Terms & Conditions

1. ACCEPTANCE OF CONDITIONS. The following terms and conditions compromise the standard Terms and Conditions of Eurotube (2005) Ltd, trading as Global Tube Fabrications (the Company). All contracts of sale shall be governed by these Terms and Conditions of Business and each of the conditions shall be deemed to be incorporated in any Agreement between the Company and the Buyer. 

The Buyer accepts these Conditions of Sale to the exclusion of any other Term including conditions, warranties or representations written or orally expressed or implied whether or not contained in any of the customer’s documents which purport to provide that the Buyers own Terms and Conditions of Business shall prevail.

2. REFERENCES. New customers are required to submit two trading and a banking reference which will be taken up prior to an order being accepted by the Company.

3. VARIATIONS OF CONDITIONS. No variation of any condition shall be binding upon the Company unless expressly agreed in writing by the Company and signed by a Director of the Company nor shall such variation be construed as a waiver of any of the rights of the Company whether reserved by statute or by these Terms and Conditions of Sale unless so expressly agreed in writing by the Company.

4. ACCEPTANCE OF ORDERS. The acceptance in writing by the Company of any order placed with it by a Buyer shall be condition precedent to any liability of the Company in respect of such an order and an order once accepted by the Company shall not be subject to cancellation for whatever reason either wholly or in part without the written consent of the Company. The placing of an order with the Company or the Buyer’s acceptance of the Company’s quotation shall be deemed to be an unqualified acceptance that these Terms and Conditions of Sale shall apply to all agreements made between the Company and the Buyer.

5. QUOTATIONS. Quotations are available for acceptance for 30 days from the quotation date unless otherwise stated and may be withdrawn without notice by the Company within such period or at any time before a binding contract exists between the Company and the Buyer.

6. ACKNOWLEDGEMENT OF ORDER. The following are the responsibilities of the Buyer:- i) To check that the acknowledgement of order is correct. ii) The Buyer shall inspect and/or test the goods immediately upon delivery and discrepancies to be notified to the Company within three working days and confirmed in writing within a further four working days to the Company. Testing and inspection if specified by the Buyer shall be final and binding as to the results thereof. iii) In the absence of the above the full order value shall be paid to the Company with out deduction or set off.

7. DESCRIPTIONS, ILLUSTRATIONS ETC. All descriptions, illustrations, weights, measures, programme capabilities, opinions on application, suitability, information and other data whether contained in the sales literature of the Company or supplied with quotations are approximate only and should not be relied upon by the Buyer unless specifically referred to in the contract and any statements or representations made by employees or agents of the Company shall be regarded as statements of opinion only and shall not be binding upon the Company.

8. DELIVERY. (a) Time for delivery is given as accurately as possible but is not guaranteed. The Buyer shall have no right to damages or to cancel the order for failure for any cause to meet any delivery time stated. (b) Subject to (a) above any times quoted for delivery are from the date of receipt by the Company of a written order or acceptance of quotation.

9. CONTRACTS (RIGHTS OF THIRD PARTIES) ACT 1999 (CRTP). The provisions of the CRTP are specifically excluded where necessary from these terms and conditions and contracts incorporating the same

10. GUARANTEE. i) The Company hereby guarantees:(a) to replace free of charge and/or to refund the price (at the Company’s discretion) of any goods which are not in compliance with their contractual description. (b) to replace or repair (at the Company’s discretion) free of charge any goods which are defective by reason of faulty workmanship on the part of the Company or unfit materials used by them provided that the Buyer’ written notification of such non-compliance or defect is received by the Company in accordance with clause 6(ii) hereof the Company will not be otherwise liable for such non compliance or defect in any manner whatsoever. Without prejudice to the foregoing the Company will not be liable for defects in the goods resulting from a failure to stack them perfectly flat after delivery or from exposure thereof of such time to excessive heat, cold, dryness, humidity or sunlight.. ii ) In the event that the Company’s technical staff are required by the Buyer to inspect any goods alleged to be not in compliance with their contractual description or defective the Company will charge for such inspection if the guarantee does not apply, iii) All transportation charges relating to the return of goods pursuant to the terms of this guarantee will be borne by the Buyer unless otherwise agreed in writing.

11. PRICE. Unless otherwise expressly agreed with the Buyer in writing the contract price shall be the price ruling at the date of dispatch. The contract price unless otherwise stated excludes delivery to site. Any additional work necessitated by the Buyer’s failure to provide labour to unload the goods promptly upon delivery will be the subject of additional charges to be paid by the Buyer. The contract price or any additional charges are strictly nett and are exclusive of tax, duties and charges which are incurred or payable in connection with the Company’s performance of its obligations under the contract. To the extent that such are incurred, they shall be payable by the Buyer as an addition to the contract price or any additional charges. All prices quoted by the Company are subject to amendment due to fluctuation in the cost of materials, labour and other production overheads, transport, currency exchange rates and taxation and any increase in such costs after quotation will be added to the contract price.

