Reseller Terms of Sale
All sales of good for resale by PT Direct Ltd are governed by the Reseller Terms of Sale available for download below:
1.1 Definitions. In these Conditions, the following definitions apply:
Business Day: a day (other than a Saturday, Sunday or public holiday) when banks in London are open for business.
Conditions: these terms and conditions as amended from time to time in accordance with clause 11.5.
Contract: the contract between the Supplier and the Customer for the sale and purchase of the Goods in accordance with these Conditions.
Customer: the person or firm who purchases the Goods from the Supplier.
Goods: the goods (or any part of them) set out in the Order.
Instructions: any instructions given by the Supplier, whether written or oral, in relation to the Goods, including but not limited to as to the storage, movement, and use of the Goods.
Order: the Customer's order for the Goods, as set out in the Customer's purchase order form, the Customer's written acceptance of the Supplier's quotation, or overleaf, as the case may be.
Supplier: PT Direct Limited, a company registered in England (9629226) whose registered office is at Coopers Farm, Newton, Thornbury, Bristol, BS35 1LG.
2.1 The Order constitutes an offer by the Customer to purchase the Goods in accordance with these Conditions.
2.2 The Order shall only be deemed to be accepted when the Supplier issues written acceptance of the Order at which point the Contract shall come into existence. Notwithstanding the foregoing, the Supplier may commence delivery of Goods without having provided written acceptance, in which case the Contract shall come into existence when it begins performance of the Contract.
2.3 The Contract constitutes the entire agreement between the parties. The Customer acknowledges that it has not relied on any statement, promise, representation, assurance or warranty made or given by or on behalf of the Supplier which is not set out in the Contract.
2.4 Any samples, drawings, descriptive matter or advertising issued by the Supplier are issued for the sole purpose of giving an approximate idea of the Goods described in them. They shall not form part of the Contract or have any contractual force.
2.5 These Conditions apply to the Contract to the exclusion of any other terms that the Customer seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.6 A quotation for the Goods given by the Supplier shall not constitute an offer. A quotation shall only be valid for a period of 20 Business Days from its date of issue.
3.1 The Supplier shall ensure that each delivery of the Goods is accompanied by a delivery note which shows the date of the Order and all relevant Customer and Supplier reference numbers.
3.2 The Supplier shall deliver the Goods to the location set out in the Order or such other location as the parties may agree (Delivery Location) at any time after the Supplier notifies the Customer that the Goods are ready. Delivery shall take place between 8am and 6pm on a Business Day unless otherwise agreed.
3.3 Delivery of the Goods shall be completed on the Goods' arrival at the Delivery Location.
3.4 Any dates quoted for delivery are approximate only, and the time of delivery is not of the essence.
3.5 The Supplier shall have no liability for any failure to deliver the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery instructions or any other instructions that are relevant to the supply of the Goods.
3.6 If the Customer fails to accept delivery of the Goods when attempted by the Supplier, it shall be required to pay a charge for re-delivery.
3.7 The Customer shall not be entitled to reject the Goods if the Supplier delivers up to and including 5% more or less than the quantity of Goods ordered, but a pro rata adjustment shall be made to the Order invoice on receipt of notice from the Customer that the wrong quantity of Goods was delivered.
3.8 The Supplier may deliver the Goods by instalments, which shall be invoiced and paid for separately. Each instalment shall constitute a separate Contract. Any delay in delivery or defect in an instalment shall not entitle the Customer to cancel any other instalment.
4.1 The Customer shall:
(a) provide the Supplier, its employees, agents, consultants and subcontractors, with such access to the Customer's premises, equipment and facilities as may be required in order supply the Goods;
(b) comply fully with the Instructions or, in the absence of Instructions, with best trade practice, at all times;
(c) use the Goods only for resale to consumers;
(d) not make any promises or guarantees about the Goods beyond those contained in the promotional material used by the Supplier or otherwise misrepresent the manufacture, quality, or performance of the Goods; and
(e) not attempt to modify, adapt, reverse engineer, disassemble or reassemble any part of the Goods.
5.1 Without prejudice to any other warranties provided by the Supplier with the Goods, the Supplier warrants that on delivery, the Goods shall conform in all material respects with their description and the Specification.
5.2 In the event that any Goods fail to conform with an applicable warranty, subject to clause 5.3, if:
(a) the Customer gives notice in writing to the Supplier within a reasonable time of discovery that some or all of the Goods do not comply with the warranty;
(b) the Supplier is given a reasonable opportunity of examining such Goods; and
(c) the Customer (if asked to do so by the Supplier) returns such Goods to the Supplier's place of business at the Supplier's cost,
the Supplier shall, at its sole option, replace the defective Goods, or refund the price of the defective Goods in full.