General Terms & Conditions

General Terms & Conditions

1. Application and Entire Agreement

1.1 These Terms & Conditions apply to the purchase of the Goods and/or provision of the Services detailed in our quotation by Deutschtec - UK Ltd a company registered in England and Wales under number 12272046 whose registered office is at Unit 33 Woodside Industrial Estate, Thornwood, Epping, CM16 6LJ.

1.2 These Terms & Conditions will be deemed to have been accepted by the Purchaser when the quotation is accepted and will constitute the entire agreement between the Seller and Purchaser.

2. Interpretation

2.1   In these conditions the following words shall have the following meanings:

“Business Day” means any day other than a Saturday, Sunday or Bank Holiday when banks in London are open for business.

“Conditions” means the terms and conditions set out in this document and can be amended from time to time in accordance with clause 19.1.

“Contract” means the contract between Deutschtec UK Ltd and the Purchaser for the sale and purchase of the Goods and/or Services in accordance with these Conditions.

“Goods” means the goods (including any instalment of the Goods or any parts of them) which the Seller is to supply in accordance with these Conditions.

“Order” means the written order placed by the Purchaser for the supply of the Goods and/or Services.

“Party” means the Seller or the Purchaser and “Parties” means both of them.

“Purchaser” means the person, firm or company who accepts a quotation of the Seller for the sale of the Goods and/or Services or who places the Order for the Goods and/or Services.

“Seller” means Deutschtec UK Ltd referred to on the face of the Order with whom the Contract is made by the Purchaser.

“Services” means the provision of work and/or other services which are the subject of the Contract.

“Site” means the address for delivery, that part of the address for delivery where the Goods are to be supplied, or where any Services are to be performed.

2.2   The headings in these Terms & Conditions are for convenience only and do not affect their interpretation.

2.3   Words imparting the singular number shall include the plural and vice-versa.

3. Basis of the Sale

3.1 The Seller shall sell and the Purchaser shall purchase the Goods and/or Services in accordance with any written quotation of the Seller which is accepted by the Purchaser, or any Order of the Purchaser which is accepted by the Seller, subject in either case to these Conditions, which shall govern the Contract to the exclusion of any other terms, conditions, arrangements, customs or practices. This is provided that any terms or conditions stipulated, incorporated or referred to by the Seller in the written quotation (or in the Seller’s written acceptance) that are inconsistent with or varies from these Conditions shall override these Conditions. These Conditions shall supersede any other express or implied, written or oral terms, arrangements, customs or practices unless the written quotation of the Seller specifically states otherwise.

3.2 The Seller reserves the right to vary these Conditions upon giving the Purchaser reasonable notice of its intention to do so. The Seller objects to any varying terms proposed by the Purchaser in its Order or any other document of the Purchaser. Such varying terms shall not become part of the Contract without the express written consent and the signature of the authorised representatives of the Seller. 

4. Goods

4.1 The description of the Goods is set out in our sales quotation. In accepting the quotation, you acknowledge that you have not relied upon any statement, promise or other representations about the Goods by us.

4.2 We can make any changes to the specification of the Goods which are required to conform to any applicable safety or other statutory or regulatory requirements.

5. Services

5.1 We warrant that we will use reasonable care and skill in our performance of the Services which will comply with the quotation, including any specification in all material respects. We can make any changes to the Services which are necessary to comply with any applicable law or safety requirements, and we will notify you if this is necessary.

5.2 We will use our reasonable endeavours to complete the performance of the Services within the time agreed or as set out in the quotation; however, time shall not be of the essence in the performance of our obligations.

6. Orders, Specification, Cancellation and Amendment

6.1 The Seller can withdraw, cancel or amend a quotation if it has not been accepted by the Purchaser, within a period of 14 days from the date of the quotation.

6.2 No order shall be deemed to be accepted by the Seller unless and until confirmed in writing by the Seller’s authorised representative.

6.3 The Purchaser shall be responsible to the Seller for ensuring the accuracy of the terms of any Order (including any applicable specification).

6.4 The quantity, quality and description of any specification for the Goods and/or Services shall be those set out in the Seller’s quotation (of accepted by the Purchaser) or the Order (if accepted by the Seller). The Seller reserves the right to make any changes in the specification of the Goods and/or Services which are required to conform to any applicable statutory requirements or where the Goods and/or Services are to be supplied to the Purchaser’s specification, which do not materially affect their quality or performance.

6.5 No Order which has been accepted by the Seller may be cancelled by the Purchaser except with the agreement in writing of the Seller and on terms that the Purchaser shall indemnify the Seller in full against all loss (including loss of profit), costs (including cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of the cancellation.

