|
About Omar
Our group
News & events
Display centre
Careers
Contact Omar
Request a brochure/DVD
|
STANDARD TERMS AND CONDITIONS OF SALE
Applicable to Omar Homes Limited and any Company which is a subsidiary thereof as defined by s. 736 of the Companies Act 1985 ("Omar")
1. CONTRACTS
a. All quotations given, orders accepted, and contracts (each a “Contract”) entered into by Omar with any person (the “Buyer”) for supply by Omar of goods and/ or services are subject to these Terms and Conditions of Sale (“Conditions”). All other terms and conditions whether express or implied are excluded to the fullest extent permitted by law. No variation to these Conditions will be effective unless agreed to in writing by an authorised representative of Omar.
b. In entering into a Contract with Omar, the Buyer acknowledges that the Contract has not been induced by any representations made orally or in writing by Omar, its servants or agents other than those which have been reproduced in these Conditions.
c. No quotation, estimate or tender given or made by Omar shall form an offer capable of acceptance by the Buyer. A Contract for supply of goods and/or services shall only be created upon acceptance of the Buyer’s order. Such acceptance shall only be effective when communicated by Omar to the Buyer by:
i. issuing a written acknowledgement of the Buyer's order; or
ii. accepting from the Buyer any deposit payable under the Contract; or
iii. delivering or arranging with the Buyer to deliver any of the goods to the Buyer or arranging performance of services or performing such services; or
iv. notifying the Buyer that any of the goods is or will be available for collection; or
v. submitting any invoice to the Buyer;
whichever event is the earlier. Omar may, at its absolute discretion, accept or reject any order placed by the Buyer.
2. PRICES
a. Unless otherwise stated in the Contract, all prices for goods and services shall exclude any costs and expenses incurred by Omar in performing the Contract (including without limitation packaging, loading, handling, insurance, freight, carriage, delivery and siting charges) Value Added Tax and any duties or imposition of whatever nature payable on the goods and/or services all of which the Buyer shall pay in addition.
b. Unless otherwise agreed in writing, the prices payable shall be those ruling at the date of Omar's invoice.
c. In the event of the Buyer cancelling part of the order in accordance with the provisions of Clause 9, Omar reserves the right to revise the price or prices quoted for goods already delivered.
d. Omar reserves the right to review the Contract price(s) in the event of devaluation of the pound sterling or fluctuation in the rates of foreign exchange.
3. CONSTRUCTION OF BASES
Where the goods to be supplied under the Contract are mobile homes the Buyer is responsible for ensuring that the homes are installed upon bases constructed to meet Omar’s recommendations and guidelines and any applicable laws and industry guidelines. In the event that any mobile home purchased from Omar is installed on a base which fails to meet with such requirements Omar shall not be responsible for any structure defects (including without limitation cracks or misalignment of doors or windows) or other deficiencies arising out of such failure.
4. CONDITIONS, WARRANTIES AND LIABILITY
a. Specifications, dimensions, drawings and other details relating to the goods issued by Omar (“Specifications”) are approximate only. Immaterial deviations shall not form the basis of any claim against Omar. Any typographical, clerical or other errors or omissions in Specifications or in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by Omar shall be subject to correction without any liability on the part of Omar. Omar reserves the right to make any changes to Specifications or any specifications submitted by a Buyer which do not materially affect the quality of the goods.
b. Where Omar agrees to provide Specifications or plans which have been specifically designed for a Buyer,
the Buyer agrees to check the accuracy and suitability of the Specifications and/or plans and Omar shall not be liable for any omissions or inaccuracies in the details or measurements given. Any Specifications and plans prepared by Omar are, and remain Omar’s property and shall not be reproduced in whole or in part without Omar’s written consent.
