Trading Terms

Introduction

These Terms and Conditions of Business (“Terms”) set out the general terms upon which Framos Fabrications will provide products and services. Please read them carefully as you will be bound by them and they apply to all goods and services supplied to you by us unless and until we notify you of any variations.

About us.

a) Framos (Fabrications) Ltd (The “Company”) is a manufacturer of metal products.
b) We are situated at: 19 Brookdale St, Failsworth, Manchester, M35 0HF

c) Our contact details are:
- a. Tel: 0161 681 8387
- c. Email: info@framosfabrications.co.uk
- d. Web: www.framosfabrications.com

d) Our opening hours are 07:30 – 16:15 Mon - Thurs and 07:30 - 13:30 Fri
e) We specialize in manufacturing standard and bespoke hand made products using various materials including mild steel, stainless steel and aluminium.
f) We are committed to promoting equality and diversity in all our dealings with clients, third parties and employees.
g) These Terms and Conditions will apply to the purchase of the Goods detailed in our quotation or sales order acknowledgement.
h) These Terms and Conditions will be deemed to have been accepted by you when you accept the quotation or from the date you (the buyer), raise a purchase order for the Goods. This will constitute the entire agreement between us and you.
i) These Terms and Conditions and the quotation apply to the purchase and sale of any Goods between us and you, to the exclusion of any other Terms and Conditions that you try to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.

1. Conditions of granting credit accepted by applicant.

1.1. Credit is granted only in accordance with any restrictions placed upon this account.

1.2. Credit may be stopped if the account exceeds the agreed credit limit or falls into arrears and further action may be taken at Framos Fabrications Ltd discretion

1.3. On applying for credit, you acknowledge that we may request information from a credit reference agency. We do this to ensure customers who apply for a credit account are able to manage the level of credit they have requested and are not committing fraud by providing false or inaccurate information.

1.4. It is understood that Framos Fabrications Ltd may contact the referees provided by you for information and that the account may not be opened until satisfactory credit checks and references have been received.

2. Billing, Payment & Fees

2.1. Our payment terms are strictly 30 days net from end of month unless agreed in writing otherwise - subject to credit checks and account being approved in writing by Framos Fabrications Ltd.

2.2. Where a credit account has not been agreed, payment of goods on account will be required before we can commence manufacture of any goods. Please note you may have to wait up to 5 working days for cheque payments to be confirmed as valid and cleared before your goods can be scheduled into production.

2.3. Our standard payment method is BACS or Bank Transfer. We may also accept payment by Cheque.

2.4. Under the Late Payment of Commercial Debts (interest) 1998 as amended and supplemented by the Late Payment of Commercial Debts Regulations 2002 and 2013, we reserve the statutory right to charge interest at 8% above the England base rate on all overdue accounts. Interest shall accrue daily from the due date until the actual date of payment of the overdue amount, whether before or after judgment. You must pay the company interest together with any overdue amount.

2.5. Where our invoice remains unpaid we will exercise our right to take legal action to recover the debt. All costs of recovering the debt will be borne by you, the customer.

2.6. You acknowledge that we may use a third party Legal Team .

3. Quotations

3.1 You have been provided with standard costs and or specific quotations for products and services which sets out the charges you will be invoiced for work we carry out on your request.

3.2 Whilst we endeavor to maintain the prices on our Standard Price List and quotations, if the cost of goods to us increase due to any factor beyond our control, including but not limited to, material costs, labour costs, alteration of exchange rates or duties, or changes to delivery rates, we reserve the right to increase our price to you at the date of order. If in the event of a price alteration, you will be notified on your order confirmation or in writing via email and you will have the right to cancel at that point. Cancellation of orders described under this clause 3.2 must be notified in writing within 24 hours from receipt of notification of increase.

3.3 Discounts may be given at the discretion of the Company.

3.4 All our prices are quoted exclusive of VAT.

3.5 Carriage is quoted for each individual order unless otherwise agreed.

3.6 Delivery included prices cover the UK mainland only and are to a kerbside / ground floor destination. Delivery to The Grampian Mountains, The Highlands, Devon or Cornwall will be subject to surcharge. This will require an independent quotation and will be confirmed at the time of quotation or order if we have not been previously advised.

3.7 For deliveries to a residential address, a surcharge usually applies.

3.8 In accepting the quotation, you acknowledge that you have not relied upon any statement, promise or other representation about the Goods offered by us.

