| 1. |
TERMS AND CONDITIONS APPICABLE |
| 1.1 |
These Terms and Conditions shall apply to the sale of goods by Barrys Balloons Ltd, to the exclusion of all other terms and conditions including any terms or conditions which the customer may purport to apply under any Purchase order or similar document. |
| 1.2 |
No representative or agent of Barrys Balloons Ltd has any authority to add or vary the terms and conditions of this contract and no variation of or addition to such terms or conditions made by the customer shall have any effect unless agreed in writing by the Director of Barrys Balloons Ltd.
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| 2. |
PRICES |
| 2.1. |
The prices applicable are ex works and are those subsisting on the date of delivery or as otherwise quoted to the customer. All price lists and quotations are subject to alteration without notice. |
| 2.2. |
All prices quoted are subject to Value Added Tax at the standard rate as and when applicable.
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| 3. |
ACCEPTANCE OF ORDERS |
| 3.1. |
Orders are accepted subject to the availability of materials. Where any line, or part Of such line is not available, Barrys Balloons Ltd reserve the right to complete orders with the nearest available goods ( as determined by Barrys Balloons Ltd ) unless specifically agreed otherwise.
If the availability of supplies is such that the requested delivery date by the customer cannot be met, the customer will be notified of the revised delivery date. |
| 3.2. |
Customers orders will not be accepted on a sale or return basis. A contract of sale shall be deemed to have been made between Barrys Balloons Ltd and the customer upon Barrys Balloons Ltd acceptance of the Customer Order.
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| 4. |
PAYMENT |
| 4.1. |
Payment for goods shall be due within 30 days of date of the relevant invoice unless otherwise specified by Barrys Balloons from time to time at their sole discretion. Payment shall be deemed not to have been paid until cleared funds for the full amount have been received by Barrys Balloons Ltd. |
| 4.2. |
Barrys Balloons Ltd reserves the right to charge interest on any outstanding payment due from customers to Barrys Balloons Ltd, ( whether under this contract or otherwise), at a compound rate of 3% per annum above Bank Of Ireland base lending rate from time to time in force and shall accrue at such rate after as well as before any judgment.
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| 5. |
DELIVERY |
| 5.1. |
Any specified delivery dates are estimated only and Barrys Balloons Ltd will not be Liable for loss and damage (including but not limited to loss of profit and consequential loss), arising out of failure to meet those specific delivery dates. |
| 5.1. |
All claims for delivery shortages must be notified to Barrys Balloons Ltd by telephone within 2 days of delivery and confirmed in writing within 14 days of delivery.
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| 6. |
CANCELLATIONS AND RETURNS |
| 6.1. |
Any claims that the good supplied by Barrys Balloons Ltd are not in accordance with the contract or are faulty shall be made by way of a written notice given to Barrys Balloons Ltd within 14 days after delivery of the goods and thereafter the Customer shall provide all reasonable facilities for the proper investigation by Barrys Balloons Ltd or its agent of the alleged defect or complaint.
In the absence of such said notice within the said period the goods shall be deemed to be in all respects in accordance with the contract and Barrys Balloons Ltd shall have no liability whatsoever to the Customer in respect of the goods notwithstanding that Barrys Balloons Ltd may have entered into discussion and/or negotiations with the Customer in reference to the goods. |
| 6.2. |
In relation to foil balloons ( 18” – Shapes – Air Walkers ) no returns will be accepted unless manufacturing fault is clearly marked and that it is proven to be a manufacturing fault. |
| 6.3. |
There will be no returns excepted whatsoever on air filled balloons – 9”&14” on sticks- 18” foil – Shapes –Airwalkers once they have been delivered / collected by the Customer and are deemed to be in good condition.
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| 7. |
RETENTION OF TITLE |
| 7.1. |
All risk of loss and damage to the goods shall pass to the Customer immediately on delivery of the goods to the Customer or to its agent ( or immediately prior to loding where the goods are being collected by the Customer from Barrys Balloons Ltd premises. |
| 7.2. |
Ownership of the goods shall remain with Barrys Balloons Ltd despite possession of the goods and risk passing to the customer. |
| 7.3. |
Barrys Balloons Ltd shall be entitled to the price of the goods notwithstanding its continuing ownership. |
| 7.4. |
Ownership of the goods shall only be transferred to the Customer when: |
| 7.4.1. |
the full purchase of the goods has been received by Barrys Balloons Ltd in cash or cleared funds |
| 7.4.2. |
all debts owed by the Customer to Barrys Balloons Ltd have been paid in full in cash or cleared funds. |
| 7.5. |
The Customer shall possess the goods as bailee only. It shall do nothing inconsistent with Barrys Balloons Ltd ownership and shall store the goods separate from those of the Customer in a safe and proper manner and in such a way as to ensure that they are clearly and readily identifiable as the property of Barrys Balloons Ltd. |
| 7.6. |
The Customer may fill any balloon forming part of the goods with helium/air or other gases but the ownership of the inflated balloons will nevertheless remain with Barrys Balloons Ltd and any rights of the Customer in those gases shall pass to Barrys Balloons Ltd. |
| 7.7. |
Until the ownership of the goods has passed from Barrys Balloons Ltd, the Customer irrevocably authorizes Barrys Balloons Ltd to enter upon the premises of the Customer or of any third party where the goods might be stored with such transport as may be necessary, and to repossess the goods or any of them. |
| 7.8. |
If any provision or part provision of this clause is void, voidable or unenforceable it shall be served from the other provision of this clause and the remainder of the provision in question shall remain binding and enforceable.
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| 8. |
INTELLECTUAL PROPERTY
The Customer shall not encourage, participate in or facilitate any infringement of any intellectual property rights including but not limited to patents, trade marks, design rights and copyrights which Barrys Balloons Ltd may have in relation to the goods and shall not abstract and trademarks from the goods.
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| 9. |
EXCLUSION OF LIABILITY
Barrys Balloons Ltd shall not be liable for any consequential or indirect loss of any kind nor for any loss of profit.
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| 10. |
NOTICES
Any notice required by this contract to be given in writing shall be sufficiently served upon either party if dispatches by prepaid post addressed to the last known place of business of such party.
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| 11. |
FORCED MAJEURE
Barrys Balloons Ltd shall not be liable in any way for any loss or damage arising directly or indirectly as a result of delivery of the goods being prevented or delayed or any other of its obligations no being preformed for reasons beyond the control of Barrys Balloons Ltd or any acts of third parties and in these circumstances Barrys Balloons Ltd expressly reserve the right to cancel or suspend the whole or any part of the order.
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| 12. |
GENERAL LIEN
Barrys Balloons Ltd shall have a general lien over any goods or chattels of the Customer in Barrys Balloons Ltd possession for any monies whatsoever due from the Customer to Barrys Balloons Ltd which shall be exercisable 14 days after such monies become due.
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| 13. |
LAW AND JURISDICTION
These items and conditions shall be governed and construed in accordance with Irish law and the parties submit the non-exclusive jurisdiction of the Courts of Ireland. |
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