c. Omar warrants that goods manufactured by Omar shall at the time risk in the goods passes to the Buyer in accordance with Clause 8 (and for a period of 1 year thereafter in the case of uPVC products) be free from material defects in materials and workmanship and if such goods do not conform to such warranty Omar shall, as the Buyer's sole remedy and Omar's entire liability and provided that the Buyer gives written notice of any alleged defect in the goods within 7 days of collection or where applicable delivery (or in the case of uPVC products within 7 days of such defect becoming apparent), at its option:
i. replace such goods found not to conform to the warranty; or
ii. take such steps as it deems necessary to conform the goods to such warranty; or
iii. make a price adjustment that is fair to both parties in relation to the failure of the goods to conform to such warranty.
d. Omar warrants that for a period of 1 year from the time risk in the goods passes to the Buyer in accordance with Clause 8, mobile homes manufactured by Omar shall be free from material structural defects and if a mobile home does not conform to such warranty Omar shall, as the Buyer's sole remedy and Omar's entire liability and provided that the Buyer gives written notice of any alleged defect within 7 days of such defect becoming apparent, take such steps as it deems necessary to conform the mobile home to such warranty.
e. Omar shall be under no liability under the warranties contained in Clauses 4(c) and 4(d):
i. in respect of any defect in the goods arising from any Specifications supplied by the Buyer;
ii. in respect of parts, materials or goods not manufactured by Omar in which case the Buyer shall only be entitled to the benefit of any warranty or guarantee as is given by the manufacturer to Omar;
iii. where the goods are transported to the Buyer at the Buyer’s risk and the defect occurred during transit.
f. In addition to the provisions of Clause 4(e), Omar shall be under no liability under the warranty contained in Clause 4(d) in respect of structural defects resulting directly or indirectly from:
i. defective installation or alteration work or other services which have not been carried out by Omar;
ii. deterioration caused by neglect;
iii. normal dampness condensation and shrinkage;
iv failure by the Buyer to comply with the provisions of Clause 3;
and shall not apply to defects in fitted furniture, central heating, boilers, plumbing and associated equipment.
g. Omar warrants that it will perform all services under the Contract with reasonable care and skill and if it is in breach of such warranty in relation to particular services then it shall, as the Buyer's sole remedy and Omar's entire liability and provided that the Buyer gives written notice of any alleged defect in the services within 7 days of performance of such services, reperform such services free of charge or at its option refund to the Buyer all sums paid by it in respect of such services as do not conform to such warranty.
h. Omar does not exclude or limit its liability in negligence for death or personal injury or otherwise insofar as any exclusion or limitation of Omar’s liability is void, prohibited or unenforceable by law.
i. Subject to Clause 4(h) and as otherwise expressly provided in the Contract, Omar gives no warranties and makes no representations in relation to the goods or services or otherwise in relation to the Contract and all such warranties and representations, whether express or implied by law or otherwise are excluded.
j. Without prejudice to the generality of Clauses 3, 4(h) and 4(i) all recommendations and advice given by or on behalf of Omar to the Buyer as to the transportation, erection, installation or use of the goods are given without liability on the part of Omar, its servants or agents. It is the Buyer’s responsibility to satisfy itself that the goods and/or any services are suitable for its requirements and Omar does not profess to have any skill or judgement in relation to the particular needs of the Buyer.
k. Subject to Clause 4(h), and as otherwise expressly provided in the Contract in no event shall Omar be liable to the Buyer, in contract, in tort or otherwise for any loss of profit, business, revenue, goodwill or anticipated savings or any incidental, special or consequential damage arising in any way out of or in connection with the Contract.
I. Subject to Clause 4(h), in the event that, notwithstanding the other provisions of this Clause 4 and any other limitations or exclusions contained in these Conditions, Omar is found liable for any loss or damage suffered by the Buyer, that liability shall in no event exceed the Contract sum less any discount granted by Omar to the Buyer.