12. PAYMENT. i) Payment is to be made within 30 days of the end of the month of delivery of the goods. If the goods are ready for delivery but the Buyer has not given any necessary forwarding instructions, the date of readiness shall be deemed for this purpose to be the date of delivery. ii) Interest will be payable in respect of any payment made after the due date Lloyds bank Pic’s base rate for the first month. This to increase to 7% per annum above Lloyds Bank Pic’s base rate thereafter. iii) Default of payment in accordance with the above provisions shall entitle the Company (a) to treat the contract as at an end (b) to claim damages resulting therefrom and (c) to refuse to fulfil any other outstanding contractual obligations owed to the defaulting Buyer without liability. iv) The Buyer holds the goods as bailee thereof for the Company until payment of all sums due hereunder or pending.

 All monies received by the Buyer in respect of the goods the subject matter of the contract shall be held on trust for the Company until payment of all sums due hereunder. v) The Company assigns all debts due to it to Factors. vi) In the event that the Company is required to take action to enforce any part of these terms and conditions against the Buyer all costs of the Company and any agent engaged by it shall be paid by the Buyer and shall form part of the debt owed by the Buyer to the Company hereunder.

13. RETENTION OF TITLE. i) All goods supplied or to be supplied by the Company shall remain the sole and absolute property of the Company as legal and equitable owners until such time as the Buyer shall have paid to the Company the agreed price together with any interest and costs due thereon in accordance with condition 12(ii) and 12(vi). Pending such payment in full the customer shall be in possession of the goods solely as bailee for the Company. ii) Prior to becoming owner of the goods the Buyer will store them separately from his own goods in such a manner as to make them readily identifiable as the goods and the property of the Company. iii) The Buyer shall commit any act of bankruptcy, or being a company, shall do or fail to do anything which would entitle a receiver to take possession of any assets or which would entitle a person to present a petition for winding up, the Buyer’s right to possession of the goods shall forthwith cease.

14. QUALITY AND CONDITION OF GOODS. The Company warrants that all reasonable skill and care will be used with goods parts or materials manufactured and/or supplied and that all reasonable skill and care with its own services will be employed in assembling parts or materials not manufactured by them. The goods will be made available for inspection at the premises of the Company or suppliers prior to the dispatch should the Buyer so require. 

The Company accepts no liability for loss or damage due to or arising from goods or services supplied to a Buyer’s own specification drawings or other specific requirements unless such loss or damage results solely from the goods or services being defective due to the materials methods or workmanship not being in accordance with the said specification drawings or requirements or the negligence of the Company or its servants or agents. If any goods are claimed to be faulty in accordance with the foregoing condition the Buyer shall notify the Company in accordance with clause 6(ii) hereof and the Company shall determine whether to inspect the goods at the premises of the Buyer or whether the goods shall be returned. 

The Company shall determine in its sole discretion whether the goods supplied have been made in accordance with the Buyer’s specifications drawings or requirements. The costs of carrying out inspection at the Buyer’s premises will be payable by the Buyer if the goods are comp lete in accordance with the Buyer’s specifications drawings or requirements. 

Any goods which the Company agrees have not been manufactured in accordance with the said specifications drawings or requirements shall at the option of the Company be repaired replaced or modified so as to comply with the said specifications drawings or requirements and be delivered to the Buyer after such repair replacement or modifications and without further charge to the Buyer. 

The Company shall deliver to the Buyer the repaired replaced or modified goods in accordance with the original terms of delivery. If the Buyer shall require urgent express or expedited deli very the Buyer hereby acknowledges that it shall pay in advance a sum equivalent to the difference between normal delivery charges as per the original terms of delivery and the additional freight and packaging charges for such urgent express or expedited delivery. However the Company expressly reserves the right to deliver such goods in whatever manner the Company elects. 

The Company’s liability shall be limited to the repair replacement or modification of the goods without further charge in accordance with this sub clause. The Company offers no warranty in respect of goods materials or services of its suppliers its sub contractors or any third parties. The Company may at its sole discretion assign the benefit of such warranties (if available) and/or other related rights (if any) as are available to first users of manufactured goods factored by the Company but not of the Co mpany’s own manufacture. As improvements and alterations to design are continually being carried out the Company reserves the right to make alterations to specifications without notice.

15. LIEN. The Company shall have a lien on all materials goods and all property for all charges of whatever nature incurred and/or due in respect thereof and in addition all materials goods or property in the custody and/or control of the Company shall be subject to general lien for monies due from or unpaid claims or charges against any Buyer on any account whatsoever and the said materials goods or property may be sold by the Company either in whole or in part without notice by whatever method may be determined by the Company to satisfy such lien or liens.

