General Terms & Conditions
1. GeneralEvery contract entered into by Farmhand Ltd having its registered office at 18/20 Merville Road, Stillorgan, Co Dublin (hereinafter referred to as “the Company) with any person, persons or body corporate (hereinafter referred to as “the Customers”) for the sale of goods shall be subject to the terms and conditions set out hereunder which shall be deemed to be incorporated into and form part of every such contract.
2. ForbearanceNo forbearance or indulgence shown or granted by the Company to the Customer (being the sole purchaser or any one or more of joint purchases) in any regard whatsoever shall constitute a waiver of any covenant or condition to be performed by that Customer or in any way affect, diminish, restrict or prejudice the rights and powers of the Company, any supplier, dealer or other person, not in the actual employment of the CCompany by or through whom a transaction may have been introduced, negotiated or conducted is not the agent and has no authority to act as the agent of the Company who shall under no circumstances be held liable for any statement, condition, warranty or representation made or given by such supplier, dealer or other person unless the same is accepted by the Company in writing and signed on behalf of the CCompany by a duty authorised officer of the Company. Any variation of or derogation from or addition to these conditions by whomsoever made shall in no way bind the Company, unless the same shall be in writing, signed on behalf of the Company by a duty authorised officer of the Company.
3. PaymentPayment by the Customer for goods supplied by the Company and ordered via the web shop shall be made within one calendar month of the date appearing on the invoice accompanying said goods;
Customers to whom credited facilities have been granted must settle accounts in strict accordance with the terms agreed with the CCompany as non-compliance with the terms may affect future credit facilities;
If any delay or default in payment due in accordance with these conditions occurs, simple interest shall be chargeable by the Company on all sums due to the CCompany at the rate of 5% per annum over the cost of raising three months funds on the Dublin Inter-Bank Market on the due date, such interest to be charged on a day to day basis from the due date until actual payment is received by the Company.
4. DeliveryAny time or date indicated by the Company for delivery is given on an estimate basis and the Company shall not be liable for any loss howsoever arising either directly or indirectly from any delay in delivery.
The Company at its discretion may choose any method of delivery. The customer shall at its own expense provide sufficient labour and equipment to offload goods at the place of delivery and the Company shall not be liable for any loss or damage incurred during unloading.
For the avoidance of doubt, all goods must be examined by the customer immediately on delivery. In the event the goods are incomplete or where breakage or shortage occurs the delivery docket and/or the carriers receipt note must be endorsed to this effect by the customer. The customer must notify both the carrier and the Company’s sales office in writing immediately on receipt of goods. No claims whatsoever can be maintained against or entertained by the Company whether on account of alleged short delivery or breakage or for any other reason whatsoever unless this condition is strictly complied with.
All goods returned by the customer to the Company as per clause 3(iii) hereto or any other clause of the conditions must be sent by the customer at his own expense and sent to the Company at its place of business at Damastown Rise, Damastown Industrial Park, Dublin 15 or elsewhere as directed by the Company.
The customer will pay a handling charge to the Company on all goods returned in accordance with clause3 (iv) hereto at the rate of 10% of the net price together with VAT at the appropriate rate in the case of new machines and at the rate of 15% of the net price together with VAT at the appropriate rate in the case of new parts.
As the customer has the option to personally collect larger orders, ny such orders which have not been collected within 5 working days from the date of order may at the Company’s discretion be delivered at the Company’s normal delivery charges.
5. PricesAll prices are quoted exclusive of VAT (and are hereinafter referred to “net price”) and the actual purchase price for which the customer is liable when invoiced is therefore the net price plus VAT at the appropriate rate.
The price for goods exclusive of duty may be altered by the Company at its discretion without notice at any time prior to the delivery of goods as a result of any changes in the currency values which alter and vary the cost to the Company of the goods.
6. Title to the goods and risk of goodsThe Company shall not be liable for any loss or damage to goods being the subject matter of a contract of sale which have left the Company’s premises unless the said goods are at the time of loss or damage in the course of delivery in a vehicle belonging to the Company. Accordingly, the customer should insure the goods against such risks, if any, as the customer thinks appropriate.
