amounts outstanding to the company shall be deemed to be immediately due for payment upon the happening of any one or more of the following events, namely-

i. in the case of an individual, the Customer shall die, become solvent or have any petition for insolvency presented, or
ii. being a company, the Customer shall go into liquidation or receivership or have a resolution to wind-up passed or proposed or to have any petition for winding-up presented or be unable to pay its debts within the meaning of the Companies Act 1955, or
iii. the company ascertains that the Customer has made a false statement in making application for credit, or
iv. the Customer or any person on the Customer’s behalf fails to supply all relevant information relating to the solvency and credit-worthiness of the Customer, or
v. if distress or execution be levied or issued against any part of the property or assets of the Customer, or
vi. if the customer ceases or threatens to cease to carry on the Customer’s business.

8. Where no credit arrangements have been agreed to by the company or in the event of cancellation of credit arrangements, the purchase price for goods supplied shall be due for payment upon delivery.

9. All goods supplied by the company shall be deemed to have been delivered to the Customer upon the earlier of possession being taken by the Customer or despatch of the goods from the company’s premises whichever event shall first occur.

Interest on Overdue Accounts

10. The Customer shall be liable to pay interest on all moneys due and unpaid calculated at the Applicable Rate on a daily basis from the due date for payment to the date payment is actually received. Where the company exercises rights to repossess goods, payment shall for the purposes of calculating interest due be deemed to be received upon receipt by the company of the proceeds of resale or the date of crediting the Customer’s account with the value of the goods repossessed (as the case may be). Interest shall accrue after as well as before judgement. In addition the Customer shall be liable for all costs of enforcement and collection (including legal costs on a solicitor and own client basis).

11. For the purpose of clause 10 hereof “Applicate Rate” means a rate of interest equivalent to 7.5% above the overdraft rate payable by the company to its bankers for overdraft accommodation. A letter signed under the hand of the Manager, Assistant Manager or Accountant of the company’s bankers shall be conclusive evidence as to the interest rate payable by the company for overdraft accommodation and for the purposes of calculating the Applicable Rate.
Claims for Goods Supplied

12. The Customer acknowledges and agrees that the Customer shall not be entitled to return goods supplied by the company nor receive a credit for goods returned to the company excepting in accordance with the following provisions:

1. all claims alleging the supply of incorrect goods (as to quantity or type) or damaged or defective goods shall be made within 14 days of despatch from the company’s premises (or such later date as the company may in its sole discretion be prepared to allow);
2. the onus of demonstrating that the company is responsible for the supply of incorrect goods or defective goods or that damage occurred prior to risk passing to the Customer shall lie with the Customer
3. the Customer shall at the Customer’s cost in all things return the goods to the company’s premises or as may be directed by the company together with such written explanation and other information and reports as the company may require to process any claim made.

13. In any case where the company accepts liability for the supply of incurred goods or damaged or defective goods the company’s liability shall be limited to the value of goods at the time of supply.

14. In any case where the company does not accept a claim for the supply of incorrect goods or of defective or damaged goods or no claim is made by the Customer on that account but the company nevertheless in its discretion agrees to accept goods for return, the company shall be entitled to an administrative and handling fee equal to 10% of the value of the goods returned. Any credit given by the company to the Customer for return goods may be reduced by the amount due to the company for its administrative and handling fee.

Goods and Services Tax

15. Unless otherwise indicated all prices are exclusive of GST and the company shall be entitled to add an allowance for goods and services tax at the rate from time to time applicable.

General

16. Any failure or delay on the part of the company in exercising its rights and remedies and any granting of time compromise or other indulgence shall not operate as a waiver of the company’s rights, and all rights and remedies reserved to the company under the foregoing provisions shall remain enforceable unless expressly waived in writing under the hand of a Director or the Secretary of the company.

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