Terms and Conditions
General Terms & Conditions
Customers’ orders are accepted subject to the following Terms and Conditions of sale which shall have exclusive application:
1.1. The owner of this website is Gradient Engineering Ltd, whose address is 20 Spa Lane, Hinckley, Leicestershire, LE10 1JB, UK (‘Gradient Engineering ltd’/‘we’ /‘us’/‘our’).
1.2. No contract for the sale of any product will subsist between you and Gradient Engineering ltd until Gradient Engineering ltd dispatches the product(s) ordered. We will confirm that the product(s) have been dispatched by a confirmation email. This confirmation e-mail amounts to an acceptance by Gradient Engineering of your offer to buy goods from Gradient Engineering (whether or not you receive that e-mail).
1.3. All goods are sold in accordance with the standard price list for the time being current and published by the Vendor and the Vendor reserves the right to amend such price lists without notice. Prices exclude VAT and delivery charges unless stated.
1.4. We reserve the right to suspend or close accounts if any cheques submitted to us are dishonoured. Any additional bank charges we incur as a result of dishonoured cheques will be for the customer’s account.
1.5. Any items not in stock when an order is received will automatically be placed on back order & shipped as soon as they are available unless we are advised otherwise when the order is placed. You will be notified if any products are not in stock.
1.6. Full payment shall be made on placement of order and payment shall be cleared before goods are ordered, posted or any other services are undertaken.
2. DELIVERY: LOSS OR DAMAGE IN TRANSIT
2.1. Delivery shall take place in accordance with the quotation order or tender. The risk in the goods shall pass to the Customer on delivery or on receipt of the goods whichever is the earlier. The Vendor accepts no responsibility for any loss or damage to goods, howsoever, arising, after delivery or receipt has taken place.
2.2. Claims in respect of short delivery or non-delivery through loss or damage in transit where carriage goods insurance is not undertaken by the Vendor cannot be accepted by the Vendor unless notice in writing of the loss or damage. Qualified invoices shall not constitute notice within the terms of this clause. In the case of claims for damage in transit or short delivery, notice must be given within three days of receipt of goods or part thereof, in the case of non-delivery or loss of goods in transit notice must be given within ten days of invoice date.
2.3. Where carriage of goods insurance is undertaken by the Vendor the Vendor reserves the right to recover all costs associated with such carriage from the Customer where goods are not accepted by the Customer and the cancellation of the order has not been given prior to the despatch of such goods, in writing and accepted as cancellation of the contract by the Vendor.
2.4. In the event of a failure by the Customer to give notice in writing as is required by Clause 8 hereof or a refusal by the Vendor to accept notice of cancellation as required by Clause 9 hereof as effective cancellation of a contract for sale of goods, the goods shall be deemed to be in all respects in accordance with the contract and the Customer shall be bound to accept and pay for the same accordingly.
2.5. Whilst every effort will be made to keep to delivery date quoted, no liability can be accepted for failure to deliver within the quoted time. Time shall not be made the principal factor of the contract.
3.1. If the Vendor does not receive forwarding instructions within ten days after notification to the Customer that the goods are ready for delivery, the Customer shall arrange for storage at its own expense and risk failing which the Vendor shall be at liberty to store or arrange for storage of the goods at the Customer’s risk and expense. The goods shall be paid for by the Customer by reference to the time when the goods were ready for delivery or were due to be delivered, whichever is later. Any charges for storage or demurrage after delivery will be paid for by the Customer.
4. Title to Goods
4.1. Legal or beneficial ownership in the goods will not pass to the Customer until payment has been made in full.
4.2. The Vendor reserves the right to cancel a contract of sale of goods or to suspend the Customers powers of sale of the goods at any time before payment in full has been received by the Company and in that event the Vendor reserves the right to enter the premises in which the goods are kept and recover possession of the goods.
4.3. Notwithstanding that the agreed price has not been paid and that the Customer holds the goods as bailee the Customer is entitled to use or to resell or dispose of the goods to third parties in the normal course of its business on condition that any goods received in exchange for the Vendor’s goods or any proceeds of sale thereof are held by the Customer as trustee for the Vendor and any such monies are to be held in a separate bank account pending payment of the entire purchase price to the Vendor. The Customer hereby assigns to the Vendor all rights and claims the Customer has against any such third party.
4.4. All terms, conditions and warranties (whether implied or made expressly) whether by Gradient Engineering ltd or its servants, agents or otherwise, relating to the quality and/or fitness for the purpose of the goods or any of the goods, are excluded. When supplying goods in respect of a particular purpose every endeavour is made to meet the requirements of customers from the information supplied by them.
4.5. No responsibility is accepted as to the suitability of any goods for a particular purpose once an order is accepted.
4.6. If the buyer considers that any goods supplied are faulty, or not as ordered, we must receive written notice within three working days of receipt. Where damage appears to have been sustained in transit, packing materials must be retained for inspection and Gradient Engineering ltd must be notified within 24 hours of receipt, in writing.
4.7. Any items proved to our satisfaction to be faulty by reason of defective material or workmanship will be replaced or the cost thereof refunded. Goods correctly supplied & returned for credit are subject to a handling charge of 25%. If goods are to be returned, a returns reference must be obtained from Gradient Engineering ltd and the form completed and returned. Any goods returned without this reference will not be accepted for credit.
