1. DEFINITIONS
In these Conditions the following words have the following meanings:
“Company”: Pyramid Trading Ltd, trading as Pyramid Steel, GCS Steel, Beverley Steel, Pyraweld supplies and Rent free Gas, a company registered in England and Wales under company number 2361944 whose registered office at 155 High Street, Aldershot, Hampshire. GU1 1TT, main trading address Rotunda Estate, Aldershot GU11 1TG, whose VAT number is GB 641 57748 31.. Company shall include but will not be limited to the trading styles,
“Contract”: any contract between the Company and the Customer for the sale and purchase of the Goods, incorporating these Conditions.
“Customer”: the company, firm or person who agrees to buy the Goods from the Company.
“Day”: a day when the main lending banks in England and Wales are open for business.
“Delivery Point”: the location for delivery of the Goods specified in the Company’s quotation or order confirmation.
“Goods”: the goods which the Company is to supply in accordance with these Conditions. Any reference to “the Goods” shall, where appropriate, include a reference to part of them.
“Price”: the purchase Price of the Goods as stated in the Company’s quotation or order confirmation.
“Special Delivery Goods”: Goods which the Company has agreed by marking the order “Special Delivery” to deliver by a specific time and date in consideration for which the Customer agrees to pay a Special Delivery Charge.
“Special Delivery Charge”: A charge payable by the Customer for Special Delivery.
“Special Purchase Goods”: Goods that are sourced or modified specifically for the Customer, and confirmed as such on the sales order, delivery or invoice paperwork as “SP” or similar designation.
2. |
FORMATION OF THE CONTRACT |
||||||||||||
2.1 |
The Contract comprises the whole agreement between the Company and the Customer and no other express terms, written or oral, shall be incorporated into the Contract. |
||||||||||||
2.2 |
These Conditions override any other terms which the Customer may subsequently seek to impose. |
||||||||||||
2.3 |
Any statement by an employee or representative (other than a director) of the Company to:-
shall not be binding on the Company unless confirmed by the Company in writing and signed by a director. |
||||||||||||
2.4 |
The Customer's order constitutes an offer by the Customer to purchase the Goods from the Company on these Conditions and the Contract between the Company and Customer is made by the Company’s acceptance of the Customer’s offer.
|
||||||||||||
3. |
PRICES |
||||||||||||
3.1 |
Any quotation given by the Company is valid for 30 days only unless otherwise stated therein. |
||||||||||||
3.2 |
Unless otherwise stated in the Company's quotation, the Price of the Goods does not include:
|
||||||||||||
3.3 |
The Company reserves the right to make an additional charge in respect of preparation of working drawings or designs which are necessary for processing the Customer's order or are requested by the Customer including, but not limited to, drawings for use by the Customer in connection with other associated building work or trades. |
||||||||||||
3.4 |
Where at any time before delivery of the Goods:
the Company is at liberty to adjust the Price accordingly subject to giving the Customer notice of not less than 24 hours of the increase. |
||||||||||||
3.5 |
The Customer shall have no right of cancellation by virtue of the increase in the Price in accordance with Condition 3.4 unless such increase is in excess of 10% of the Price. Such right of cancellation shall be the only remedy available to the Customer and the Company accepts no responsibility for any losses arising there from. |
||||||||||||
4. |
MATERIALS |
||||||||||||
4.1 |
All orders are accepted by the Company subject to materials and components being available to the Company from its suppliers and by accepting an order the Company does not give a warranty as to availability. |
||||||||||||
4.2 |
The Company reserves the right to vary the agreed specification of materials used if, in its opinion, the finished product will be of an equivalent or higher standard. |
||||||||||||
4.3 |
Goods that are modified specifically for the Customer, sourced specifically for the Customer or are marked "SP" on the Sales Order, delivery or Invoice paperwork are non returnable or cancellable after order. |
||||||||||||
5. |
PAYMENT |
||||||||||||
5.1 |
Except in the case of Customers with a pre-agreed credit facility, the Goods shall be paid for in full prior to delivery and/or commencement of work by the Company, or on collection, as may be agreed by the Company. |
||||||||||||
5.2 |
The Company may, in its sole discretion, agree with a Customer a credit facility, in which event, subject to the Customer’s compliance with these Conditions:
|
||||||||||||
5.3 |
If the Customer fails to pay for the Goods or any other goods supplied by the Company by the due date the Company may:-
|
||||||||||||
5.4 |
The Customer may not withhold payment of any invoice or other amount due to the Company by reason of any right of set off or counterclaim for any reason whatever. |
||||||||||||
5.5 |