Without prejudice to the aforementioned condition, all goods supplied shall remain the property of the Company until all sums and debts due or to become owing become due or owing to the Company in respect of the said goods shall have been paid in full to the Company by the customer.
Until such full payment as aforesaid is made by the customer to the Company the customer shall hold all goods (the ownership and the property in which is vested in the Company by virtue of this clause) in a fiduciary capacity only, and if the Company so required. The customer shall store such goods at no cost to the Company in such a manner and way so that the said goods are clearly identified and identifiable as belong to the Company.
If any payment is overdue (30 days) to the Company in respect of the Company’s goods the Company at its own discretion shall be entitled to demand that the customer deliver up possession of the said goods to the Company and Company may recover and re- sell any or all of such goods and may without notice enter upon the customers premise for that purpose.
The customer shall be entitled to the re- sell the goods of the Company in the ordinary course of the customers’ business but where any such re- sell takes place while the ownership and property in the goods is vested in the Company by virtue of this clause 6 the customer shall be under a fiduciary duty to account to the Company for the proceeds of such re-sale to the extent that any monies are owed by the customer to the Company in respect of the said goods and to such extent the customer shall hold the proceeds of any such re- sale of the Company’s good on trust for the Company and such proceeds of re- sale shall be placed in an account of the customer in such a way as to be identifiable as in the beneficial ownership of the Company and such proceeds shall be used only for the payment of the Company until the Company has been paid in full for all such goods supplied.
In the event that the customer should re-sell the goods to the Company and should not be paid all or any part of the monies due to the customer on foot of any such re-sale all such monies remaining due to the customer shall be due to the customer in its/ his fiduciary capacity only and in trust for the Company until and up to the moment that the Company has been paid in full for all such goods supplied to the customer by the Company and in such circumstances if the customer attempts or purpose to change in any way whatsoever his fiduciary interest in all or any part of such monies dues as aforesaid such charge shall be void.
If required by the Company to do so, the customer shall provide the Company in writing the names and addresses of each of the parties or persons to whom it has re- sold the Company’s goods and the amount due or to become due in respect of such goods to the customer at any time.
If required by the Company at any time to do so, the customer hereby agrees by means of an absolute and unconditional legal assignment to assign to the Company all debts, sums and claims due to the customer in this aforesaid fiduciary capacity by or against any person or party to whom the customer has re- sold the Company’s goods.
PROVDED ALWAYS that nothing contained in the clause shall or shall be deemed to constitute the customer as an agent of the Company in the customer’s re- sale of the Company’s goods.
PROVIDED ALSO that nothing in this clause shall in any way entitle the customer to revoke the agreement or to return any goods to the Company without the Company’s demand or consent nor entitle the customer to refuse or delay payment on the grounds that the property in the goods has yet passed to the customer.
The customer shall indemnify and save the Company harmless against any and all claims costs and expenses whatsoever in any manner arising from customer use or possession of the goods and against all loss either direct or indirect , damage and expense whatsoever arising from any action, suit or proceedings or otherwise on account of any personal unjust or death or damage to property occasioned by the good or their use during the period in which the Company retains title to the said goods or an account of any infringement or alleged infringement of any patent occasioned by the operation or disposition of the goods.
7. DeterminationThe Company shall have the right forth with to determine any contract then subsisting and upon notice of such determination being posted to the customer last known address any subsisting contact shall be deemed to have been determined without prejudice to any claim or right the Company may have or exercise whether under these general conditions or otherwise upon the occurrence of any one of these events; the customer becomes bankrupt or enters into an arrangement with his creditors or if execution is levied against him; or a petition is presented or an order made or resolution is passed for the winding-up of the customer goes into liquidation or if a receiver, receiver and manager, or examiner is appointed over and/or in respect of the customer, or any part of the customer’s business, or if action is taken by the holder of a debenture secured by a floating charge of any property of the customer comprised in or subject to a floating charge or fixed charge or undertaking is appointed;
No failure or delay by the Company to exercise any right or remedy provided under the Rules or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
The customer is in breach of this Contract and has failed to remedy the breach within 28 days following receipt of notice from the Company requesting such breach be remedied forthwith.