All invoices are subject to VAT at the prevailing rate

a) Date of dispatch.
b) Date of collection of the goods

Should you or your customer wrongfully fail to take delivery of the goods, or the goods have been refused for delivery then the goods will still be invoiced, and a re-delivery and handling charge will be incurred by you.

4. Goods

4.1. The description of Goods is set out in our quotation.

4.2. Except as herein expressly provided and as provided by law, the Company does not supply goods with the benefit of any term or condition, express or implied warranty, as to merchantability of the goods or their suitability for any purpose whatsoever. You acknowledge that you have not relied upon any statement, promise or other representations about the Goods offered by us. Based on the information you provide at the time of quotation, we will provide you with product details to assist you in making an informed decision, but you acknowledge that the information we provide is intended as a guide only.

We shall not be liable for loss or damage arising out of or in connection with any reliance on information we have given as a guide.

4.3. Our policy is one of continuous improvement and such we reserve the right to amend, vary or alter any design and /or specification without prior notification, if in the opinion of Framos Fabrications Ltd such changes will in no way detract the product from its original function or purpose.

4.4. Images of goods on our website or in our brochures are for illustrative purpose only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer’s display of the colours or the printed pictures accurately represent the colour of the goods and your goods may vary from those images.

5. Scope of Engagement

Any instruction we receive from an employee/staff member of your Company, or third party will be deemed to be acting on your behalf.

6. Orders

6.1. Your order in writing, by email, fax or post is a binding offer and agreement. All quotations supplied by us and all purchase orders made by you following from any quotation or otherwise are accepted by us subject to these Conditions. These Conditions shall apply to all contracts for the sale of Goods or Services by us to you to the exclusion of all other terms and conditions unless expressly agreed by us in writing.

6.2. We may not always acknowledge your order in writing.

6.3. Cancellations of orders once manufacturing has commenced is not accepted by the Company unless an agreement has been reached with Framos Fabrications Ltd and confirmed in writing with a specification of reimbursement or other compensation due to Framos Fabrications Ltd.

7. Completion and Delivery

7.1. We will do our utmost to keep to delivery times quoted or indicated on our order confirmation, but you acknowledge that these are indications only, unless otherwise expressly guaranteed in writing. It may not always be possible to deliver the goods and/or commence the services within this timeframe and you agree that delivery may take longer.

Delivery dates quoted are estimates only and we shall not be liable for any loss or damages resulting from any delay in delivery.

7.2. We will arrange for the goods to be delivered to the address specified on your purchase order unless agreed otherwise.

7.3. Subject to the specific terms of any special delivery service, delivery can take place at any time of day and must be accepted at any time between the hours of 08:00 – 18:00.

7.4. Goods are usually delivered to Goods Inwards or Reception and always to kerbside / ground floor (unless previously agreed in writing)

7.5. Our goods may be delivered on pallets. You must ensure that the delivery destination has the facility to offload and handle goods on pallets.

7.6. You or an authorized person must be present to receive and sign for delivery. Any failed delivery may result in a return delivery charge.

7.7. If you do not take delivery of goods we may, at our discretion and without prejudice to any other rights:

a) Store or arrange the storage of the goods. You will be charged for all associated costs and expenses including, but not limited to transportation, storage and insurance of said Goods.
b) Make arrangements for the redelivery of the goods and charge you for the cost of such redelivery.

7.8. Split deliveries are possible but will incur extra delivery charges.

7.9. Customers wishing to collect products from our factory must do so within 5 working days of notification of availability. Goods held longer than 7 working days may be subject to a storage charge. If the goods are not collected within this time frame, Framos Fabrications Ltd shall be entitled to sell the goods without notice.

8. Damages or Short Delivery

8.1. All goods must be examined carefully before signing the delivery document.

8.2. If any item is damaged, you must endorse the delivery document accordingly. Additionally, you must advise us verbally within 24 hours and in writing within 3 days of receipt of goods. We will consider claims only if the above conditions are met. A delivery note or document acknowledging receipt signed “Un examined” or “Un-checked” or of a similar meaning is not an acceptable base for a claim.

8.3. Other than by agreement, we will only accept returned Goods if we are satisfied that the goods are defective and if required, we have carried out an inspection or the necessary checks have been made.

