GENERAL
Subject as below all contracts for the supply of goods by Priory Hardwoods Limited will be subject to the following terms and conditions and in dealing with Priory Hardwoods Limited (the Company) the Buyer accepts that these terms and conditions shall apply to any Contracts between the parties in preference to the Buyer’s own terms and conditions.

PRICES
All prices are subject to VAT (unless otherwise stated)
Goods will be invoiced at the prices prevailing at the date of despatch unless prior arrangements to the contrary have been agreed in writing.
The Company reserves the right to vary quoted prices:
To take account of changes in manufacturing or other costs between quotation and delivery.
A new price list will be issued periodically but the Company reserves the right to alter prices and specifications without notice.

DELIVERY
All goods are offered subject to being unsold on receipt of order
The Company will not be liable for any loss, damage or expense of whatsoever nature and howsoever caused arising out of the failure of the Company by non-delivery, late delivery or otherwise to fulfil and contract with the Buyer unless such loss or damage or expense arises as a result of any neglect or omission by the Company itself.
Without prejudice to the provision of sub-paragraph the Company will not entertain any claim for non-delivery unless written confirmation is received by the Company within 7 days of the receipt of invoice.
In the event of the Company accepting back goods incorrectly ordered, the Company shall be free to make, and the Buyer will pay a charge for all expenses incurred as a result of the Company so doing.
Time for delivery of goods shall not, unless otherwise expressly agreed, be of the essence, and the Buyer shall not be entitled to cancel the order for non-delivery unless he has given the Company notice in writing of his intention so to o in the event of the goods being delivered within that time.
Under no circumstances whatsoever shall the Company’s liability between the Company and the Buyer exceed the invoice price of the particular goods subject of the claim except in so far as the Buyer has given notice in writing prior to the conclusion of such contract to the Company of any factors indicating that such liability would exceed the invoice price.
Goods are delivered on the Company’s own transport or by Carriers appointed by the Company. All deliveries are subject to a delivery surcharge calculated on distance and service provided.

RISK IN PROPERTY
Risk of damage to or loss of the goods shall pass to the Buyer.
In the case of goods to be delivered at the Company’s premises at the time when the Company notifies the Buyer that the goods are available for collection or
In the case of the goods to be delivered otherwise than at the Company’s premises at the time of delivery or, if the Buyer wrongfully fails to take delivery of the goods, the time when the Company has tendered delivery of the goods.
Not withstanding delivery and the passing of risk in the goods the property in the goods shall not pass to the Buyer until the Company has received the cash or cleared funds payment in full of the price of the goods.
Until such time as the property in the goods passes to the Buyer the Buyer shall hold the goods as the Company’s fiduciary agent and bailee, and shall keep the goods separate from those of the Buyer and third parties and properly identified. Until that time the Buyer shall be entitled to re-sell or use the goods in the ordinary course of its business, but shall account to the Company for the proceeds of sale or otherwise of the goods.
Until such time as the property in goods passes to the Buyer (and provided the goods are still in existence and have not been re-sold) shall be entitled at any time to require the Buyer to deliver the goods to the Company, and if the Buyer fails to do so forthwith to enter upon premises of the Buyer or any third party where the goods are stored and repossess the goods.

WARRANTIES AND CLAIMS
The Company warrants that the goods will correspond with their specifications at the time of delivery.
Save as aforesaid except where the goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977) all warranties, conditions or other terms implied in or by Statute or Common Law are excluded to the fullest extent permitted by law.
Where the Buyer has used or installed the goods such use or installation shall be taken as conclusive evidence that the Buyer has accepted the goods notwithstanding that there is a defect in the quality or condition of the goods or that they fail to correspond with the specification and the Buyer in those circumstances waives the right to make any claim against the Company.
Subject to c) above any claim by the Buyer based on any defect in the quality or condition of the goods or their failure to correspond with the specification shall be notified to the Company within 7 days from the date of delivery.
Subject to d) above where any valid claim in respect of any of the goods which is based on any defect in the quality or condition of the goods or their failure to meet their specification is notified to the Company in accordance with these conditions, the Company shall be entitled to replace the goods free of charge or, at the Company’s sole discretion, refund to the Buyer the price of the goods (or a part thereof) but the Company shall have no further liability to the Buyer.

PAYMENT
The terms of payment are as follows:
For Buyers with credit facilities – 28 days from date of invoice
For Buyers without credit facilities – cash with order
All bespoke products are payable on a pro-forma basis

NON PAYMENT
All overdue accounts will bear an administration fee on any outstanding debt of 5% per month, accumulating monthly, with a minimum fee of £25 which may be collected by a nominated risk management company.

INTERPRETATION
These conditions and any act or contact to which they apply shall be governed by English Law.

CREDIT ACCOUNTS
When establishing credit facilities for the Buyer, the Company reserves the right to make a search with one or more credit reference agencies. A record of such searches will be held by the Company and this information may be shared with other businesses. The Company also reserves the right to make enquiries about the Buyer’s principals with one or more credit reference agencies.