Terms & Conditions
Terms and Conditions
1.1. In these conditions the following words and expressions shall have the following meanings.
- 1.1.1. The word ‘Company’ shall include Watts Industrial Tyres Plc, Watts Industrial Tyre Services Ltd, Watts Urethane Products Ltd, Watts Tyres (Europe) Limited, Plysolene Limited
- 1.1.2. ‘Customer’ means the person who accepts a quotation of the Company for the sale of the goods or whose order for the goods is accepted by the Company.
- 1.1.3. The expression ‘goods’ in whatever context is intended to include tyres and tubes supplied by us whether new retreaded or repaired irrespective of whether such goods are obtained from the Company or any other source whatsoever.
- 1.1.4. ‘Process’ or ‘processed’ shall include the process ‘retreading’ or ‘remoulding’ and the ‘repair of customer’s own goods’.
- 1.1.5. ‘Contract’ means the Contract for the purchase and sale of the goods.
- 1.1.6. ‘Conditions’ means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions required between the Customer and the Company.
1.2. All orders whether verbal or in writing are accepted subject to the following terms and conditions which unless and to the extent otherwise agreed in writing by a Director of the Company, shall prevail to the exclusion of all other terms, conditions, representations or warranty given or implied by any other party.
1.3. If the Customer has entered into a Consignment Stock Agreement with the Company and there is a conflict of terms between such agreement and these conditions of sale, the terms of the Consignment Stock Agreement shall prevail.
2.1. The Company shall sell and the Customer shall purchase the goods in accordance with any written quotation of the Company which is accepted by the customer, or any written order of the Customer which is accepted by the Company, subject in either case to these conditions which shall govern the Contract to the exclusion of any other terms and conditions.
2.2. All quotations made or orders accepted by the Company are subject to availability or production capacity or to the matter referred to in Clause 15.1 hereof.
3.1. All prices are exclusive of Value Added Tax and unless otherwise stated are exclusive of any other tax duty tariff delivery and packing charges arising in the United Kingdom or elsewhere.
3.2. Where goods are the subject of an unconditional order received within 30 days of the date of an appropriate written quotation then the price shall be that stated in the quotation. Where the quotation has expired or otherwise the price shall be that ruling at the date of despatch.
3.3. Unless otherwise agreed all prices quoted and/or invoiced will be in pounds sterling and where an alternative currency is agreed the Company reserves the right to apply an exchange control fluctuation charge appropriate to the rate of exchange ruling on the date of payment by the customer.
4.1. The risk in respect of all goods supplied shall pass to the customer upon delivery.
5.1. In spite of delivery having been made property in the goods shall not pass from the Company until:
- 5.1.1. the Customer shall have paid the price plus VAT for the goods in full; and
- 5.1.2. no other sums whatever shall be due from the Customer to the Company.
5.2. Until property in the goods passes to the Customer in accordance with clause 5.a. the Customer shall hold the goods and each of them on a fiduciary basis as bailee for the Company. The Customer shall store the goods (at no cost to the Company) separately from all other goods in its possession and marked in such a way that they are clearly identified as the Company’s property.
5.3. Notwithstanding that the goods (or any of them) remain the property of the Company the Customer may sell or use the goods in the ordinary course of the Customer’s business at full market value for the account of the Company. Any such sale or dealing shall be a sale or use of the Company’s property by the Customer on the Customer’s own behalf and the Customer shall deal as principal when making such sales or dealings. Until property in the Goods passes from the Company the entire proceeds of sale or otherwise of the Goods shall be held in trust for the Company and shall not be mixed with other money or paid into any overdrawn bank account and shall be at all material times identified as the Company’s money.
5.4. The Company shall be entitled to recover the price for the goods plus VAT notwithstanding that property in any of the Goods has not passed from the Company.
5.5. Until such time as property in the goods passes from the Company the Customer shall upon request deliver up such of the goods as have not ceased to be in existence or resold to the Company. If the Customer fails to do so the Company may enter upon any premises owned occupied or controlled by the Customer where the Goods are situated and repossess the goods. On the making of such request the rights of the Customer under Clause 5.3 shall cease.
5.6. The Customer shall not pledge or in any way charge by way of security for any indebtedness any of the goods that are the property of the Company. Without prejudice to the other rights of the Company, if the Customer does so all sums whatever owing by the Customer to the Company shall forthwith become due and payable.
5.7. The Customer shall insure and keep insured the goods to their full value against ‘all risks’ to the reasonable satisfaction of the Company until the date that property in the goods passes from the Company, and shall whenever requested by the Company produce a copy of the policy of insurance.
