Online Terms & Conditions of Sale
This page tells you information about us and the legal terms and conditions on which we sell any of the Equipment listed on our Site to you. These terms will apply to any Contract between us for the sale of Equipment to you. Please read these terms carefully and make sure that you understand them before ordering any Equipment from our Site.
If you refuse to accept these Conditions, you will not be able to order any Equipment from our Site. You should print a copy of these terms or save them to your computer for future reference.
We operate the website www.ppmonlineshop.com ("Site"). We are Process Plant and Machinery Limited, a company registered in Scotland under company number SC255706 and with our registered office at No. 2, Broomhouse Industrial Park, Dryfe Road, Lockerbie, DG11 2RF, United Kingdom. Our VAT number is [GB 828524415].
To contact us, please see our Contact Us page.
1. DEFINITIONS
1.1 The following terms shall have the following meanings:-
"Seller" means Process Plant and Machinery Limited (as narrated above);
"Buyer" means the company, firm, person or body of persons from whom an Order is received;
"Contract" means the contract between the Seller and the Buyer for the sale and purchase of the Equipment, incorporating these Conditions;
"Order" means an order placed by the Buyer with the Seller to purchase the Equipment through the Site;
"Equipment" means the plant, machinery, apparatus, articles or items set out in the contract;
"Conditions" means these sale terms and conditions may be amended from time to time in accordance with clause 2.3.
2. ACCEPTANCE
2.1 All acceptances by the Seller of an Order and all other contracts between the Seller and the Buyer, are subject to these Conditions, which supersede any arrangements, agreements, statements, representations or negotiations made between the Buyer and the Seller.
2.2 These conditions apply to the Contract and to the exclusion of any other terms and conditions that the Buyer seeks to impose or incorporate (whether or not in an Order), or which are implied by trade, custom or practice or course of dealing.
2.3 No variations of these Conditions will be valid unless agreed upon in writing by a Director of the Seller.
3. CONTRACTING PROCESS AND AVAILABILITY
3.1 Equipment shown on the Site is subject to availability. The Seller will inform the Buyer by e-mail as soon as possible if the Equipment ordered is not available and the Seller will not process your order if made. If Equipment is not available e.g. not in stock, the Buyer will notify the Seller by e-mail and the Order will not be processed. Any payment already made will be refunded as soon as possible.
3.2 The online order process allows a Buyer to check and amend any errors before submission of an Order and such Order should be checked before submission.
3.3 Once an order is placed, an e-mail will be sent to the Buyer's e-mail address acknowledging receipt however this does not mean that the Seller has accepted the Order. Acceptance will be confirmed by the Seller issuing an e-mail confirming the Equipment has been dispatched and payment received. The Contract will only be formed at the time the Equipment is dispatched.
4. HOW TO PAY AND PRICING
4.1 A Buyer can only pay for Equipment on the Site using a debit card or credit card. Payment is processed by SagePay. The Buyer agrees that details relating to the Order (such as value of the shopping basket on the Site) will be transferred to SagePay for the purpose of processing payment.
4.2 Payment for all Equipment and all applicable delivery charges is in advance.
4.3 The prices of the Equipment will be as quoted on the Seller's Site from time to time. The Seller will take all reasonable care to ensure that the prices of the Equipment are correct at the time when the relevant information was entered into the Site. In the event of an error in the price of the Equipment ordered by the Buyer, the Buyer will be informed by e-mail and be given the opportunity to continue to purchase the Equipment at the correct price or cancel the Order. The Order will not be processed until instructions are received from the Buyer. If no instructions are received, the Order will be cancelled. In the case of mispricing, the Seller is under no obligation to provide the Equipment.
5. DELIVERY
5.1 Whilst the Seller will endeavour to observe any dates quoted for delivery of the Equipment, such dates shall be estimates only. Accordingly, time of delivery shall not be of the essence.
5.2 The Seller shall not be liable for any loss whatsoever or howsoever arising caused by non-delivery of Equipment or by failure to deliver Equipment on the date(s) quoted.
5.3 The Seller reserves the right to make delivery by instalments. Delivery will only take place once full payment has been received.