4.8. It is the customer’s responsibility to ensure that any items returned to us for whatever reason are packed so as to prevent damage in transit. Refunds cannot be made against returned goods that are damaged prior to receipt by us.
4.9. Refunds of carriage costs on returned items, if applicable, will be limited to the amount that we would incur in sending the item using our own carriers.
4.10. Special order items are not returnable. Goods are not supplied on a trial basis.
4.11. In the event of any breach of this contract by Gradient Engineering ltd, the remedies of the buyer shall be limited to damages. Under no circumstances shall the liability of Gradient Engineering ltd exceed the price of the goods.
4.12. If the buyer fails to make payment for the goods in accordance with this contract of sale, or commits any other breach of this contract of sale, or if any distress or execution shall be levied upon any of the buyer’s goods, or if the buyer offers to make any arrangements with its creditors, or if any petition in bankruptcy is presented against the buyer, or the buyer is unable to pay its debts as they fall due, or if being a limited company any resolution or petition to wind up the buyer (other than for the purpose of amalgamation or reconstruction without insolvency) shall be passed or presented, or if any administrative receiver or manager shall be appointed over the whole or any part of the buyer’s business or assets, or if any petition for the appointment of an administrator is presented against the buyer, or if the buyer shall suffer any analogous proceedings under foreign law, all outstanding sums owing to Gradient Engineering ltd shall become payable immediately. Gradient Engineering ltd Limited may in its absolute discretion and without prejudice to any other rights which it may have:
- Suspend all future deliveries of goods to the buyer and/or terminate the contract without liability upon its parts; and/or
- Exercise any of its rights proceeding to clause 20 above.
4.13. These terms and conditions will supersede any others sought to be imposed by a purchaser or third party unless specifically agreed to in writing.
4.14. Gradient Engineering ltd Limited may licence or sub-licence all or any part of its rights and obligations under this contract without the buyer’s consent. However, the buyer will not be able to licence or sub-contract any part of his rights without Gradient Engineering ltd prior written consent.
5.1. The goods supplied by the Vendor carry the following express guarantee:
5.2. The Vendor guarantees all goods against faulty materials and/or workmanship for 12 months from the date of delivery in the terms of the manufacturers guarantee either as displayed on the goods or in accordance with the terms available from the Vendor at the request of the Customer.
5.3 The Vendor will in no circumstances accept responsibility for any defects whatsoever arising from misuse of any goods or arising out of circumstances outside the control of the Vendor and without prejudice to the generally foregoing. The above Guarantee shall not apply:
- To defects in any goods which have been altered or tampered with by third parties without the prior consent of the Vendor or
- Where any parts or devices not sold or approved by the Vendor have been affixed or appointed to the goods.
- Where the goods have been used for a purpose that was not the intended use of the product.
5.4 Products supplied by the company are for use as replacements for the standard items where applicable and are intended for use as per the original. Gradient Engineering will not be held resoponsible for damage of supplied parts or 3rd party parts due to components or products (including 3rd party products) being used outside of the standard manufactures specifications, unless specifically stated and agreed in writing between Gradient Engineering Ltd and the customer.
5.5 The use of any products in motorsport or motorsport type activities such as track days, hill climbs, time trials, rallying, circuit racing are not covered by this guarantee.
5.6 All transportation charges relating to the return of goods pursuant to the terms of this guarantee will be borne by the Customer unless otherwise agreed in writing.
6. RESTRICTIONS ON COMPANY’S LIABILITY
6.1. Subject as foresaid, all express or implied warranties, conditions, representations, undertakings or liabilities, whether imposed by statue, common law, custom or otherwise, are hereby expressly excluded to the extent permitted by what is in the particular circumstances of the case and those terms and conditions reasonable; in particular, without imparing the generality of the foregoing, no statement or description contained in any catalogue or advertisement issued by the Vendor or in any communication from the Vendor whether verbal or in writing by any of the Vendor’s servants or agents, shall give or imply or be construed as giving or implying any such warranty, condition, representation, undertaking or liability as foresaid nor shall such statement or description enlarge, vary or over-ride or be construed to enlarge, vary or over-ride in any way any of the conditions herein contained.
6.2. The Vendor accepts no responsibility for any loss, direct consequential, contingent or resulting nor other liability, whether of the Customer or of any other person, howsoever within the bounds of reasonableness. The Vendor’s responsibility is strictly limited to rectification or replacement under the terms of the manufacturer’s guarantee. Such rectification or replacement will be made as quickly as possible by the Vendor requires a reasonable time to effect this. A claim in respect of any defect or failure to comply with the order or in respect of any delivery or instalment of an order or any part thereof shall not entitle the Customer to cancel or refuse delivery of or payment for any other order, delivery or instalment or any part of the same order, delivery or instalment.
6.3. Forward orders with the Vendor which are subject to availability of new items will be accepted to be supplied as available. The Vendor will hold and dispatch the balance of an order that is out of stock as soon as reasonably possible.
7. LEGAL CONSTRUCTION/GENERAL
7.1. The contract shall in all respects be construed and operate as an English contract and shall be governed by English Law. The Court of England and Wales have exclusive jurisdiction.
7.2. Any notice required or permitted to be given by either party to the other under these conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving the notice.
7.3. No waiver by the Vendor of any breach of the contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.
7.4. If any provision of these conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these conditions and the remainder of the provision in question shall not be affected.
7.5. Errors & Omissions Excepted