6.1. Orders accepted by the Company may not be cancelled unless by written consent of the Company. In this event the Customer shall then be liable for any costs, claims or losses howsoever incurred by reason of such cancellation.
7.1. Delivery promises are made in good faith, but time shall not be of the essence of the contract nor shall any delay be grounds for cancellation or give rise to claims for damages.
7.2. The Company reserves the right to dispatch part of an order and to subsequently invoice the Customers for the goods supplied.
7.3. Should the Customer be unable to receive or unable to provide suitable storage facilities or fail to notify the Company of correct delivery instructions in respect of the goods supplied under contract (or order) within a minimum period of ten days of the goods being ready such goods will be stored at the Customer’s risk and expense or disposed of at the discretion of the Company.
7.4. When goods are delivered in returnable crates, packing cases or bags the charge for such packing will be invoiced with the goods but will be credited to the Customer if returned carriage paid and received by the Company in good condition within one month after delivery to the Customer.
7.5. No claim for lost or damaged goods will be considered unless such claim is made by the customer in writing to the Company within seven days from the submission of the invoice in respect of such goods.
7.6. In respect of contracts under which the Company sells outside the United Kingdom the Customer must obtain all necessary export or import licences exchange control consents and all other approvals of national and regional authorities as may be required and any failure in this respect which may prevent the Company from effecting delivery of the goods will not prejudice the obligation of the Customer to make payment in full of the purchase price of the goods.
8.1. The Company shall accept goods from its Customers on the following terms:
- 8.1.1. All such goods whilst in the Company’s possession or in transit are at the said Customer’s own risk.
- 8.1.2. The Company reserves the right to reject those goods which by their condition renders them unsuitable for further processing.
8.2. If any goods which have been accepted as being suitable for further processing subsequently prove to be defective or unsuitable, all rights and title to the goods shall automatically become the property of the Company to the absolute exclusion of all other claimants and no replacement shall be required nor compensation given against the value of the said goods. But the Company shall make no charge in respect thereof.
8.3. The Company will accept no liability for damage to customer’s goods or property while these remain in the possession of the Company.
9.1. Where the contract for the sale of goods includes delivery by the Company to the Customer and shortage damage or loss occurs in transit to the goods before delivery thereof to the Purchaser in accordance with the provisions in the Contract the Company undertakes to repair or replace such goods free of charge PROVIDED ALWAYS that:
- 9.1.1. The Customer shall have given verbal or facsimile message notice to the Company within 48 hours of the receipt of the goods or in the case of non-delivery the receipt of the Company’s Advice Note or Invoice any such claim to be confirmed in writing within seven days.
- 9.1.2. The Customer shall have returned to the Company’s works any such damaged or defective goods within seven days of receipt thereof.
9.2. In the event the Company is required to replace goods within the terms of this condition the specified time for delivery shall be extended for the purpose of such repair or replacement for such periods as the Company shall reasonably require.
9.3. Save as expressly provided in this condition the Company shall not have any liability whatsoever in connection with any damage to or loss of the goods.
10.1. Unless otherwise agreed by the Company in writing the contract price for the goods shall be payable in cash and without set-off on or before the end of the month immediately following the date of invoice. The Company reserves the right to charge interest before and after judgement at the rate of 5% above the Royal Bank of Scotland Bank PLC base rate then applying if payment remains outstanding beyond this date, and the Company further reserves the right to add to the overdue amount all fees and costs properly incurred by the Company in the recovery of such outstanding amounts.
10.2. Failure to make payment on the due date shall entitle the Company to suspend further deliveries until such as payment has been made in full. The Company reserve the right to cancel the sale and to claim the return of those goods that have been delivered and are not paid for at the time such action takes place and to claim for any loss thereby sustained.
10.3. Payments on export orders shall be the subject of special arrangements made in writing between the Company and the Customer.
10.4. Where goods are sent F.O.B. the responsibility of the Company shall cease immediately the goods are placed on board ship and the Company shall in consequence be under no obligation to give the Customer the notice specified in Section 32(3) of the Sale of Goods Act 1979.
10.5. The Company will not, except by special agreement, accept the return of goods for credit.
11.1. The Company’s liability for tyre failure after repair shall not exceed the following:
- 11.1.1. Where a casing has been processed and returned the process cost only shall be charged.
- 11.1.2. Where a casing is accepted and a stock tyre supplied the process cost and the casing value shall be charged.
- 11.1.3. Where a stock tyre is supplied the process cost and the casing charge shall be levied. Under no circumstances whatsoever shall the adjustment charge exceed the original charge.