5.4 When delivery is made by instalments whether in accordance with clause 5.3 or otherwise, delay or defect in any one or more of the instalments will not entitle the Buyer to treat the Contract as repudiated or to claim damages.
5.5 Delivery will be deemed to have been effected when the Equipment leaves the premises of the Seller or other specified premises.
6. RISK
6.1 Risk in the Equipment shall pass to the Buyer at the time of deemed delivery in accordance with clause 5.5.
6.2 All Equipment is sold "Ex Works" unless otherwise agreed by the Seller. If the Seller is instructed to undertake the transportation / shipping of the Equipment beyond the deemed despatch premises (as referred to in clause 5.5) then such costs will be to the Buyer's account, and shall not affect the provisions of the Contract as to the passing of risk. Risk will pass not later than when the Equipment is handed over to the first carrier.
7. PASSING OF TITLE
Notwithstanding the passing of risk in accordance with clause 6.1, title in the Equipment shall not pass to the Buyer until payment in full has been received by the Seller and the Order has been confirmed by the Seller pursuant to clause 3.
8. DEFECTIVE EQUIPMENT
8.1 All equipment is sold "as seen" and "as is" unless otherwise agreed in writing by the Seller.
8.2 The Seller takes no responsibility for the information provided online and gives no undertaking whatsoever as to its previous use or the suitability of the Equipment for the purposes of the Buyer and it is incumbent upon the Buyer to ascertain in advance of making an Order or any other offer to purchase that the Equipment will meet its specific needs.
The Buyer must take particular care when intending to use the Equipment for a purpose other than that for which it was originally manufactured to ensure that it will be both safe and feasible to do so; in such cases the original manufacturer or distributor should always be consulted.
8.3 The Buyer should be aware that the Equipment may have been modified from its original specification by a previous owner and the Buyer should therefore conduct a thorough examination of the Equipment to ensure it is fit for the intended purpose, if the Buyer instructs the Seller to make any modifications or repairs to the Equipment it is the Buyer's responsibility to ensure that it meets the Buyer's specification and requirements prior to delivery and installation.
8.4 If the Buyer believes the Equipment may have been damaged in transit it must inform the Seller immediately upon receipt and confirm this in writing within 48 hours of receipt, failure to do so will invalidate any claim against the Seller or its agents.
8.5 Statutory Inspection and Certification of Equipment is the sole responsibility of the Buyer prior to placing in service. Any specific requirements particularly "Hydrostatic Pressure Tests, Pressure Vessel Tests and Eddy Current Tests" on used equipment should be requested in writing by the Buyer to the Seller when placing the Order. These results do not however imply any warranty of future serviceability, nor the quality of manufacture, assembly or function of the items tested. It is the responsibility of the Buyer to ensure legislative compliance during the installation and commissioning period.
9. WARRANTY
9.1 No warranty is given or implied in relation to any Equipment supplied by the Seller unless confirmed in writing by the Seller to the Buyer.
9.2 Where the Seller does provide a written warranty in respect of the Equipment, if any defect is discovered during the period stated in the warranty commencing with the deemed date of delivery of the Equipment by the Buyer that could not have been discovered under the provisions of clause 8.1, the Seller shall at its option repair the Equipment found to be defective, or replace the Equipment or refund the purchase price provided that performance by the Seller of any one of the preceding options shall constitute an entire discharge of the Seller's liability under this clause.
9.2 The foregoing warranty (where offered) is conditional upon:-
(a) the Buyer giving written notice to the Seller of any alleged defect in the Equipment within seven days of discovering it;
(b) the Buyer affording the Seller a reasonable opportunity to inspect the Equipment;
(c) the Buyer not processing or making any further use of the Equipment;
(d) such defects not being caused by normal wear and tear or by any carelessness, incompetence or unauthorised or improper use;
(e) the Buyer if so required by the Seller returning at the Buyers' expense the faulty Equipment to a place specified by the Seller;
(f) the defect not arising because the Buyer failed to follow the Seller's oral or written instructions as to the storage, commissioning, installation, use and maintenance of the Equipment or (if there are none) good trade practice regarding the same; and
(g) the buyer not altering or repairing the Equipment without the written consent of the Seller.
