Green Lili Terms of Sale
"The Company" means Green Lili Ltd Trading as Green Lili and /or its subsidiaries or associated companies. “The Purchaser" and "The Buyer" means the other party in any quotation/contract placing an Order with The Company. “The Goods" shall mean all the artwork, products and materials supplied or otherwise dealt in by the Company.
2. Orders and Specification
(a) All Purchase Orders (Orders) are subject to these terms and conditions of sale (Conditions). The placing of an Order, either verbally, in writing or by the placement of a deposit, by the Buyer shall be considered an acceptance of these conditions. The conditions may not be modified or varied unless the Company agrees in writing and the Company shall not be deemed to have accepted any other conditions contained in any Order or any other communication from the Buyer.
(b) Unless, The Company indicates a contrary method of acceptance in writing, this Contract shall be legally formed and the Parties shall be legally bound when the Sales Order Acknowledgment is confirmed in writing by the purchaser.
(c) It is responsibility of The Purchaser to ensure that all information supplied by it is complete and accurate and to point out to the company in writing anything which is incomplete or inaccurate.
(d) Each Order constitutes a separate contract. There may be more than one contract between the Parties in force at the same time as this Contract.
3. Prices and Invoicing
(a) Goods will be invoiced at prices shown on the Sales Order Confirmation.
(b) All prices quoted are in Sterling unless otherwise stated. Quotations may or may not include VAT however this will be clearly noted on the quotation. VAT, where appropriate, will be charged at the rate ruling on the date of supply.
(c) The Company reserves the right, by giving notice to The Purchaser at any time before delivery, to increase the price of the goods to reflect any increase in the cost to The Company which is due to any factor beyond its control (without limitation, any foreign exchange fluctuation, alteration of duties, or significant increases in the costs of labour, materials or any other costs of manufacture).
(d) Written price quotations are only valid for a period of 28 days from the date appearing on the quotation. Published price lists may be amended at any time.
(e) Except as otherwise stated under the terms of any quotation or in any price list, and unless otherwise agreed in writing, all prices are given by The Company are of an ex works basis. The Purchaser shall be liable to pay the charges for transport, distribution, storage, packaging, insurance or mailing.
4. Payment Terms
(a) Unless otherwise agreed in writing, the price for the goods shall be paid by the buyer on confirmation of order, before manufacturing commences. These terms will be shown on the pro-forma sales invoice. A VAT invoice will be produced once goods have been delivered.
(b) Should the buyer default on their payment terms, The Company reserve the right to cancel or suspend any future deliveries without prejudice to our right of payment of the outstanding debt.
(c) In accordance with late payment legislation, we reserve the right to charge interest at 8% above Bank base rate on overdue accounts, together with any costs associated with recovery of the outstanding debt. Where applicable, the Company shall charge Interest & costs under The Late Payment of Commercial Debts (Interest) Act. These amounts shall be calculated using the calculator on www.payontime.co.uk
(d) Nothing herein shall confer any rights to return the goods to the company.
(e) Where an Invoice remains unpaid by the Buyer, the Company will not be liable for any previous Warranty or Guarantee already given for the goods or product relating to the Invoice.
5. Retention of Title
(a) The Company applies an 'All Monies' Retention of Title. Goods supplied by the company shall remain the sole and absolute property of the company until such time as payment of all sums due to the company has been made, although the risk in the goods passes to the buyer on delivery.
(b) The Goods are identifiable by the 'Green Lili' copyright mark and other identifying marks normally found on the reverse side of the goods.
(c) The company may recover the goods at any time from the buyer and for such purpose the company and its servants or agents may enter into any land or building upon which the goods are situated.
6. Delivery, Transit Risks and Breakage
(a) The Company will use all reasonable endeavors to keep to agreed Delivery dates which are quoted on the basis of existing commitments, but will not be liable for delay however caused. The time of delivery shall not be of the essence. The company may deliver or complete any order in stages or installments.
(b) No guarantee of any kind is given as to the time and dates of delivery.
(c) No claim in respect of any failure or lateness of delivery will be entertained or payable by the company.
(d) All goods must be examined either on receipt or as soon as possible thereafter and any damage, short delivery or any other discrepancy must be notified to us within 3 days of supply and confirmed in writing within 14 days.
(e) Failure to comply with our damage, loss, or non-delivery procedures will prevent the customer from recovering the costs of same.
(f) In the event of any delay to completion of work, or temporary cessation of work for reasons due to the Buyer. The Company reserves the right to charge an Interim invoice for materials & labour used.
7. Storage, Handling and Installation
(a) The Company will not be held liable for any damage or loss of goods stored on the Buyers premises (Or site, as per quotation) Replacement product will be invoiced as extra to the agreed quotation amount.
8. Alterations and Cancellations
(a) Any error resulting from alterations received other than by fax, e-mail or post shall be the buyer's responsibility.
(b) Cancellations or alterations, if for any reason other than default or negligence on the part of the company, may incur cancellation charges or additional costs if manufacture has commenced.
9. Limitations of Liability
The Company will not be under any liability in respect of or in connection with:
(a) Defects in the goods that should reasonably have been discovered by the buyer on inspection or test prior to acceptance.
(b) Any claim under or in connection with this contract to the extent that it relates to loss or damage which is not directly or immediately consequent upon the matter complained of.
(c) Any claims whatsoever to the extent that the total amount thereof exceeds more than the total price of the goods under this contract.
Copyright, intellectual or otherwise on all artwork supplied by the Company, remains the sole property of the Company. Artwork may not be reproduced or copied in any way without the permission of the Company.
All samples supplied by the Company remain the property of the Company. The delivery and installation of samples does not imply in any way that they will be free of charge.
12. Governing Law
This contract is made and shall be governed according to the laws of England and the parties shall submit to the exclusive jurisdiction of the England Courts.