In addition to any right of lien to which the Company may by law be entitled the Company shall be entitled to a general lien on all goods of the Customer in the Company’s possession (even if such goods or some of them may have been paid for) for the unpaid Price of the Goods. |
||||||||||||
5.6 |
The Company shall have the right of set off for amounts owed to the Customer against amounts owed by the Customer. |
||||||||||||
5.7 |
If the Company has to resort to legal proceedings to recover the Price or part thereof from the Customer, the Company reserves the right to charge interest as above and its legal fees and disbursements. |
||||||||||||
6. |
DELIVERY |
||||||||||||
6.1 |
Delivery shall be deemed to take place at the moment the Customer instructs the Company's driver to position his vehicle for discharge of the Goods at the Delivery Point or, in the event that the Customer collects and/or transports the Goods from the Company, the moment of loading onto the Customer's or Customer's contractor's vehicle or handing to the Customer. |
||||||||||||
6.2 |
Delivery shall be subject to the terms of the Company's policies and procedures, copies of which are available, by e-mailing Sales@Pyramidsteel.co.uk or from the Company's sales office. |
||||||||||||
6.3 |
The Customer waives the right to deny delivery has taken place when a delivery note identifying the Goods has been signed by or on behalf of the Customer. |
||||||||||||
6.4 |
Any time(s) and date(s) specified for delivery of the Goods shall be treated as estimates only. Time shall not be of the essence of the Contract, nor may be made so |
||||||||||||
6.5 |
In the event that the Company fails to deliver Goods by the agreed date and time, or in the case of any other Goods within 14 days of the agreed delivery date, the Customer shall be entitled to give 7 days notice in writing requiring delivery failing which the Customer may rescind the Contract. |
||||||||||||
6.6 |
In the event of delay in delivery the Company agrees to pay the Customer compensation limited to twice the Delivery Charge. |
||||||||||||
6.7 |
The Company may deliver by separate instalments, each of which may at the Company's option be invoiced and paid for in accordance with the provisions of these Conditions. |
||||||||||||
6.8 |
Subject to the other provisions of these Conditions, the Company shall not be liable for any indirect or consequential loss (both of which terms include, without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and similar loss), costs, damages, charges or expenses caused directly or indirectly by any delay or failure in the delivery of the Goods (even if caused by the Company's negligence or deliberate breach). |
||||||||||||
6.9 |
The Company will refuse to deliver any Goods over roads or other ground which the Company considers unsuitable or may be considered trespass and any resultant abortive costs incurred will be paid by the Customer to the Company. |
||||||||||||
6.10 |
It is the Customer's responsibility to offload the Goods at the Delivery Point in a safe manner and to provide, free of charge, adequate labour and equipment for this purpose. |
||||||||||||
6.11 |
Without prejudice to any other right or remedy the Company may have, if for any reason the Customer fails to accept delivery of any of the Goods when they are ready for delivery, or the Company is unable to deliver the Goods on time because the Customer has not provided appropriate instructions, documents, licenses or authorizations:
|
||||||||||||
6.12 |
With the exception of Special Purchase Goods the Company will, subject to Condition 8, accept the return of Goods which have been delivered subject to the following conditions:
|
||||||||||||
6.13 |
The Customer must be able to take delivery between 7:00 and 17:30 hours, (Monday to Friday). If the Customer does not have personnel available, the incorrect offloading equipment, the Company cannot deliver because in its view it cannot get access to the delivery location because of the road/ground condition, or the Customer otherwise refuses or fails to accept delivery (in full or part), the Company will not be able to complete delivery and the Customer will be charged a handling fee of 25% of the order value. |
||||||||||||
7. |
PROPERTY AND RISK |
||||||||||||
7.1 |
Ownership of the Goods remains with the Company and will not pass to the Customer until the earlier of the following events:
|
||||||||||||
7.2 |
If the Customer is overdue in paying for the Goods or any other goods supplied by the Company, the Company may, if still the owner recover and resell them. The Customer gives the Company irrevocable authority to enter the premises or land upon which the Customer is working or which the Customer owns or leases for this purpose and for the purpose of inspecting the Goods, labelling them and/or recovering them. This does not affect any other right of the Company. |
||||||||||||
7.3 |
Until the Customer has paid the Company for the Goods and all other goods which the Company has supplied to the Customer, the Customer:
|
||||||||||||
7.4 |
If the Customer sells the Goods, any such sale shall be a sale of the Company's property on the Customer's own behalf and the Customer shall deal as principal when making such a sale. |