9.3 In consideration for receiving the benefit of this clause the Buyer agrees that no other terms whether conditions, warranties or innominate terms express or implied statutory or otherwise shall form part of the Contract (except where the Buyer deals as consumer within Section 12 of the Unfair Contract Terms Act 1977 when the terms implied by Sections 13, 14 and 15 of the Sale of Goods Act 1979 ("SOGA") shall be implied into the Contract).
10. LIABILITY
10.1 Nothing in this clause 10 shall be deemed to exclude or restrict the Sellers' liability for:
(a) death or personal injury resulting from its negligence-, or the negligence of its employees agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of SOGA;
(d) defective products under the Consumer Protection Act 1987; or
(e) any matter in respect of which it would be unlawful for the Seller to exclude or restrict liability.
10.2 Each of the sub-clauses in clause 10 is to be treated as separate and independent
10.3 The Seller is willing to undertake liability additional to that provided by clause 10 in exchange for a higher price.
10.4 The Seller shall under no circumstances whatsoever be liable for any consequential or indirect loss suffered by the Buyer whether this loss arises from breach of statutory duty,
in contract or delict or in any other way (including loss arising from the Seller's negligence).
10.5 Illustrations of consequential or indirect loss include but are not limited to, loss of profits, loss of revenue, loss of production, loss of use or business interruption, loss of contract, damage to property of the Buyer or anyone else, and personal injury to the Buyer or anyone else (except so far as such injury is attributable to the Seller's negligence).
10.6 The Seller's total liability to the Buyer under the Contract for any one claim or for the total of all claims arising from any one act or default of the Seller (whether breach of statutory duty, in contract or delict or in any other way including arising from the Seller's negligence or otherwise) shall in no circumstances exceed £50,000 or the price of the Equipment whichever is the lower.
11. INTELLECTUAL PROPERTY RIGHTS
11.1 The Seller shall not be liable for the infringement of any intellectual property rights arising from:
a) Compliance with the Buyers design instructions except to the extent that the infringement arises from the engineering process employed by the Seller; or
(b) Any combination of the Equipment with any other product whether or not supplied by the Seller or any method or process in which the Equipment may be used.
12. FORCE MAJEURE
12.1 The Seller shall not be liable for any delay or failure to deliver the Equipment or perform any of its obligations under the Contract arising from circumstances outside the Seller's control.
12.2 It should be noted the illustrations of such circumstances include but are not limited to acts of God, war or hostilities, riot or civil commotion, explosion, abnormal weather conditions, fire, flood, accidents, strikes, lock-outs or industrial action, Government action or regulations (UK or otherwise), delay by suppliers or breakdown of transport or machinery.
12.3 Should the Seller be delayed or prevented from delivering the Equipment due to circumstances outside its control it shall give the Buyer written notice of this fact as soon as reasonably practicable after becoming aware of such circumstances.
12.4 If the circumstances preventing delivery continue for more than three months after the Buyer receives the Seller's notice, the Seller shall, without limiting its other rights or remedies, have the right to terminate the Contract immediately by giving written notice to the other Buyer.
12.5 If the Contract is cancelled pursuant to clause 12.4 the Seller will refund any payment which the Buyer has already made on account of the price (subject to deduction of any amount the Seller is entitled to claim from the Buyer) but the Seller will not be liable to compensate the Buyer for any further loss or damage caused by the failure to deliver.
13. SALES PROMOTION DOCUMENTATION
Whilst the Seller takes reasonable precautions in the preparation of its catalogues, technical circulars, web site, price lists and other literature ("Promotion Documents"), the Promotion Documents are for the Buyer's general information and guidance only and the particulars contained in the Promotion Documents shall not constitute representations by the Seller and the Seller shall not be bound thereby.
14. EXPORT
14.1 The Seller's terms for the international shipment of goods shall be in accordance with ICC Incoterms 2010 or future updates. Unless agreed otherwise, the Seller's standard term shall be "Ex Works", whether or not either party contracts for common carriage of the Equipment. Equipment sold "Ex Works" is considered delivered when loaded on the first carrier.
14.2 The Buyer shall be responsible for ensuring (at its own cost) that it holds all necessary permits, licences and clearances for any Equipment that is to be exported outside the United Kingdom.