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

8.5. We will be under no liability or further obligation in relation to the goods if:

a) You fail to provide the notice as set out above.

b) You make any further use of the goods after giving notice under the clause above relating to damages.

c) The defect arises from misuse or alteration of the goods, negligence, willful damage or any other act by you, your employees, agents or any third parties.

9. Return of Goods

9.1. The Company manufactures all standard range products and bespoke products to order only.

Therefore, returns are not accepted unless agreed otherwise by the Company and solely at their discretion.

9.2. Returns that have been accepted by the company will be subject to a re-stocking charge.

9.3. The customer is liable for the goods until they have been returned and signed back into the company premises in pristine condition.

9.4. We cannot accept the return of bespoke Made to Order Products/Goods if the reason for return is because you have provided us with the incorrect measurements or incorrect information regarding specification or because you no longer require or want the goods for any reason. It is your responsibility to provide the correct specification for your requirement.

9.5. Carriage charges cannot be refunded.

9.6. A credit on account will be raised for the returned Goods. Alternatively, if your account balance is nil then a BACS payment will be made to refund the amount.

10. Warranty

10.1. Our products hold a 1-month warranty against manufacturing defects.

10.2 You must inspect the goods on delivery or collection.

10.3. Where the goods are found to be defective due to a manufacturing defect within their warranty period the Company shall repair or in its sole discretion replace defective goods free of charge, subject to, the remainder of this clause 10 and you notifying the Company in writing immediately upon a defect becoming apparent due to faulty materials or workmanship. The Company shall have no further liability to the Buyer.

10.4. The warranty described in this clause 10 does not apply to any defect in the goods arising from:

a) Normal/fair wear and tear
b) Misuse or alteration of the goods, negligence, willful damage or any other act by you, your employees, agents or any third parties.
c) Your failure to use the goods in accordance with the instructions or care leaflet. See clause 11.
d) Any specification provided by you.

10.5. The warranties described in this clause 10 are in addition to, and do not affect your legal rights in relation to the goods that are faulty or not as described.

11. Product Finishes

11.1 All products will be supplied in the material's natural state unless stated otherwise when quoting.

11.2 Exposure to damp or humid conditions or any corrosive substance such as cleaning agents will cause accelerated corrosion and will invalidate out normal product warranty.

11.3 Furthermore, occasionally seepage may occur at points of welded sections, metal to metal contact areas and blind holes. This is not a manufacturing defect and is not covered under our normal product warranty.

11.4 Due to the more delicate nature of a Powder Coated finish, once the product has been delivered, the finish is not covered under our normal product warranty.

This does not affect your statutory rights.

12. Risk & Title

12.1 The risk in the Goods will pass to you on completion of delivery.

12.2 Title to the Goods (covered by the delivery note and invoice) will not pass to you until The Company receives payment in full (cleared funds) for the Goods and any other Goods or Services that the Company has supplied to you in respect of which payment has become due, in which case title to the Goods shall pass at the time of payment of all sums.

12.3 Until title to the Goods has passed to you, you must:

a) Hold the Goods on a fiduciary basis as our bailee
b) Store the goods separately and not remove, deface or obscure any identifying marks or packaging on or relating to the goods
c) Keep the goods in a satisfactory condition
d) Keep them insured against all risk for their full prices from the date of delivery.
e) Give the Company such information relating to the Goods as the Company may require from time to time.

12.4 Subject to clause 12(5), you may resell or use the goods in the ordinary course of its business (but not otherwise) before the Company receives payment for the goods. However, if you resell the goods before that time:

a) You do so as a principal and not as the Company’s agent; and
b) Title to the Goods shall pass from the Company to you immediately before the time at which resale by you occurs.

12.5. Until property of the Goods passes from the Company to you, and where the goods have not been resold, or irreversibly incorporated into another product and without limiting any other right or remedy we may have, you shall upon request deliver up to the Company such Goods. If you fail to do so, the Company may enter upon any premises owned, occupied or controlled by you, or any receiver or liquidator where the goods are situated and repossess the goods.

13. Data Protection & Confidentiality

13.1. The placing of orders will require you to provide the Company with certain information such as names, addresses and other relevant details to enable an efficient transaction to take place.