||||||||||||
7.5 |
Risk in the Goods passes to the Customer upon delivery. |
||||||||||||
7.6 |
The Company shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods has not passed from the Company. |
||||||||||||
7.7 |
The Customer must insure the Goods against all insurable risks for the Price due to the Company for the Goods. |
||||||||||||
7.8 |
If the Goods are destroyed by an insured risk before the Customer has paid for them, the Customer shall hold the insurance proceeds as the Company's trustee. |
||||||||||||
7.9 |
On termination of the Contract, howsoever caused, the Company's (but not the Customer's) rights contained in this Condition 7 shall remain in effect. |
||||||||||||
8. |
ACCEPTANCE |
||||||||||||
8.1 |
The Customer shall be deemed to have accepted the Goods upon delivery and it shall be conclusively agreed that the Goods are in accordance with the Contract unless:
|
||||||||||||
8.2 |
The Company may in its absolute discretion require the return of the Goods and such return/collection shall not be construed as an admission of any liability. |
||||||||||||
9. |
SPECIFICATION |
||||||||||||
9.1 |
In addition or subject to any other warranty or condition previously agreed in writing, the Company warrants that, subject to the terms of Condition 9, the Goods are of satisfactory quality and correspond, within reasonable tolerance levels, to the quantity ordered and to the Company's specification or description of the Goods. |
||||||||||||
9.2 |
The Goods are sold on the basis of weighed weight or calculated weight or quantity according to the Company's practice for that product. Sizes are supplied within the tolerances as laid down by the manufacturers of the product. Where weight weighed is chargeable, the count is not guaranteed and claims based solely upon count cannot be accepted. The Goods shall be deemed to be within reasonable tolerances and the Company shall have fulfilled the Contract if the Goods delivered are within a tolerance of 10 per cent above or below the quantity ordered. |
||||||||||||
9.3 |
The Goods will only be supplied within the tolerances stated in the current British Standard or European Standard for the appropriate product, where such a standard exists, or if it has been expressly requested in writing by the Customer and expressly specified by the Company on its delivery note and invoice. |
||||||||||||
9.4 |
Any statement in a British or European Standard as to suitability of the Goods for any purpose is excluded. |
||||||||||||
9.5 |
Except as provided in Condition 9.1 all terms, conditions, warranties or descriptions implied by law or expressed orally by the Company's employees or agents or otherwise, as to the quantity, quality or fitness for the purpose of the Goods or their conformity to any samples or description provided by or on behalf of the Company are expressly excluded, except where the Goods are of a type ordinarily bought for private use and the Customer is not buying or holding out as buying the same in the course of a business. |
||||||||||||
9.6 |
The Company shall not be responsible for the accuracy or suitability of any drawing design or specification supplied by the Customer to the Company in relation to the Goods notwithstanding that the Company may have inspected, commented or relied upon the same in the manufacture and/or supply of the Goods. |
||||||||||||
10. |
DEFECTS |
||||||||||||
10.1 |
Subject to Condition 11 below, provided that the Customer has complied with Condition 8, if the Goods or any part thereof are defective in quality or state or otherwise not in accordance with the Contract then if the Company and the Customer do not agree that the Customer shall accept the Goods at a revised Price or that the Goods should be made good at the Company's expense the Company will accept the return of the Goods by the Customer and at the Customer's option either:
|
||||||||||||
11. |
COMPANY LIABILITY |
||||||||||||
11.1 |
The Customer shall have no right of rejection of the Goods and the Company shall have no liability for negligence or breach of contract except as provided in Condition 10, which clause is in substitution for any other legal remedy of the Customer. |
||||||||||||
11.2 |
The Company shall have no liability for ascertaining whether the Goods are suitable or reasonably fit for the purpose for which they were ordered or for any other advice it may give whether by itself, its employees or agents as to the application or suitability of Goods for any purpose whatsoever. |
||||||||||||
11.3 |
The Company shall not be liable for any loss or damage to the Goods in transit that are at the Company's risk where the Customer's packing and protection specification differs from that recommended by the Company. |
||||||||||||
11.4 |
Nothing in these Conditions excludes or limits the liability of the Company:
|
||||||||||||
11.5 |
Subject to Conditions 6.6 and 11.4
|
||||||||||||
12. |
FORCE MAJEURE |
||||||||||||