14.3 Costs associated with export packaging, container or flat rack stuffing and securing will be charged to the Buyer.
14.4 When the Equipment is being exported, zero rating of Value Added Tax may apply. It is the Buyer's responsibility to ensure that the Equipment is despatched from the United Kingdom within 90 days of the Order invoice date, if not the Buyer will make payment to the Seller at the appropriate rate of Value Added Tax.
14.5 The Seller reserves the right to subcontract freight forwarding and shipping services in part or whole and will not accept claims for breakages or in transit damage on the grounds of unsuitable securing or packing.
14.6 Unless otherwise agreed in writing, insurance of the Equipment during carriage and shipping is the Buyer's responsibility.
15. NOTICES
15.1 Any notice to be served under these Conditions shall be in writing and shall be sent by pre-paid recorded delivery or registered post to the addressee's registered office (if a company) or (in any other case) its principal place of business, or sent by facsimile transmission and shall be deemed to have been received by the addressee by 12 noon on the day following the day of posting or at the end of the relevant transmission if sent by facsimile transmission to the correct facsimile number of the addressee.
15.2 The Buyer shall give notice to the Seller of the change or acquisition of any address or facsimile or similar number at the earliest possible opportunity but in any event within 7 days of such a change or acquisition.
15.3 This clause 15 shall not apply to the service of any proceedings or other documents in any legal action. For the purpose of this clause, "writing" shall not include e-mails and for the avoidance of doubt, notice given under the Contract shall not be validly served if sent by e-mail.
16. ASSIGNATION
16.1 The Seller may at any time assign, transfer, charge or subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any other person.
16.2 The Buyer shall not assign, transfer, subcontract or deal in any other manner with all of any of its rights under the Contract and may subcontract or deal in any other manner with all of any of its rights and obligations under Contract to any other person without the prior written consent of the Seller.
17. SEVERANCE
17.1 If a court or any other competent authority finds that any provision of the Contract (or part of any provision) is invalid, illegal or unenforceable, that provision or part-provision shall, to the extent required, be deemed deleted, and the validity and enforceability of the other provision of the Contract shall not be affected.
17.2 If any invalid, unenforceable or illegal provision of the Contract would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with the minimum modification necessary to make legal, valid and enforceable.
18. NO PARTNERSHIP
Nothing in the Contract is intended to, or shall be deemed to, constitute a partnership or joint venture of any kind between the parties, nor except where expressly stated constitute either party agent of the other party for any purpose. Except where expressly stated, neither party shall have authority to act as agent for, or to bind, the other party in any way.
19. WEBSITE USE
Process Plant and Machinery Limited accepts no responsibility for loss occasioned as a result of reliance placed upon any parts of the contents of this website and makes no warranty as to the accuracy of any such information or content. Your use of this website is governed by the standard terms and conditions of business and by progressing beyond the home page you are deemed to accept those conditions.
20. COPYRIGHT AND REPRODUCTION NOTICES (Website)
Unless otherwise stated, all contents and information on this site including without limitation text, graphic and images, is property of Process Plant and Machinery Limited or the property of their respective owners and is protected by UK copyright laws. Unauthorised use is strictly forbidden. In particular, no part of this website may be copied or incorporated into any other website, database, publication or other work in any form whatsoever.
21. DISCLAIMERS (Website)
While Process Plant and Machinery Limited takes reasonable steps to ensure that any other website with which it has links contains responsible, authoritative and accurate information, it is not responsible for the content of those sites and any views expressed on other sites are not necessarily those of Process Plant and Machinery Limited. In no event will Process Plant and Machinery Limited be liable to you or any other person for loss or damage (whether direct, indirect, special or other) for any use of this website or of any site linked to it, by means of hypertext or otherwise. Process Plant and Machinery Limited reserves the right not to include particular information or to make certain links as it thinks fit.
22. PROPER LAW
The Contract shall be governed by and construed in accordance with Scots Law and the Buyer hereby irrevocably submits to the non-exclusive jurisdiction of the Scottish Courts in respect of any dispute or matter arising out of or connected with the Contract.