16. FORCE MAJEURE. No failure or omission to carry out or observe in whole or in part any agreement between the Company and the Buyer shall give rise to any claim against the Company or shall be deemed a breach of
the said agreement if such failure or omission arises from any cause reasonably beyond the control of the Company.

17. DEMURRAGE. The Company shall be entitled to make charges for demurrage brought about by the delay in collection delivery or loading of goods where such delay is outside of the Company’s control.

18. ABORTIVE JOURNEYS. The Company shall be entitled to make additional charges for any additional transport costs which arise out of the request or in accordance with arrangements made by the Buyer which through circumstances beyond the Company’s control fail to result in the transport of the goods in accordance with the arrangements made.

19. STORAGE. The Company shall be entitled to make a charge in respect of any goods belonging to Buyers which are warehoused or stored for a period greater than one calendar month for reasons beyond the Company’s control. Payment for goods stored off site shall be made.

20. LIABILITY. The Company shall not be liable to the Buyer for any loss or damage involving any person property of interest suffered by the Buyer in connection with the supply use function or state of the goods or in connection with anything done or omitted to be done by the Company its servants or agents unless the loss or damage arises out of the Company’s proven negligence and is in respect of loss or damage for which liability cannot lawfully be excluded.

21. PROPERTY IN DESIGN AND COPYRIGHTS. The copyright and drawings data and literature relating to the Company’s goods and services shall remain the property of the Company and (where marked as or otherwise indicated to be confidential) such drawings data and literature and the Company’s manufacturing and operating techniques shall not be disclosed or used except as is necessary for the purposes of application and use by the Buyer of goods in relation to which the drawings data literature or other techniques was or were supplied or disclosed. 

The Buyer shall not at any time make any use whatsoever of any documents or information produced supplied or imparted to it by the Company save that which was previously known to the Buyer as a result of its own activities or through any published or freely available source. If any invention is made by the Company’s agents servants or sub contractors during the course of carrying out work under any agreement arising from the submission or the acceptance of this quotation then the right to apply for and to receive letters patent in respect of such invention shall remain with the Company and/or its agents or servants or sub contractors and the subsequent manufacture of any items the subject of such application for or the granting of letters of patent shall be reserved to the Company or its Licensees.

22. CANCELLATION. If the Buyer shall cancel the order the Company without prejudice to any other rights shall be entitled to be immediately paid all accrued costs at the date of the cancellation.

23. ENTRY OF CUSTOMERS PREMISES. In the event of it being necessary for the Company to enter upon the premises of the Buyer or any part thereof for the purposes of effecting delivery of goods then the delivery of any such goods shall be strictly at the risk of the Buyer and in particular but without generality to the foregoing of this clause the Buyer shall be responsible for any loss or damage suffered by the Company or/and Carrier employed by the Company to deliver the goods as a result only of any such entry to the Buyer’s premises.

24. BREACH. If the Buyer makes defaults in or commits any breach of any of its obligations (including as to payment of price) to the Company hereunder or is involved in any legal proceedings in which solvency is a question or is a company and any meeting is convened or resolution is passed or petition presented (otherwise than for reconstitution or amalgamation) to wind it up or a receiver is appointed or ceases or threatens to cease to carry on trade then in any such case the Company shall immediately become entitled (without prejudice to its other claims and rights under the contract) to suspend further performance of the contract for such time not exceeding six months as it shall in absolute discretion think fit or (whether or not notice of such suspension shall have been given) to treat the contract as wrongfully repudiated by the Buyer and forthwith terminate the contract.

25. LIMITATION OF LIABILITY. (a) Any claim on any ground being made by the Buyer against the Company in respect of the goods or services or any matter arising from or in connection to the contract relating thereto the liability of the Company shall be limited (in respect of each claim or series of connected claims) to the invoice value of the goods delivered or services performed of sale of making of such claim and under no circumstance shall the Company be under any further liability to the Buyer whether for loss or profit or for any other direct or consequential loss howsoever arising save in respect of any loss or damage which will not be lawfully excluded. (b) Nothing in these Conditions shall operate or be construed as operating to exclude or restrict any liability of the Company for death or personal injury
resulting from the negligence of the Company.

26. TERMINATION. The Company shall be entitled by written notice to the Buyer to cancel the whole or any part of any Contract or Agreement concluded between the Company and the Buyer should the Company be hindered or prevented by any cause beyond its reasonable control from performing the same including a clause which renders performance commercially difficult or unreasonably expensive. The Company may without incurring further liability terminate the Contract or Agreement by written notice if in its reasonable opinion the Buyer is unable to make payments in accordance with the forms hereof. Without prejudice to any of its rights the Company may have upon such termination the Company shall be entitled to receive payment on a quantum merit basis in respect of work completed or in progress at the date of termination