The Company reserves the right to defer the date of delivery or to cancel the Contract or reduce the volume of the Goods ordered by the Customer (without liability to the Customer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Company including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party's workforce), collapse of building structures or failure of plant and/or machinery or restraints or delays affecting carriers or utilities or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 28 days, the Customer shall be entitled to give notice in writing to the Company to terminate the Contract. |
|||||||||||||
13. |
NON PRIMES |
||||||||||||
13.1 |
Any statement, specification, description or other information provided by the Company in respect of non-primes is given in good faith but the Company can accept no responsibility for its accuracy. |
||||||||||||
13.2 |
Goods sold as "non-prime" or Goods which the Company and the Customer agree to be "nonprime" are sold in their actual state, as seen, without warranty and with all faults whether or not the Goods have been inspected by the Customer prior to delivery |
||||||||||||
13.3 |
The Company shall have no obligation to replace or make good non-prime goods or entertain any claim whatsoever in respect thereof and the Customer shall indemnify the Company against all claims made against it and all losses, liabilities, costs and expenses which arise out of loss or damage to property or injury to or death of any person caused or alleged to be caused by or consequent upon the supply of a product (as defined in Section 1 of the Consumer Protection Act 1987) to the Customer as "non-prime" or to any third party by the Customer which comprises nonprime goods sold to the Customer by the Company or which has a component or components or includes or is otherwise manufactured from any non-prime goods supplied by the Company whether or not such claim is made pursuant to the said Act. |
||||||||||||
13.4 |
If the Customer shall resell non-prime goods the Customer shall ensure that a provision in similar form to this condition is incorporated in the contract for such resale unless prior to reselling such goods the Customer has caused the goods or such part thereof as the Customer resells to comply with a recognised specification or standard. |
||||||||||||
14. |
INSOLVENCY |
||||||||||||
14.1 |
If the Customer
then the provisions of Condition 14.2 shall apply. |
||||||||||||
14.2 |
In the event of any of the circumstances under clause 14.1 arising then:
|
||||||||||||
15. |
ASSIGNMENT |
||||||||||||
15.1 |
The Contract shall not be assigned by the Customer to any third party without prior written consent of the Company. |
||||||||||||
15.2 |
The Company may assign any benefit or sub-contract performance of the Contract. |
||||||||||||
16. |
INTELLECTUAL PROPERTY |
||||||||||||
The Customer indemnifies the Company against all actions, proceedings, claims, costs and expenses which may be brought against or incurred by the Company by reason of its supplying the Goods or applying any process or service in relation to goods of the Customer in accordance with any such drawings, specifications or other information whether or not it alleged in such actions, proceedings and claims that any patent mark design copyright or other intellectual property or other exclusive right of any third party has been infringed. |
|||||||||||||
17. |
DATA PROTECTION |
||||||||||||
17.1 |
The Company will comply with the General Data Protection Regulations 2018. The Customer consents to the Company processing any personal data the Company may from time to time receive in the course of dealings with the Customer, in relation to the Customer and any partner, officer, servant, agent or referee of the Customer. Pyramid Trading Ltd Terms and Conditions of Sale Terms and Conditions of Sale. |
||||||||||||
17.2 |
The Customer warrants to the Company that it has the authority of the individual to whom the personal data relates. |
||||||||||||
17.3 |
The Company may make periodic searches at credit reference agencies and fraud prevention agencies to manage the Customer's account, to take decisions regarding credit, including whether to make available or to continue or extend existing credit. A record may be kept of this search and the Customer agrees to the Company sharing this information. |
||||||||||||
17.4 |
The Customer consents to the electronic transfer of any personal data collected pursuant to this Condition 17 outside of the European Economic Area for the purpose of data processing. |
||||||||||||
18. |
GENERAL |
||||||||||||
18.1 |
Each right or remedy of the Company under the Contract is without prejudice to any other right or remedy of the Company whether under the Contract or not. |
||||||||||||
18.2 |
If any provision of the Contract is found by any court, tribunal or administrative body of competent jurisdiction to be wholly or partly illegal, invalid, void, voidable, unenforceable or unreasonable it shall to the extent of such illegality, invalidity, voidness, voidability, unenforceability or unreasonableness be deemed severable and the remaining provisions of the Contract and the remainder of such provision shall continue in full force and effect. |
||||||||||||
18.3 |
Failure or delay by the Company in enforcing or partially enforcing any provision of the Contract shall not be construed as a waiver of any of its rights under the Contract. |
