- Terms and Conditions -
Steel Fabrication in Staffordshire Since 1957

Terms and Conditions of Trading

Company: Aldridge Fabrications (AF) Limited (including any subsidiary or associated company).
Buyer: Anyone dealing with the Company by way of trade or business (whether by sale, lease, hire or otherwise).

1. Preliminary

All business transacted between the Company and the Buyer is transacted only upon these Terms and Conditions and the acceptance of any tender made by the Company or the placing by the Buyer of any order with the Company shall be deemed to be upon these Terms and Conditions.

2. Variation

1. Save as provided in these Terms and Conditions no representation, warranty or other term shall be binding upon the Company unless in writing and signed by a Director of the Company and the Terms and Conditions in this document contain the entire bargain between the Buyer and the Company.
2. No variation from these Terms and Conditions shall be binding upon the Company unless in writing and signed by a Director of the Company.

3. Acceptance

1. Unless withdrawn by the Company prior to acceptance any tender or quotation made by the Company shall remain open for sixty days from the date shown thereon and thereafter may be accepted only with the Company’s written agreement.
2. Acceptance of any tender or quotation shall be accompanied by all information and/or instructions necessary to enable the Company to proceed with the works agreed, and any subsequent deviation from or alteration to the works comprised in the tender or quotation shall be notified to the Company in writing and shall entitle the Company to make a supplemental charge.
3. After acceptance no tender or quotation may be cancelled save with written consent of a Director of the Company which may be subject to payment for work already carried out and expenses already incurred.

4. Prices

1. The Company may at any time revise all prices, estimates or tenders and quotations, whether or not already accepted, to the amount of any increase in the price of labour, materials or any other factors affecting the cost of production.
2. Where the Company is unable to proceed with any contract by reason of the Buyer’s instructions or the lack of such instructions the Company may at its option:
   1. Cancel the contract in which case the Buyer shall pay for all work already carried out and expenses already incurred, or
   2. Revise the contract price to take account of any additional expenses thereby incurred.

5. Payment

1. Payment shall be made net and monthly not later than the end of the month following the month of delivery.
2. Any account which remains unpaid following the period specified in Clause 5.1 above shall bear interest at an agreed rate of 2.5% per month or part thereof until paid in full.

6. Delivery

1. Whilst the Company will make every effort to meet any estimated date of delivery such date can in no circumstances be guaranteed and the Company shall not be liable for late or non-delivery howsoever caused.
2. Without prejudice to the generality of the foregoing sub-clause the Company shall in no circumstances be liable for any lost profit or market or any economic or consequential loss howsoever arising by reason of any late or non-delivery.

7. Damage in Transit

Where the contract price includes delivery the Company will repair or replace at its own expense any goods damaged in transit or short-delivered provided that the Company and any carrier are notified in writing within seven days of the delivery or the expected date thereof and provided further that no step shall have been taken by the Buyer which might prejudice any insurance or other claim which the Company might have.

8. Designs and Drawings

1. Subject to the provisions of this Clause where the Company prepared designs and drawings for any Buyer the Company shall be responsible for any errors or defects in such designs or drawings provided that they have arisen through no fault, error or omission of the Buyer.
2. The Company’s liability under the foregoing provisions of this Clause shall extend only to the correction of any errors or defects in any design or drawing and the replacement of any fabrication which is defective by reason thereof, and shall not extend to any loss arising by death or personal injury unless caused by the negligence of the Company its servants or agents and shall not in any circumstances extend to any loss of profit or economic or other consequential loss.
3. It is the Buyer’s responsibility to ensure that any specification submitted to the Company is fit for its intended purpose whether or not that purpose has been communicated to the Company.
4. Copyright in any design, drawing or plan prepared by the Company shall belong to the Company unless there is any written agreement to the contrary.

9. Patents and Copyright

1. Where the Company is required to carry out work and to make fabrications to designs, drawings or plans submitted by the Buyer, the Company may, as a condition precedent to carrying out any work, require the Buyer to provide satisfactory evidence of authority to use the designs, drawings and plans, and may refuse to perform any or any further work until such evidence is forthcoming.
2. Where the Company elects in accordance with the provisions of the foregoing sub-clause to suspend work on any contract the Buyer shall nevertheless be liable to make payment to the Company in respect of any work already carried out and any expenses already incurred.
3. In any case within sub-clause 9.1 above (whether or not the Company requires the production of evidence) the Buyer shall indemnify the Company in respect of all damages, penalties, costs and expenses to which the Company may become liable by reason of any infringement of any letters patent, registered designs or copyright.
4. The Buyer warrants that any designs, drawings and plans are provided to the Company with the authority of the person or body corporate for the time being entitled to the benefit of any letters patent, registered design or copyright therein.

