In these Conditions:
1.1 Buyer – the organisation or person purchasing Goods from the Seller.
1.2 Conditions – these Terms and Conditions of Sale, including any agreed amendments in writing.
1.3 Delivery Date – the date specified by the Seller for delivery of Goods.
1.4 Goods – the products supplied by the Seller to the Buyer.
1.5 Intellectual Property Rights – all intellectual property including (but not limited to) patents, copyrights, trademarks, designs, and know-how, whether registered or not.
1.6 Price – the cost of Goods as per the Seller’s price list (as amended from time to time) or otherwise agreed in writing, plus applicable charges such as carriage, packing, insurance, and interest.
1.7 Seller – Pulvex Ltd, 6 Lavenham Close, Tytherington, Macclesfield, SK10 2TS.
2.1 These Conditions apply to all sales of Goods by the Seller and override any other terms the Buyer may attempt to impose.
2.2 All orders are treated as the Buyer’s offer to purchase in accordance with these Conditions.
2.3 Delivery of Goods constitutes acceptance of these Conditions.
2.4 Any changes to these Conditions are only valid if agreed in writing by the Seller.
2.5 Advice or recommendations not confirmed in writing by the Seller are followed at the Buyer’s risk.
2.6 These Conditions do not affect statutory rights of consumers.
3.1 Payment is due upfront unless a credit account is approved, in which case payment is due 30 days from the end of the invoice month.
3.2 Late payments will accrue interest daily at 2% per annum above the Bank of England base rate.
3.3 The Seller may grant, change, or withdraw credit terms at its discretion.
3.4 If the Buyer fails to pay on time, the Seller may:
3.4.1 Require payment upfront for future deliveries;
3.4.2 Suspend or cancel undelivered orders without liability;
3.4.3 Apply payments to any outstanding debt as the Seller sees fit;
3.4.4 Terminate the contract.
Any description of the Goods is for identification only and is not a guarantee of characteristics. The Buyer confirms they do not rely on descriptions when purchasing.
Samples are provided for quality reference only and do not constitute a sale by sample.
6.1 Delivery takes place at the address provided by the Buyer unless otherwise agreed.
6.2 Delivery dates are estimates only and not guaranteed.
6.3 If delivery is delayed due to the Buyer or external factors, storage costs may apply.
6.4 Failure by the Buyer to accept delivery may result in charges or resale of the Goods.
6.5 Goods may be delivered in instalments, each treated as a separate contract.
6.6 Delivery schedules require the Seller’s written agreement and a minimum of 3 months’ notice.
6.7 The Buyer must accept late deliveries made within 3 months of the estimated date.
7.1 The Buyer is responsible for checking that Goods meet their needs.
7.2 Goods are deemed accepted 14 days after delivery unless written notice of issues is received within this period.
7.3 The Buyer must not remove identifying marks on the Goods.
7.4 Minor delivery discrepancies (within ±5%) are allowed and priced accordingly.
8.1 Risk passes to the Buyer upon delivery or when collection is available.
8.2 Ownership passes only when full payment is received.
8.3 Until full payment, the Buyer holds Goods in trust for the Seller.
8.4 The Buyer may resell the Goods but must account for proceeds and hold them separately.
8.5 If payment is not made, the Seller may reclaim the Goods.
8.6 The Buyer must not use Goods as security while they remain the Seller’s property.
8.7 The Seller may take legal action to recover unpaid amounts even if ownership hasn’t transferred.
If the Buyer becomes insolvent or breaches these Conditions, all outstanding sums become payable immediately and the Seller may exercise any rights in Clause 8.
10.1 Faulty Goods will be replaced free of charge within the manufacturer’s warranty period if:
10.1.1 The Buyer informs the Seller in writing as soon as the fault is discovered;
10.1.2 The fault is due to design, materials, or workmanship.
10.2 Return of Goods must be at the Buyer’s cost unless otherwise agreed.
10.3 Third-party warranties will be passed on to the Buyer.
10.4 The Seller may opt to refund the Price instead of replacing Goods.
10.5 These remedies are subject to the exclusions in Clauses 11 and 12.
11.1 The Seller accepts no responsibility for representations unless confirmed in writing.
11.2 No liability is accepted for the fitness or quality of the Goods unless agreed in writing.
11.3 All other warranties or conditions are excluded to the fullest extent permitted by law.
11.4 The Seller is not liable for indirect or consequential loss.
12.1 If Clause 11 is found to be unenforceable, the Seller’s liability is capped at the Price of the Goods.
12.2 Nothing in these Conditions limits liability for death or personal injury caused by negligence.
13.1 Use of software or documents included with Goods is subject to third-party licence terms.
13.2 The Buyer shall indemnify the Seller against claims arising from the Buyer’s specifications.
13.3 If Goods infringe third-party rights, the Seller may replace, modify, license, or refund.
13.4 All IP rights created during contract performance belong to the Seller.
13.5 Orders are handled under ISO 9002 systems unless otherwise stated.
The Seller is not liable for delays caused by circumstances beyond its control. If delays continue unreasonably, the Seller may cancel the contract without penalty.
These Conditions do not create a partnership, joint venture, or agency relationship.
The Buyer may not assign or subcontract obligations without the Seller’s written consent.
Any failure to enforce rights under these Conditions does not constitute a waiver of those rights.
If any part of these Conditions is held to be invalid, the rest shall remain enforceable.
The Buyer must pay all amounts due without deduction, counterclaim, or set-off.
These Conditions form the complete agreement between the parties and override any prior agreements or communications.
This contract is governed by the laws of England, and disputes shall be resolved in English courts.