6.6 Any amendments made to the Goods and/or Services by the Buyer that requires additional work will incur additional costs. This may result in previous delivery commitments being void.

7. Price

7.1 The price of the Goods and/or Services shall be the Seller’s quoted price, or the price accepted in writing by the Seller. All prices quoted are valid for 30 days only.

7.2 The quoted prices are based upon the scope of the Services and/or Goods referred to in the Seller’s offer. In the event of any variation in the scope of Services and/or Goods ordered, including delivery dates from that of the Seller’s offer, the Seller reserves the right to vary the prices quoted.

7.3 Unless specifically agreed otherwise in writing, quotation prices are based on current rates of materials and other costs and are subject to adjustment to cover subsequent variation in the price which may arise between the date of quotation and the completion of our work.

7.4 Unless otherwise specified in our order confirmation, our prices are understood to be “ex-works” excluding packing and transport charges, insurance and other contingencies; these shall be invoiced separately.

7.5 VAT will be added to all prices at the applicable rate.

8. Payment Terms

8.1 The Seller shall be entitled to invoice the Purchaser for the full price of the Goods and/or Services on or at any time after delivery of the Goods and/or the performance of the Services. If the Goods are to be collected by the Purchaser or the Purchaser fails to take delivery of the Goods, refuses to allow or call for the performance of the Services at the time contemplated by the Contract, the Seller shall be entitled to invoice the Purchaser for the full price at any time after the Seller has notified the Purchaser that the Goods are ready for collection or (as the case may be) the Seller has tendered delivery of the Goods and/or performance of the Services.

8.2 Payment terms will be specified in the Quotation. In accepting the Quotation, the Purchaser is also accepting the payment terms.

8.3 In general, payments are due within 30 days from the date of the Seller’s invoice. Exclusions include Goods ordered by the Seller from a Third-Party company (this will require Payment in Advance) and Emergency Call Outs (this will be payable 7 days from the date of the Seller’s invoice).

8.4 If the Purchaser fails to make any payment on the due date, then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to suspend any further deliveries of Goods, suspend any further provision of Services and cancel any future Services which has been arranged. The Seller is also entitled to charge the Purchaser interest on the amount unpaid on a daily basis at the rate of eight per cent (8%) per annum above base rate of Bank of England from the due date until payment is made in full.

8.5 In the event of legal action being taken against the Purchaser for late or non-payment, we shall levy a charge of £350.00 for administration costs, over and above any legal costs incurred by the Seller.

9. Subcontracting and Assignment

9.1 We can at any time assign, transfer, charge, subcontract or deal in any other manner with all or any of our rights under these Terms and Conditions and can subcontract or delegate in any or all of our obligations to any Third Party.

9.2 The Purchaser must not, without our prior written consent, assign, transfer, charge, subcontract or deal in any other manner with all or any of your rights or obligations under these Terms and Conditions.

10. Delivery

10.1 The Seller will arrange for the delivery of the Goods to the address specified in your quotation, unless agreed in writing to an alternative location.

10.2 If the Purchaser does not take delivery of the Goods within three Business Days of the Seller notifying the Purchaser that the Goods are ready then we may, at our discretion and without prejudice to any other rights:

1. Store or arrange for the storage of the goods and will charge the Purchaser for all associated costs and expenses including, but not limited to, transportation, storage and insurance; and/or

2. Make arrangements for the redelivery of the Goods and will charge the Purchaser for the costs of such redelivery; and/or

3. After 10 business days, resell or otherwise dispose of part or all of the Goods and charge the Purchaser for any shortfall below the price of the Goods.

10.3 For delivery/provisions of Goods and/or Services at a Site, the Purchaser shall at its own costs and expense, take all necessary measures to prepare the Site and ensure the Seller’s personnel are able to commence work immediately upon their arrival at the Site and further ensure that works proceed in an uninterrupted manner. If the Seller’s personnel are unable to proceed with works on Site there will be an aborted visit charge of £350.00.

10.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence. The Seller will not be liable for any delay in delivery of the Goods that is caused by a circumstance beyond control or the Purchasers failure to provide us with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.

10.5 The Seller can deliver the Goods by instalments, which will be invoiced and paid for separately. Each instalment is a separate contract. Any delay in delivery or defect in an instalment will not entitle you to cancel any other instalment.

11. Inspection and Acceptance of Goods

11.1 The Purchaser must inspect the Goods on delivery and identify any damages or shortages in writing within 5 working days of delivery, providing details and photos.

11.2 Other than by agreement, the Seller will only accept returned Goods if they are satisfied that those Goods are defective and if required, have carried out an inspection.

11.3 Subject to your compliance with this clause and/or our agreement, you may return the Goods and we will, as appropriate, repair, or replace, or refund the Goods or part of them.

