Terms & Conditions
DAOL Office Supplies Ltd. Terms & Conditions of Sale.
This document sets out DAOL Office Supplies Ltd Terms & Conditions of Sale. We may
change these sale conditions at any time and the changes will take effect on the date
they are posted on our website. These changes will not affect any orders submitted
prior to any change.
All orders are subject to the terms & conditions of sale
GENERAL
In these Conditions of Sale: The Company means DAOL Office Supplies Ltd. with its
registered office at Frankfield Industrial Estate, Kinsale Road Roundabout, Cork,
Company Registration number 448229, VAT number IE9669131C. The Buyer means
the person, the firm or the company ordering or buying goods from the Company. The
Goods means the subject matter of the relevant order or contract of sale. No contract in
respect of the Goods between the Company and the Buyer shall exist until the
Company has accepted the Buyer’s order. In the event that the Buyer's order seeks to
make the sale subject to terms different from these conditions, acceptance is effected by
a formal order acknowledgement by the company in writing and shall be deemed to be
a fresh offer by the Company on the basis of these Conditions, in which event (unless
these conditions are accepted by the Buyer prior to delivery) acceptance of delivery of
the Goods by the Buyer shall constitute acceptance of the Company's offer, and the
Contract of Sale shall be formed at that moment. No conditions or terms stipulated in
any other communication or document shall vary or annul any of these conditions
except insofar as the conditions are expressly consented to in writing by the Company.
Terms & conditions apply to all orders placed on-line, by fax, by phone, by post, by
e-mail or in person.
PRICE
Quoted prices include the cost of normal packaging but EXCLUDE delivery & VAT (at
applicable rate on date of dispatch). The prices for Goods shall be those ruling at the
date of dispatch and the Company reserves the right to amend its quoted prices at any
time prior to the date of dispatch. Prices quoted are subject to variances in exchange
rates, and in consequence prices will be those holding at the time of delivery from the
manufacturer to the Company. Over-runs or under-runs will not exceed 10% of the
quantity ordered. The Company will bill for actual quantity delivered within this tolerance.
If the Customer requires a guaranteed quantity, the percentage of tolerance must be
stated at the time of estimate.
DELIVERY
Delivery times are approximate and start from approval of proofs and all order details.
Deliveries are made on working days (Mon – Fri, excluding Bank Holidays) only. If your
order is placed after 1pm delivery is calculated from the next working day. Failure to
deliver within the time stated on the part of the Company shall not entitle the Buyer to
ANY claim upon the Company by reason of such a failure. Any dates quoted for delivery
of the goods are approximate only and the Company shall not be liable for any delay in
delivery of the goods. Whilst the Company will use its best endevours to deliver the
Goods in accordance with the Buyer's requirements, the Company will not be liable for
any consequences of late delivery howsoever caused. The Buyer shall examine the
Goods immediately once they are delivered to him. The Company reserves the right to
reject claims in respect of shortages or damage in transit or non-delivery of the Goods,
or in the case of non-delivery, 7 days after the due date for delivery. Unless otherwise
specified the price quoted is packed ex-the Company’s warehouse. An extra amount will
be levied to cover delivery, agreed to in advance in writing by both parties. A charge may
be made to cover any extra costs involved for delivery to an address which is different
to the Buyers normal delivery address. Should expedited delivery be agreed the
Company reserves the right to charge an extra amount to cover any extra overtime or
any other additional costs incurred. Should work be suspended at the request of or
delayed through any fault of the Buyer for a period of 30 days or more the Company
shall then be entitled to payment for work already carried out, materials specially
ordered and other additional costs including storage. The Company only delivers to
premises in the Republic of Ireland unless agreed otherwise , in which case additional
delivery charges may apply.
PAYMENT
Payment may be made by cash, cheque, bank draft, postal order, bank transfer or credit
card (subject to a 2.5% handling charge). Payment is deducted when the Company
processes the order if payment is due with the order. The Company accepts Visa or
MasterCard. For payment via bank transfer please contact the office for bank account
details. With late payment as set out in the European Communities (Late Payment in
Commercial Transactions) Regulations 2002 (as amended or replaced), the Company
reserves the right to charge interest from the due date or take payment without prior
notice from a debit/credit card given at time of order or previous orders plus 2.5%
handling charge. If payment is sent by post then the Buyer accepts the risk of loss of
payment in the post.
CREDIT
If the Buyer does not have a credit account open with the Company, the Buyer can
request a credit application form. Accounts normally take 1 working day to set up. The
Company's credit terms are 30 days from the end of the month in which invoices are
raised. If you have a credit account, then the price, delivery charges and any other fees
and amounts must be paid in cash or cleared funds within 30 days from end of month in
which invoice is raised (or such other period as the Company may have agreed in
writing with the Buyer). Note – the Buyer must make all payments in full without set off,
deductions, counterclaim or withholding. Statements are either posted or sent via e-mail
on a monthly basis. No further goods will be shipped to accounts that are overdue and
all support and repair / warranty services withdrawn until the account is brought into
order. Failure to keep to the Company's credit terms will result in the permanent loss of
credit facility.
