Terms and Conditions | Mem-Star Distribution Ltd Mem Star Ltd

Terms & Conditions
General

Quotations are made and all orders accepted subject to the following conditions, notwithstanding anything which
may be stated to the contrary on the Buyers order form or in correspondence. No terms and/or conditions which
the Buyer may seek to impose shall apply or have effect.

Orders

The Company reserves the right at any time to refuse orders and cancel any incomplete orders or to suspend
delivery, due to circumstances outside its direct control. No contract shall arise between the Company and the
Buyers unless and until the Buyer has accepted these Terms and Conditions either expressly in writing or verbally
or by implication. The Company may cancel this Agreement by giving written notice in the event that:-

(i) any invoices for the sale of the Company goods are overdue for payment.

(ii) the manufacture of the goods increases the price to the company.

(iii) for reasons beyond the control of the Company, it is unable to effect delivery following termination of the
manufacturers goods; or

(iv) it is unable to effect delivery due to insufficient supply of goods from the manufacturer.

On giving such notice, the Company shall promptly repay to the Buyer any sums paid in respect of the price.
The Company shall not be liable for any loss or damage whatsoever arising from such cancellation.
A charge of up to 40% of the order price will be made should the Customer cancel the order without the written
agreement of the Company.

Prices

The prices shown in our catalogues or price lists are those ruling at the time of printing and are therefore subject
to alteration without notice. Goods will be invoiced at prices ruling at the time of delivery. Quotations are made at
current prices on an ex-works, ex-VAT basis and are exclusive of the costs of packaging, carriage, insurance and
unloading. Quotations are for acceptance within 7 days from the date of quotation and unless accepted within that
period will be deemed to have been withdrawn.

Delivery

The delivery period will commence on the receipt by the Company of a written or verbal order, accompanied by
sufficient information to enable the Company to proceed with the order. The time for delivery is an estimate only
and the Company shall use its reasonable endeavours to supply goods before the expected delivery date. The
place for delivery of the goods will be notified to the Company by the Buyer. However the Company shall have no
liability in the respect of failure to deliver or perform or delay in delivery of performing the obligations under this
Agreement arising from any cause whatsoever, the time for delivery shall not be of the essence.

The Buyer shall inspect the goods on delivery and shall within 7 days of delivery notify the Company of any alleged
defect in the goods. The Buyer shall notify the Company of any non-delivery within 7 working days from the date
on which the goods were expected to be delivered. The Buyer shall give the Company an opportunity to inspect
the goods within a reasonable time following delivery and before any use is made of them. If the Buyer shall fail to
comply with these provisions the goods shall be conclusively presumed to be in accordance with the contract and
free from any defect or damage and the Buyer shall be deemed to have accepted the goods.

The Buyer shall notify the Company of any shortage of quantity or damage to the goods or any alleged failure to
comply with its description within 2 working days of receipt. Goods which have been damaged in transit must be
returned by the Buyer within the original packaging kept intact for the Company’s insurance purposes.

Defective Goods

(i) The liability of the Company is strictly limited to the replacement, repair or credit to the invoiced value of the
defective items at the discretion of the Company. The Company’s maximum liability under or arising from this
Agreement shall be limited to a sum equivalent to the invoice price of the goods. The Company shall not be liable
for any claim, whether arising in contract, tort or otherwise for the consequential, economic, special or other
indirect loss. The Buyer accepts that the limitations and exclusions set out herein are reasonable having regard
to all circumstances including, without limitation, the price of the goods.

(ii) Except otherwise provided in this Agreement, all warranties, representations, terms and conditions, whether
express or implied, written or oral, are hereby expressly excluded to the fullest extent permitted by law.

Return Of Goods

No goods delivered to the buyer which are in accordance with the contract will be accepted for return without
the prior written approval of the Company on terms to be determined at the absolute discretion of the Company.
If the Company agrees to accept any such goods for return, the Buyer shall be liable to pay a handling charge
of up to 25% of the invoice price. Such goods must be returned by the Buyer carriage-paid to the Company in their
original packaging.

Guarantee

The goods are guaranteed for 3 months from the date of purchase against faulty materials or workmanship.
During this period they will be repaired or have parts replaced free of charge provided that:-

(i) the product is returned to the Company with evidence of the purchase date

(ii) the product was purchased bu the Buyer

(iii) the product has not been misused or handled carelessly

(iv) repairs have not been attempted other that by the Company’s authorised service staff

(v) the product is certified by the Company as being defective

(vi) a valid returns number is received from the Company

This guarantee does not confer any rights other than those expressly set out above and does not cover any
claims for consequential loss or damage. This guarantee is offered as an extra benefit and does not affect your
statutory rights.

Payment Credit Terms

The credit terms are 30 days net from the date of invoice unless otherwise stated, and may be withdrawn at
the discretion of the Company. Time for payment shall be deemed to be of the essence of the contract and
payment shall be made in accordance with the credit terms in full without any right of set off, deductions or
withholding whatsoever. The Company reserves the right to charge interest on any outstanding balances at
the current base rate of Barclays Bank plc plus 3% until full payment has been received.

Title

Legal and beneficial title in the goods shall remain in the Company and the Buyer shall hold the goods in
fiduciary capacity as bailee of the Company until such time as payment in full has been received by the Company
for the goods and all sums due to the Company by the Buyer under all Agreements between them. Risk in the
goods shall pass to the Buyer on delivery to the Buyer. The Company shall be entitled to recover from the Buyer
any goods for which payment has not been received when due, and enter upon the premises of the Buyer where
the goods are situated or are reasonably thought to be situated to repossess such goods. Where the Buyer has
purported to re-sell the goods before the property in them has passed to them, the proceeds of such purported
re-sale shall be held in trust for the Company in the name of the Company in a bank account separate from all
other monies of the Buyer.

Returned & Dishonoured Cheques

The company reserves the right to charge £20.00 for all unpaid items either returned or represented at the
Company’s bank. Any outstanding account balance will become immediately due for payment.