Terms & Conditions
These Conditions are incorporated into all contracts for the supply of goods and/or services by label.m USA, Inc. (the "Company"). They supersede any previously issued Terms and Conditions of Supply.
These Conditions apply to every contract of sale between the Company and the Customer to the exclusion of any different or additional terms and conditions issued by the Customer, except in so far as the Company and the Customer may have otherwise expressly agreed in writing.
- Goods or services supplied may differ in non-material respects from those advertised or described in the Company's catalogue or other promotional material.
- The Company's employees or agents are not authorised to make any representations concerning the goods unless confirmed by the Company in writing. In entering into this contract the Customer acknowledges that it does not rely on any such representations which are not so confirmed, but nothing in these Conditions affects the liability of either party for fraudulent misrepresentation.
- Unless otherwise agreed the Company reserves the right to alter the price of the goods or services without notice at any time before delivery.
- Except as otherwise expressly agreed between the Customer and the Company, all prices are given by the Company on an ex works basis, and where the Company agrees to deliver the goods otherwise than at the Company's premises, the Customer shall be liable to pay the Company's charges for transport, packaging and in¬surance.
- Any date or period for delivery stated in any contract is intended by the Company and accepted by the Customer as being an estimate only, not giving rise to contractual obligations. The Customer shall not be entitled to rescind or reject any goods or claim damages on account of any failure or delay in delivery.
- Risk in the goods passes to the Customer on delivery. Title to the goods will not pass to the Customer until payment is received in full for the goods and all other goods agreed to be sold by the Company to the Customer for which payment is then due.
- The Customer will notify the Company and any carriers (if known) in writing:-
- In the event of non-delivery of the whole of any consignment within five (5) days of receipt of invoice or delivery note whichever is the earlier.
- In the event of damage to or partial loss of goods in any consignment within five (5) days of delivery of that consignment
- The Company will have no liability for such loss, damage or non-delivery unless the terms of this clause are strictly complied with.
- The Company shall not in any event be liable for any loss of profits or loss of contracts or special, consequential or indirect loss or damage suffered by the Customer as a result of any breach by the Company of any of these Conditions.
- Subject to any special terms agreed in writing, the Company may require payment for the price of the goods on or at any time after the Customer's order is accepted.
- Time shall be of the essence with respect to payment by the Customer and no extension of credit in excess of this period is permitted.
- All goods are supplied on condition that the amount due for VAT or any other applicable tax payment on the goods must accompany payment for the goods.
- If any sum remains unpaid after the due date then payment for all goods and services supplied no matter how recently and whether under the same or separate contracts shall become due immediately.
- If the Customer fails to make any payment on the due date then, without limiting any other right or remedy available to the Company, the Company may charge the Customer interest (both before and after any judg¬ment) on the amount unpaid, at the rate of four per cent per annum above the Bank of England base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
- The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness for any goods that remain the property of the Company, but if the Customer does so all moneys owing by the Customer to the Company shall (without limiting any other right or remedy of the Company) forthwith become due and payable.
The Customer shall not in any way alter, deface, obscure or obliterate any letters, numbers or other marks or markings whatsoever which appear on or are affixed to the goods.
Compliance with Specification
If any goods supplied by the Company do not comply with the Company's standard specification or such other specification as may have been expressly agreed between the Company and the Customer then the Company will replace the goods without charge providing that the Customer notifies the Company of the alleged defect within 21 days of delivery to the Customer and the Customer allows the Company a reasonable opportunity of inspecting the goods where practicable. It is agreed that the Company will not be liable for any further, or other compensation, by reason of alleged defects in quality of the goods (except for liability for death or personal injury).
The Customer shall have no right in any circumstances to cancel any order or instalment thereunder or return goods without the prior written consent of the Company.
The Company shall be entitled, without prejudice to its other rights and remedies, to cancel the contract in whole or in part or to suspend deliveries thereunder if the Customer is in breach of any term of the contract or becomes insolvent or being a body corporate has a Receiver or Administrator appointed or passes a resolution for winding up, or a Court makes an Order to that effect, or being an individual or partnership makes any composition or arrangement with his or their creditors or has a Receiving Order made against him or them.
If the Company is delayed or hindered in or prevented from performing any of its obligations under the contract by reason of Act of God, fire, flood, accident, explosion, breakdown or failure of plant or machinery, labour dispute, acts or regulations of Government, shortage of material or fuel or labour or transport or by reason of any cause whether or not of the same nature as the foregoing beyond its reasonable control, it shall be under no liability to the Customer in respect of such obligations but the time for performing the same shall be extended until the operation of the causes preventing, hindering or delaying the performance thereof has ceased.
The contract is personal to the Customer and shall not be assigned by the Customer without prior written consent of the Company.
Notices sent by the Customer must be sent to the Company's Customer Service Department at the address of the most recently delivered invoice. Such notices must state the Customer's name (and where applicable) account number. Notices by the Company shall be deemed to be sent to the Customer if sent to the Customer's last known address.
If any provision of the Contract is held by a court or other competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of the Contract and the remainder of the provision in question shall not be affected.