||||||||||||
18.4 |
Any waiver by the Company of any breach of, or any default under, any provision of the Contract by the Customer shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the Contract. |
||||||||||||
18.5 |
The parties to the Contract do not intend that any term of the Contract shall be enforceable by virtue of the Contracts (Rights of Third Parties) Act 1999 by any person that is not a party to it. |
||||||||||||
18.6 |
The formation, existence, construction, performance, validity and all aspects of the Contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts. |
||||||||||||
18.7 |
The Company has the right to revise and amend these Conditions from time to time to reflect changes, including without limitation, in market conditions affecting our business, changes in technology, changes in prices and payment methods, changes in relevant laws and regulatory requirements and changes in the Company's system's capabilities. |
||||||||||||
18.8 |
The Customer will be subject to the policies and Conditions in force at the time that you order the Goods, unless any change to those policies or these Conditions is required to be made by law or governmental authority (in which case it will apply to orders previously placed by the Customer), or if the Company notifies you of the change to those policies or these Conditions before delivery or oin the case of DFD Goods the Company sends you the Dispatch Notification (in which case the Company has the right to assume that the Customer has accepted the change to the Conditions). |
||||||||||||
18.9 |
The Company intends to rely upon these Conditions and any document expressly referred to in them in relation to the subject matter of any Contract. |
||||||||||||
18.10 |
In entering into a Contract, neither party has relied on any representation, undertaking or promise given by the other or which can be implied from anything said or written in negotiations between the parties prior to such Contract except as expressly stated in these Conditions. |
||||||||||||
19. |
NOTICES |
||||||||||||
All notices given by the Customer to the Company must be given to Pyramid Trading Ltd, Rotunda Estate, Aldershot, Hampshire GU11 1TG.. The Company may give notice to the Customer at either the e-mail or postal address the Customer provided when placing an order. Notice will be deemed received and properly served immediately when posted on the Company's website, 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail that such e-mail was sent to the specified e-mail address of the addressee. |
|||||||||||||
20. |
WRITTEN COMMUNICATIONS |
||||||||||||
Applicable laws require that some of the information or communications the Company sends to the Customer should be in writing. When using the Company's website, the customer accepts that communication with the Company will be mainly electronic. The Company will contact the Customer by e-mail or provide information by posting notices on its website. For contractual purposes, the Customer agrees to this electronic means of communication and acknowledges that all contracts, notices, information and other communications that the Company provides to you electronically comply with any legal requirement that such communications be in writing. This Condition does not affect any statutory rights. |
|||||||||||||
21. |
QUALITY STATEMENT |
||||||||||||
The Company is committed to a comprehensive quality assured management system following the guidelines set out in ISO 9001:2015 and BS EN ISO 1090-2:2018 which aims to provide consistent service, giving quality materials correctly, first time every time. Explanation of *Codes: Telephone calls may be recorded for training and / or security purposes. |
|||||||||||||
22. |
CE Marking and the CPR |
||||||||||||
22.1 |
Upon order placement you will be required to indicate if the Goods or Customer Products to which your order relates are intended for use and / or sale for use in a construction setting and therefore require the application of applicable CE markings and, if applicable, it shall be your responsibility to confirm the relevant execution class for which a CE mark is required. Pyramid Trading Ltd shall only apply CE markings to any Goods and / or Customer Products if indicated as being required by you and in the execution class you have confirmed as applicable and Pyramid Trading shall have no responsibility for advising you or determining on your behalf whether a CE mark is required and, if so, which execution class is applicable. Nor shall the application of a CE marking by Pyramid Trading at your request and / or based on the information provided by you indicate or imply any liability on the part of Pyramid Trading for determining that such CE marking is accurately applied or correctly reflects the purpose for which you intend to use the supplied Goods or Customer Products. |
||||||||||||
22.2 |
If your order is silent on the issue of CE marking and if no relevant process is being applied to the Goods and / or Customer Products by Pyramid Trading. Pyramid Trading Ltd shall transfer to you the benefit of any certification given by the original producer or supplier of the Goods to the extent relevant. |