10. Warranty

The Company will supply and deliver F.O.B any United Kingdom port free of charge to the Buyer any fabrication(s) supplied by them which within 12 months of delivery requires renewal or repair by reason of workmanship provided that:

1. No claim shall be entertained by the Company more than 18 months after despatch of the goods from the Company’s premises.
2. All fabrications in respect of which a claim is made shall be returned promptly at the Buyer’s expense to the Company and shall become the property of the Company.
3. The fabrications in question shall have been properly used and maintained and the Company shall not be liable for fair wear and tear.
4. The Company’s liability shall not extend beyond replacement of the goods themselves and shall in no case extend to any loss of profit whether contingent or actual or to any other financial, economic or consequential loss accruing by reason of the defective fabrications.

11. Quality of Materials

1. The Company is not always able to check the quality of materials obtained for use in any particular fabrication and shall, therefore, be under no duty whether arising from this contract or otherwise to examine, check, test or otherwise ensure that material of a stated quality is used in a particular fabrication.
2. Any Test Certificates shall be deemed to be a correct analysis of the material to which it relates or purports to relate and the Company shall in no way be liable in the event that any material fails to conform to its Test Certificate unless the Company were actually aware of such failure to conform.

12. Exclusion and Limitation of Liability

1. Without prejudice to Clauses 8 and 10 of these Terms and Conditions the Company shall be under no liability for any loss or damage of whatsoever nature and howsoever arising unless by defective workmanship on the part of the Company its servants or agents in which case any liability of the Company shall be limited to the Company’s invoice price of the defective fabrication.
2. The Buyer and the Company agree and acknowledge that the exclusion and limitation of liability in these Terms and Conditions is fair and reasonable.

13. Fitness for Purpose

The Buyer must ensure that any designs, plans or specifications are such that the fabrications will be fit for their intended purposes, whether that purpose is made known to the Company or not, as the Company accepts no liability of whatsoever nature in respect of such failure.

14. Passing of Property and Risk

1. Risk in the goods passes to the Buyer at the point of delivery but until the Buyer has discharged all amounts owing to the Company on this and any other agreement between the Buyer and the Company the goods the subject of this contract remain the property of the Company.
2. Where any contract provides for delivery and payment by stages the Company may refuse to perform any further stage or stages at any time when the Buyer is in breach of any term of these Terms and Conditions but may nevertheless enforce this and any other term.
3. If the Buyer fails to pay for the goods or commits any act of bankruptcy or if any resolution or petition to wind up the whole or a part of the Buyer’s business (other than for the purposes of amalgamation or reconstruction) shall be passed or if a receiver of the Buyer’s business is appointed the Company may at any time and without notice to the Buyer recover possession of the goods and for that purpose the Company its servants or agents may enter upon land or building owned by or in the possession of the Buyer where the goods are located.

15. Headings

All headings in these Terms and Conditions are for ease of reference only and form no part of the Terms and Conditions.

16. Governing Law

All disputes arising out of these Terms and Conditions shall be governed by the law of England and determined in the courts of England.

17. Retention of Title — Extended Provisions

1. The Buyer and the Company hereby agree that without prejudice to the provisions of Clause 16 hereof the Buyer may use in the ordinary course of its business subject to the provisions of this Clause any fabrication sold and delivered by the Company pursuant to these Terms and Conditions (in this Clause referred to as “a Fabrication”).
2. Where the Buyer sells on any Fabrications or in any way incorporates any Fabrication in any new object, article, machine or fabrication of its own (in this Clause referred to as “a New Article”) or causes any Fabrication to become in any way a constituent or part of any New Article then at the moment when any such Fabrication ceases to be readily identifiable, separable or removable from the New Article, and whether or not the New Article represents a finished product, the Company shall become the owner of the New Article as security for payment to it by the Buyer of any and all sums then due from the Buyer to the Company and until payment thereof shall at the Buyer’s expense keep the New Article safe and secure.
3. In the ordinary course of its business the Buyer may sell and deliver any New Article provided that any such sale shall be for the account of the Company in respect of the price paid for the New Article to the Buyer (but in no other way whatsoever) and the Buyer shall forthwith account to the Company for that part of the price so paid which represents the balance then due from the Buyer to the Company in respect of all invoices outstanding from the Company to the Buyer being at liberty to retain the remainder thereof.

Note: These Terms and Conditions are provided by Aldridge Fabrications (AF) Limited. Ensure this page is linked from your footer and referenced during order acceptance. This content does not constitute legal advice.