11.4 The Seller will be under no liability or further obligation in relation to the Goods if:

1.      you fail to provide notice as set above; and/or

2.      you make any further use of such Goods after giving notice under the clause above relating to damages and shortages; and/or

3.      the defect arises because you did not follow our oral or written instructions about the storage, commissioning, installation, use and maintenance of the Goods; and/or

4.      the defect arises from normal wear and tear of the Goods; and/or

5.      the defect arises from misuse or alteration of the Goods, negligence, wilful damage or any other act by you, your employees or agents or any third parties.

11.5 The Purchaser bear’s the risk and cost of returning the Goods.

12. Risk and Title

12.1 The risk in the Goods will pass onto the Purchaser on completion of delivery.

13. Warranty and Guarantee

13.1 The Seller warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship under normal use and service, and that it will perform the Services where required with reasonable care and skill.

13.2 The Seller provides a 1 year Guarantee on all Goods.

13.3 There is no warranty for damages, which are caused by the following:

Unsuitable or improper use, faulty installation or commissioning by the Purchaser or Third Parties, natural degeneration, incorrect or negligent treatment, unsuitable equipment, replacement materials, defective construction work, unsuitable ground, chemical, electronic, electrical or environmental influences, unless the damage is attributable to the fault of the Contractor.

The warranty and liability are cancelled in case of improper alterations or repair works as well as in case of a violation of seals by the Purchaser or Third Parties.

13.4 The Seller is under no obligation to provide a warranty if the total price for the Goods has not been paid by the due date for payment.

13.5 All Goods and/or Services which have a defect within the defect limitation period are to be repaired, replaced or provided again without charge by the Seller, provided that the cause was already present at the time of transfer of risk.

14. Termination

14.1 We can terminate the sale of Goods under the Contract where:

1. you commit a material breach of your obligations under these Terms and Conditions;

2.you are or become or, in our reasonable opinion, are about to become the subject of a bankruptcy order or take advantage of any other statutory provision for the relief of insolvent debtors;

3.you enter into a voluntary arrangement under Part 1 of the Insolvency Act 1986, or any other scheme or arrangement is made with your creditors; or

4.you convene any meeting of your creditors, enter into voluntary or compulsory liquidation, have a receiver, manager, administrator or administrative receiver appointed in respect of your assets or undertakings or any part thereof, any documents are filed with the court for the appointment of an administrator, notice of intention to appoint an administrator is given by you or any of your directors or by a qualifying floating charge holder (as defined in para. 14 of Schedule B1 of the Insolvency Act 1986), a resolution is passed or petition presented to any court for the winding up of your affairs or for the granting of an administration order, or any proceedings are commenced relating to your insolvency or possible insolvency.

15. Intellectual Property

15.1 We reserve all copyright and any other intellectual property rights which may subsist in any goods supplied in connection with the provision of the Services. We reserve the right to take any appropriate action to restrain or prevent the infringement of such intellectual property rights.

16. Indemnity and Liability

16.1 The Purchaser shall keep the Seller indemnified in full against all costs, expenses, damages and losses (whether direct or indirect), including any interest, fines, legal and other professional fees and expenses awarded against or incurred or paid by record as a result of or in connection with: 

1. any claim made against record by a third party arising out of, or in connection with, the supply of the Services, to the extent that such claim arises out of the breach, negligent performance or failure or delay in performance of the Contract by the Supplier, its employees, agents or subcontractors; and 

2 any claim brought against record for actual or alleged infringement of a third party's Intellectual Property Rights arising out of, or in connection with, the receipt, use or supply of the Services.  

16.2 For the duration of the Contract and for a period of 12 months thereafter, the Purchaser shall maintain in force, with a reputable insurance company, professional indemnity insurance and public liability insurance to cover the liabilities that may arise under or in connection with the Contract and shall, on the Seller’s request, produce both the insurance certificate giving details of cover and the receipt for the current year's premium in respect of each insurance.

16.3 This clause 16 shall survive termination of the Contract.

17. Compliance with laws and regulations

17.1 The Purchaser shall be solely responsible for complying with all relevant planning and building regulations or other legal requirements in order to obtain necessary consents, licenses, permits or authorities which may be required in connection with any Services carried out by the Seller.

18. Force Majeure Event

18.1 If the supply of Goods and/or Services is delayed or prevented by reason of (but not limited to) industrial action, breakage of machinery, a shortage of essential components and/or raw materials, Act of God, epidemic or pandemic, government actions or by any other reason whatsoever outside the reasonable control of the Seller, the period for completion of the Contract shall be extended to such extent as is reasonable having regard to the circumstances.

19. Law

19.1 The Contract and these Conditions will be construed in accordance with the laws of England and Wal