5. DELIVERY AND COLLECTION
a. Delivery of goods shall be ex-works and the Buyer shall be responsible for collection (and loading) of goods from Omar’s premises unless otherwise specified in the Contract.
b. Where Omar agrees to deliver to premises specified by the Buyer, Omar will arrange carriage and insurance during transit and will charge the Buyer pursuant to Clause 2(a) for expenses incurred.
c. The Buyer shall promptly accept goods when delivered or tendered for delivery by Omar’s appointed carrier.
d. If Omar fails to deliver the goods or supply services or if the goods are damaged during transit by Omar, Omar’s liability to the Buyer in contract, tort, negligence or otherwise for any loss whatsoever resulting shall be limited to refunding any monies already paid by the Buyer for such goods and/or services. If a carrier fails to deliver goods or goods delivered by a carrier are damaged in transit, Omar shall have no liability.
e. Where the Buyer is to collect the goods, Omar shall notify the Buyer and the Buyer shall make all arrangements for and bear all costs in connection with collection of’ the goods
f. In the event of failure by the Buyer to collect the goods within 30 days of Omar notifying the Buyer that the goods are ready for collection or failure to accept goods tendered for delivery in accordance with 5(c) above, Omar shall (without prejudice to any other rights or remedies) be entitled to treat the Contract as repudiated and retain (without further obligation to the Buyer) any deposit paid by the Buyer pursuant to Clause 6(a) and the Buyer shall indemnify Omar against all costs and expenses incurred as a result of the Buyer’s failure to collect or accept delivery of the goods (including but not limited to the cost of storage and handling expenses).
g. The Buyer shall inspect all goods upon delivery or collection. Any claim by the Buyer in relation to any shortage of goods must be made in writing to Omar within 7 days of delivery or collection.
h. Any dates for completion, availability for collection or delivery of goods or provision of services are approximate only and if Omar fails to adhere to such dates it shall not be liable to the Buyer in contract, tort, negligence or otherwise for any loss or damage whatsoever resulting.
6. PAYMENT
a. Where requested a deposit shall be payable by the Buyer immediately upon Omar accepting the Buyer’s offer pursuant to Clause 1(c) above. The deposit shall be 10% (or such other sum as may be agreed in writing between the parties) of the Contract sum.
b. Where credit facilities have been agreed in writing by Omar and unless otherwise agreed in writing between the parties, the balance of the Contract price less the deposit shall be payable within the number of days specified from either the invoice date or from Omar notifying the Buyer that the goods are available for collection, whichever is the sooner. If credit facilities have not been agreed then the balance of the Contract price less the deposit shall be payable before the goods are collected or delivered under the terms of Clause 5 or within 7 days of the date of invoice, whichever is the sooner.
c. Time for payment shall be of the essence and failure to make any payment to Omar by the due date shall entitle Omar at its option to treat the Contract as repudiated and act accordingly, including forfeiting any deposit held pursuant to Clause 6(a) and retaining it without any obligation to the Buyer. The Buyer shall indemnify Omar against all costs and expenses incurred in connection with recovering any sums due it from the Buyer under the Contract.
d. The Buyer shall make all payments due under the Contract without any deduction whether by way of set-off, counterclaim, discount, abatement or otherwise.
7. LATE PAYMENT
If any payment that is due to be made under the Contract by the Buyer to Omar is overdue, interest will automatically be charged on such payment both before and after judgment on a day-to-day basis at the rate of 5% above the base rate of Lloyds TSB per annum from the day any sum becomes overdue until the sum due is paid with interest. Any payment shall first be applied to any interest payable and thereafter in settlement of the principal sum.