13.2. Where you have indicated your consent, the Company may contact you about similar products or services that we offer. To stop receiving this information, please contact us at info@framosfabrications.co.uk

14. Intellectual property rights / copy rights

14.1. All Content included on the Website and in our product literature and brochures, including, but not limited to, text, graphics, logos, icons, images, sound clips, video clips, data compilations, page layout, underlying code and software is the property of the Company, or other relevant third parties. You acknowledge that such material is protected by applicable United Kingdom and International intellectual property and other laws.

14.1. You must not reproduce, copy or distribute any material or images from the Company website or Brochures.

14.2. Digital images remain the property of the Company and may only be used for the use on your website when express permission has been granted. All rights remain with the company.

15. Limitation of Liability

15.1. Our liability under the contract, and in breach of statutory duty, and in tort, misrepresentation or otherwise will be limited to this clause.

15.2. Nothing in these terms and conditions is intended to (nor shall they be interpreted as) limiting or excluding the Company’s liability for:

a) death or personal injury caused by our negligence

b) fraud or fraudulent misrepresentation.

15.4. Subject to clause 15.2, our entire liability to you under any contract or in any circumstances shall be limited to the price payable by you to the Company.

15.5. Subject to Clause 8, 10 and 12 above, all representations, warranties, conditions, terms or undertakings, express or implied, whether by statute or common law are excluded to the fullest extent permitted by law.

15.6. We will not be liable, foreseeable or otherwise (whether caused by our employees, agents or any third party) in connection with the Goods for:

a) any direct or indirect, special or consequential loss, damage, costs or expenses.

b) any loss of profit, loss of anticipated profits, loss of business, loss of data, loss of reputation or goodwill, business interruption or other third-party claims.

c) any failure to perform any of our obligations if such a delay or failure is due to any cause beyond our reasonable control. See clause

d) any losses caused directly or indirectly by any failure or breach by you in relation to your obligations.

e) any loss relating to the choice of the Goods and how they will meet your purpose or use by you of the Goods supplied.

f) Any defect in the Goods arising from any drawing, design or specification supplied by you.

g) We shall not be liable under any warranty, condition or guarantee (if any) if the total price for

the Goods has not been paid by the due date for payment.

16. Force Majeure

Neither party shall be liable for any failure or delay to perform any of its obligations due to Force Majeure.

For the purpose of this clause, Force Majeure means any cause or circumstance that is beyond the Reasonable control of that party. Such causes include, but are not limited to: power failure, fire, explosion, flood, lighting, act of god, act of terrorism, war, rebellion, riot, sabotage, or official strike of similar official labour dispute, internet service provider failure.

17. No Waiver

No waiver by us of any breach of these Terms and Conditions by you shall be considered as a waiver of any subsequent breach of the same or any other provision.

18. Severance

If one or more of these Terms & Conditions is found to be unlawful, invalid or otherwise Unenforceable, that / those provisions shall be deemed severed from the remainder of these Terms

and Conditions (which will remain valid and enforceable).

19. Law and Jurisdiction

This agreement shall be governed by and interpreted according to the law of England and Wales and all disputes arising under the agreement (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts.

20. Other Important Terms

20.1. Your continued placement of orders is an acknowledgement that you have understood and accepted these terms and Conditions.

20.2. A “business day” or “working day” means any other day than a Saturday, Sunday or Bank Holiday in England and Wales.

GENERAL

In these Terms and Conditions:

"We/Us/Our/Company" referred to in the following conditions means Framos (Fabrications) Ltd

"You/Your/Buyer" means the person, firm or company to whom a price list tender or quotation is addressed or whose order is accepted by us.

"Consumer" means a person, who is not a firm or company who buys goods or services from us outside a business.

"Conditions" means the standard terms and conditions of sale set out on the reverse of the Quotation as the same may be varied in accordance therewith and (unless the context otherwise requires) includes any special terms and conditions agreed in writing by us.

"Goods/Product” means the materials or equipment that we agree to supply to you under these Conditions

"Services” means all works or design, repair or supervisory services and work of erection on site and any other act that we agree to supply to you under these Conditions.

"Order” means an Order by you for Goods and/or Services.

1.2 Any reference in these Conditions to a statute or a provision of a statute shall be construed as a reference to that statute or provision as amended, re-enacted or extended at the relevant time and includes any subordinate legislation for the time being in force made under it.

1.3 The headings in these Conditions are for convenience only and shall not affect their interpretation.

1.4 Word imparting the singular number include the plural and vice-versa.