Tolchards Wine Brochure 2023 - Magazine - Page 161
9. LIMITATION
OF LIABILITY
All warranties, conditions and
other terms implied by statute
or common law (save for the
conditions implied by section
12 of the Sale of Goods Act
1979) are, to the fullest extent
permitted by law, excluded from
the contract. The Seller shall
not be liable to the Buyer for
loss of profit, loss of business,
or depletion of goodwill in each
case whether direct, indirect or
consequential, or any claims for
consequential compensation
whatsoever (howsoever caused)
which arise out of or in connection
with the contract. Nothing in
these conditions excludes or
limits the liability of the Seller
for death or personal injury
caused by the Seller’s negligence.
Subject to the foregoing the
Seller’s total liability in contract,
tort (including negligence
or breach of statutory duty),
misrepresentation, restitution
or otherwise, arising in
connection with the performance
or contemplated performance
of the contract shall be limited
to the contract price.
10. RETENTION
OF TITLE
The Seller and Buyer expressly
agree that until the Seller has
been paid in full for the goods
comprised in this or any other
contract between them:
the goods comprised in this
contract remain the property
of the Seller (although the risk
therein passes to the Buyer
when the goods are delivered
to the Buyer) until such time as
the Buyer shall have paid to the
Seller the agreed price together
with the full price of any other
goods the subject of any other
contract with the Seller.
The Seller may recover those
goods at any time from the Buyer
if in his possession, if the amount
outstanding from the Buyer to the
Seller in respect to goods supplied
shall remain unpaid after the due
date for payment has passed; and
for that purpose the Seller, his
servants and agents may for the
purpose of recovery of its own
goods enter upon all premises,
land or building upon which he
goods are stored or where they are
reasonably thought to be stored to
recover the same.
(ii)
The Buyer acknowledges that
the Buyer is in possession of the
goods solely as a bailee for the
Seller until such time as the full
prices there of are paid to the
Seller together with the full price
of any goods the subject of
any other contract with the Seller.
(iii)
(iv) In the course of his business
for the account of the Seller (but
any warranties, conditions or
representations) given or made
by the Buyer to any third party
shall not be binding on the Seller
who shall be indemnified by the
Buyer with respect there to and
to pass good title to the goods to
his customer being a bona fide
purchase for value without
notice of Seller’s rights.
The Buyer has the rights to
re-sell the goods in the course
of his business for the account
of the Seller (but any warranties,
conditions or representations
given or made by the Buyer to
any third party shall not be
binding on the Seller who shall
be indemnified by the Buyer
with respect there to) and to
pass good title to the goods to
his customers being bona fide
purchase for value without
notice of the Seller’s rights;
(v)
(vi) In the event of such re-sale
the Buyer has fiduciary duty
to the Seller to account to the
Seller for the proceeds but may
retain there from any excess of
such proceeds over the amount
outstanding under this or any
other sale contract between them
and the Seller has the additional
right to recover the Buyer’s price
directly from the Buyer’s customer
to the extent unpaid; if the Seller
avails himself of such rights the
Seller will account to the Buyer
for any such excess as aforesaid
less any expenses incurred by the
seller in respect of such recovery;
(vii) Nothing in this condition
shall confer any right upon the
Buyer to return the goods sold
here under or to refuse or delay
payment therefore unless
otherwise agreed.
TERMS AND CONDITIONS
No liability is accepted for
any claims for short delivery
or damage unless notified to
us within 3 clear days of the
delivery and in the event of
wet damage the documents
must be endorsed accordingly.
Legal title to the goods shall
not pass to the Buyer unless
the Seller has been paid in full,
and legal title shall not pass to the
Buyer until all sums due to the
Sellers account have been paid.
(i)
11. FORCE MAJEURE
The Seller shall not be liable for
failing to perform the contract
whether in whole or in part if the
failure is caused by any inability
to secure labour, materials or
supplies, act of God, riot or civil
commotion, strike, lock-out, fire,
flood, drought, act of government
or any cause, whether or not
similar in kind to all or any of the
foregoing, outside the Seller’s
control and shall have the rights
by notice in writing to the Buyer
to rescind the contract or to elect
to vary the contract as may in the
Sellers opinion be necessary.
12. GOVERNING LAW
The contract and any dispute
or claim arising out of or in
connection with it or its subject
matter or formation (including
non-contractual disputed or
claims) shall be governed by
and construed in accordance
with English law, and the
parties submit to the exclusive
jurisdiction of the English courts.
TEL: +44 (0)1626 333 426
EMAIL: info@tolchards.com
WEB: www.tolchards.com
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8. CLAIMS