8. RETENTION OF TITLE
a. Risk of loss or damage to the goods shall pass to the Buyer when the goods are delivered to the Buyer. If the goods are carried at the cost of Omar, Omar will only bear the risk of loss or damage in transit if it receives written notification of such loss or damage within 3 days of delivery, or in the case of non-delivery, within 21 days of the date of despatch.
b. Notwithstanding the passing of risk, Omar retains the legal and equitable title in the goods, which shall not pass to the Buyer until Omar has received payment of all sums due to Omar from the Buyer under the Contract.
c. Until title in the goods has passed to the Buyer, the Buyer shall hold the goods in a fiduciary capacity for Omar and in particular the Buyer shall;
i. insure the goods against any loss or damage and note Omar’s interest on the policy; and
ii. store the goods safely and securely, and separately or in some other way ensure that they are readily identifiable as the property of Omar; and
iii. deliver the goods to Omar immediately on demand.
d. Omar or any of its servants, agents or authorised representatives shall be entitled at any time and without prior notice to enter any premises where the goods are stored, or are believed by Omar to be stored, to retake possession of any goods and to sell or otherwise deal with or dispose of them.
e. The provisions of this Clause 8 shall survive the termination of the Contract for whatever reason.
9. CUSTOMER CANCELLATION OF ORDERS
Contracts and orders and parts thereof may be cancelled only by Omar’s written acceptance of such cancellation. Where Omar accepts such cancellation, Omar reserves the right to charge the Buyer with the amount of any losses or expenses directly or indirectly resulting from such cancellation. Where Omar does not accept such cancellation, then Omar reserves the right to recover the invoice price from the Buyer and to charge the Buyer with additional losses both direct and indirect resulting from such cancellation. In any case where Omar was required to place a deposit with a manufacture or supplier in respect of an order, Omar may require the Buyer to reimburse such sum in the event of cancellation.
10. CONSENTS
The Buyer shall have sole responsibility for obtaining of any necessary consents for the installation of the goods, whether from local or other authorities and for ensuring that the installation of the goods is in accordance with the provisions of any relevant by-laws, regulations or statutes.
11. FORCE MAJEURE
Omar shall not be liable for any delay in performing or failure to perform any of its obligations where such delay or failure is due to industrial action (whether involving employees of Omar or of a third party), acts, omissions or delays of suppliers or sub-contractors, failure or breakdown of machinery or transport or any cause beyond the reasonable control of Omar. If the cause continues for more than 6 months either party may terminate the Contract by giving the other party no less than 30 days' written notice
12. RIGHT TO CANCEL OR DELAY
Without prejudice to any other remedies it may have Omar reserves the right to immediately cancel or delay performance of the Contract, wholly or in part, or any other contract between Omar and the Buyer upon any breach, non observance or non-performance by the Buyer of any term, condition or provision, express or implied, for the time being subsisting between Omar and the Buyer.
13. INSOLVENCY BANKRUPTCY
Omar shall have the right to immediately terminate the Contract where the Buyer becomes insolvent or bankrupt or makes arrangements with its creditors or suffers a receiver to be appointed or being a body corporate enters into liquidation (other than in connection with a reconstruction or amalgamation) or ceases to or threatens to cease to carry on its business, in any of which cases Omar shall have no further obligation hereunder and the price for all goods delivered and services performed shall become immediately due and payable. Termination of the Contract, for whatever cause, shall be without prejudice to the rights of either party accrued prior thereto, including without limitation any right to payment of any sum and any right to sue in respect of any antecedent breach of the Contract.
14. LAW APPLICABLE
These Conditions shall be governed and construed in accordance with English law and all disputes arising in connection with these Conditions or the Contract shall be submitted to the exclusive jurisdiction of the English courts.
15. GENERAL
The Buyer shall not assign or transfer the benefit or the burden of the Contract or any part thereof. Omar may assign the Contract and/or engage sub-contractors, in the performance of the Contract without reference to the Buyer. If any provision of these Conditions is found by any competent authority to be wholly or partly invalid or unenforceable it shall to the extent of such invalidity or unenforceability be deemed severable and the remaining provisions of these Conditions and the remainder of such provision shall not be affected and shall remain in full force and effect. Nothing in the Contract should be construed as conferring rights on any third party, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise. Any failure or delay to enforce or partially enforce any provision of the Contract shall not be construed as a waiver of any rights under the Contract.
|
|
