All sales and other contracts made by Innova Solutions Limited are made on the following terms and conditions. No agent, salesman or representative of Innova Solutions has authority to vary these terms and conditions nor to make any representation to the effect of these terms and conditions or as to the subject matter of the contract generally and no such variation or representation shall be binding upon Innova Solutions Limited unless accepted in writing by a Director of Innova Solutions Limited.
Prices quoted for goods ex-works packed unless agreed in writing and are exclusive of Value Added Tax.
Innova Solutions Limited reserves the right to charge prices current at the date of delivery. However the quotation shall not be adjusted to meet the increase costs which would not have accrued but for Innova Solutions’ failure to proceed with the works with reasonable dispatch.
All invoices are due for payment 30 days End of Month unless agreed in writing between the customer and a director of Innova Solutions Limited.
Innova Solutions uses its best endeavours to complete its contracts within the time quoted but do not accept liability for any delay in delivery of goods or completion takes place in a reasonable time.
Innova Solutions Limited shall not be liable for any loss or damage arising out of any delay or failure to performance of this contract caused by circumstances beyond its control including, but not limited to, earthquake, flood, hurricane, Acts of God or of public enemies, war, national emergency, invasion, insurrections, riots, strikes, picketing, boycott, interruption of any services provided or official (whether legal or illegal) or breach of contract by a third party provided that if it is prevented from complying with its obligations under this contract by any such causes it shall forthwith notify the other and shall do all things possible to comply with its obligations under this contract.
The means of delivery of goods shall be at the discretion of Innova Solutions Limited except where specifically requested by the customer and agreed by Innova Solutions in writing. Innova Solutions shall be entitled to make a reasonable charge for all deliveries made or arranged by Innova Solutions and for the cost of insurance of goods during delivery.
Whilst Innova Solutions make every effort to ensure that goods supplied correspond in quantity to the order, Innova Solutions reserves the right to deviate by +1-10% in respect of quantities ordered and delivered.
While Innova Solutions makes every effort to ensure that goods (whether to Innova Solutions’ design or to the customers design) correspond in every respect with the sample, specification or description provided, as the case may be, Innova Solutions is not responsible for minor variations in specification, in colour, or other design features and no such minor variations shall entitle the customer to rescind the contract or shall be the subject of any claim against Innova Solutions by the customer.
The customer shall be charged for the acquisition or production by Innova Solutions of all artwork and block needed to produce goods to the customers design. Such artwork and blocks however remain the property of the customer on loan to Innova Solutions who undertake to use such artwork and blocks only for production of goods for the customer in question. All artwork and blocks provided for Innova’s use by the customer shall remain at the customers risk while in possession of Innova Solutions.
The customers warrants that the manufacturer or supply of goods of its order design by Innova Solutions shall not involve Innova Solutions in infringement of any patent, registered design, trade mark or copyright and the customer will indemnify Innova Solutions against all claims and expenses arising from or incurred by Innova Solutions by any reason of any such infringement or alleged infringement.
Innova Solutions retains the right to charge a re-stocking fee equivalent to 15% of the net value, in the event that goods are returned, refunds will only be given as a credit note, and all goods should be returned in their original condition/packaging. We reserve the right to refuse returns if the goods are not of re-saleable value.
The ownership of goods shall remain with Innova Solutions until such times as all sums owing to Innova Solutions under this or any other contract have been paid; nevertheless payment therefore shall be made in accordance with the terms of the contract whether or not the ownership of the goods has passed by virtue of this clause and the seller shall accordingly be entitled to sue for the price once the same is due, even if the ownership of the goods has not been passed.
The customer shall be entitled to sell the goods and pass the property in the same third parties in the normal course of its business until otherwise notified by Innova Solutions, or until the happenings of any events set out in (e) below but the proceeds of re-sale and/or claim to such proceeds will be Innova Solutions’ until all sums owing to Innova Solutions under this contract have been paid.
Innova Solutions shall be entitled at any time while any monies under any contract are outstanding to notify the customer of its intention to retake possession of its goods.
On receipt of notice from Innova Solutions or on the happening of any of the events set out (e) below the customer’s authority to sell Innova Solutions’ goods shall be withdrawn and all proceeds of sale received by the customer after the date of the withdrawal or authority shall be paid by the customer into a bank account separate from all other monies of the customer and held in such account for Innova Solutions. Further, Innova Solutions shall have the right to enter upon the land or building of the customer to take possession of its goods.
The events herein under referred to are:
Goods in this clause means goods sold by Innova Solutions to the customer and any goods or products incorporating such goods whether by admixture or otherwise.
Because the conditions of use are not within the control of Innova Solutions, Innova Solutions cannot give any guarantees as to the suitability of goods for attachment to any material. All recommendations and advice made by Innova Solutions are for general guidance only and customers are advised to establish for themselves the suitability of a particular product in their particular circumstances. Samples will be provided free of charge for this purpose.
In the event of any defect appearing in goods within one month of their supply Innova Solutions undertakes at its options either to replace them without charge or refund the customer the price, providing always that:
In the case of goods not of Innova Solutions or an associated company manufacturer, the customer will be entitled only to such benefits as Innova Solutions may receive and be able to recover from the manufacturer under any guarantee given to Innova Solutions in respect thereof.
The rights and remedies given expressively by the contract are in lieu of any other warranties and/or conditions express or implied whether statutory or otherwise.
Save as expressly provided in Conditions 6 and 11 hereof, in no circumstances shall Innova Solutions be liable to the customer either in contract or in tort for any loss either of a director or consequential nature suffered by the customer on account of any act or omission on the part of Innova Solutions.
All agreements between Innova Solutions and its customers shall be governed in all respects by English Law.