11.2. Where a tyre has been repaired no claim shall be considered unless the said repair occurs within the tread life that existed at the repair or within a period of six months from the time of repair or whichever shall be the less.
11.3. No claim shall be considered by the Company after expiration of six months from the date of invoice.
12.1. The Company warrants the goods where these are supplied as new against faulty materials and workmanship as follows:-
- 12.1.1. for twelve months from the date if dispatch in respect of new machines
- 12.1.2. for six months from the date of dispatch in respect of spare parts excluding such items as are classified as expendable.
12.2. Provided that the Customer within the said periods as appropriate has notified the Company in writing specifying in detail any defects of workmanship or materials in goods provided and in the case of spare parts returns such goods to the Company properly and adequately packed carriage paid the Company shall at its option repair or replace such goods as are shown in material or workmanship to the Company’s satisfaction to be defective free of charge to the customer for delivery ex-works provided that the defect is not due in whole or in part to fair wear and tear or the negligence mis-use or modification of the goods lack of or improper maintenance or failure to observe any operating instructions issued by the Company in connection therewith.
12.3. The Company shall not be under any liability in respect of the warranty hereinbefore contained or any other liability whether founded in Common Law or Statute in connection with any defect in the goods which should reasonably have been discovered by the purchaser or inspection or test at time of delivery and not immediately reported to the Company or that such defect falls within the criteria set out in Section 4 of the Consumer Protection Act 1987.
12.4. Except in the case of death or personal injury caused by the Company’s negligence, the Company shall not be liable to the Customer by reason of any representation, or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract for any consequential loss or damage (costs, expenses or other claims for consequential compensation whatsoever) and whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the goods or their use or resale by the Customer, except as expressly provided in these Conditions.
12.5. Without prejudice to the generality of the foregoing nothing herein contained shall operate to exclude or restrict liability for breach of any obligation arising from Section 13, 15 or 15 of the Sale of Goods Act 1979 as amended or extended by the Sale of Goods and Services Act 1982 against the customer if he is dealing as a consumer as defined by Section 12 of the Unfair Contract Terms 1977.
12.6. Subject only to the provisions of these conditions no statement undertaking warranty or condition express or implied by law trade custom or otherwise shall apply to the Contract.
12.7. Without prejudice to the foregoing the Company shall in no circumstances be liable for any loss damage cost or expense which exceed in aggregate the sale price of the goods.
12.8. Upon placing an order for the goods the Customer shall be deemed to have determined by his own expertise the suitability of the goods and the fitness of the goods for the particular use and purpose that he intends to put them to or use them for and shall not in any way rely upon the expertise of or any statements made by the Company or any of its agents or employees.
13.1. The Customer shall not without the previous consent in writing of the Company deface brand mark re-cut or tamper in any way whatsoever the goods (other than part worn tyres as set out in 13.2 below) and shall not without the previous consent in writing of the Company sell offer for sale advertise or supply any such goods.
13.2. Part worn tyres for the purpose of this Clause and 13.1 above shall mean tyres which have been remoulded retreaded or treated and shall not be sold:
- 13.2.1. Without the Watts trade names having been previously obliterated from each wall of each tyre; and
- 13.2.2. Without having been previously branded in legible letters on the wall of each tyre with the word ‘remould’ or ‘retread’ or such other word as shall describe the treatment aforesaid: and
- 13.2.3. Shall not be sold offered for sale advertised or supplied under the name ‘Watts’ or under any other Trade Mark or Trade Name owned or used by the Company.
13.3. The Property and copyright in all documents drawings plans patterns designs and other printed matter given to the Customer shall remain with the Company and the Customer shall not communicate any part of them to any third party without the written consent of the Company. The Company reserves the right to change patterns and designs without notice.
13.4. The Customer shall indemnify the Company against all actions and all costs whatsoever brought or made against the Company as a result of work done at the customer’s request in accordance with designs and specifications furnished by the Customer and which result in the infringement of any letters patent copyright registered design or trade mark.
14.1. It is the responsibility of the Customer that goods supplied by the Company are used in such a manner as to comply with the Health and Safety at Work Act 1974.
15.1. The Company shall not be liable for loss attributable to Acts of God, war, armed conflict, riot, industrial dispute or consequential damage direct or indirect howsoever caused.
16.1. If at any time one or more of these conditions becomes invalid illegal or unenforceable in any respect under the law the validity and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby.
17.1. These conditions and each and every contract made with the Company pursuant thereto shall be governed in all respects by and in accordance with the Laws of England and the customer hereby submits to the jurisdiction of the English Courts.