INTEREST
If the Buyer fails to pay any amount on time, then the Company shall have the right to
charge interest pursuant to the European Communities (Late Payment in Commercial
Transactions) Regulations 2002 (as amended or replaced). If those regulations do not
apply, then the Company may charge the Buyer and the Buyer shall pay on demand any
interest on the overdue amount such interest to run from the date the Buyer actually
pays it (both before and after a Court Judgment is obtained) at the per annum rate of
10% over the European Central Bank’s main refinancing operation at the time.
TITLE AND RISK
Title to the Goods passes to the Buyer on delivery, unless the price or any other amount
payable by the Buyer is outstanding at time of delivery, in which case title is retained by
the Company until the Buyer has paid in full the price and all other amounts payable
under the contract. The Buyer agrees that the Company may still sue for the price,
notwithstanding that title has not passed. The Buyer also agrees that its right to
possession and use of the Goods shall cease if any amount payable by the Buyer under
the contract becomes overdue or the Buyer enters into liquidation or administration, and
that the Company shall be entitled to enter any premises where the Goods are kept for
the purposes of repossessing them. Until full payment is made the Buyer shall possess
all goods and material the property in which is vested in the Company by virtue of this
condition on a fiduciary basis only and if the Company so requires the Buyer shall
furnish all such goods and materials at no extra cost to the Company so that they are
clearly identified as belonging to the Company. The Company without prejudice to any
of its other rights and remedies may recover and resell any or all of such Goods and
materials and may enter upon the Buyers premises for that purpose. Notwithstanding
delivery and the passing of risk, the property in the Goods shall remain with the
Company, until the Buyer has paid ALL monies owed by it to the Company under this or
any other contract or otherwise. If any of the Goods are processed into, incorporated in,
used as materials for or mixed with other goods or materials prior to such payment the
property (but not the risk) in the whole of such goods or materials shall pass to the
Company at the moment of such processing, incorporation, use or admixture and shall
remain with the Company until payment of all such monies as specified in this condition.
Until such payment is made the Buyer has the right to sell for the account of the
Company any Goods or materials the properties in which vested in the Company by
virtue of this condition. In such event the Company shall be entitled to, and the Buyer
shall be under a fiduciary duty to account to the Company for, the proceeds of such sale
to the extent that the Buyer owes any monies to the Company. In addition, the Company
shall be entitled to make a claim directly against the Buyer's customer for any purchase
monies unpaid by the Buyer and the Company shall be entitled to retain from any
monies recovered from the Buyer all monies due to the Company from the Buyer plus
all costs and expenses involved in making the claim. If there is any excess the Company
will return this to the Buyer. Notwithstanding the preceding condition, ALL risk in respect
of the Goods shall be assumed by the Buyer upon delivery of same to him. In addition
the following shall apply:
(a) The Buyer's property and all property supplied to the Company by or on behalf of
the Buyer shall, while it is in possession of the Company or in transit to or from
the Buyer, is deemed to be at the Buyer's risk and the Buyer should insure
accordingly.
(b) The Company shall be entitled to make a reasonable charge for the storage of any
of the Buyers property left with the Company before receipt of the order notification
to the Buyer on completion of the work.
CANCELLATION BY THE BUYER AND RETURN OF GOODS
The Buyer cannot cancel where;
(a) the goods were made to the Buyers specification or personalised to them
(b) the goods cannot be returned by reason of their nature (for instance they have
been opened or used) or are liable to deteriorate or expire rapidly
(c) the goods were invoiced prior to 7 calandar days.
(d) the goods are damaged or marked in any way that have unreasonable wear or
otherwise not in a condition consistent with the Buyer having taken reasonable
care of them
(e) the goods are in a condition such that they cannot be reasonably re sold at all or
for more than 80% of their original value. The goods are not in their original
packaging and deemed fit for resale by the Company.
(f) the Buyer has sold, transferred, hired or lent the goods or given ownership of the
goods to any other person.
The Company will accept a return of stocked goods only from a customer under the
following conditions:
(g) a Returns Material Authorisation (RMA) number must first be obtained first from
our Customer Service Department. Goods returned without a valid RMA form will
be refused and returned to the Buyer.
(h) the goods in question were invoiced within the last 7 calendar days.
(i) the goods are in their original packaging and deemed fit for resale by the Company.
(j) the Buyer will provide invoice number(s) for the relevant goods as proof of purchase.
(k) any flat-packed item, which has been assembled by the Company on behalf of the
Buyer, is not eligible for return unless a fault is found with the product which is
within the manufacturers warranty.
(l) certain returned goods may incur a restocking fee of 15%. A list of these items can
be provided upon written request.
(m) certain goods are non-returnable. A list of these items can be provided upon
written request
(n) If the Buyer decides to cancel the Buyer must stop using the goods immediately
and must immediately return the Goods to DAOL Office Supplies Ltd., Frankfield
Industrial Estate, Kinsale Road Roundabout, Cork
(o) The Company may at our discretion agree or decide to collect the goods from the
Buyer, or send the Buyer a pre-paid package in which to return the goods to the
Company. In such event the Buyer must make the goods available on request and
promptly return any goods using any such package. However if the Company does
not agree to do so then the Buyer is responsible for arranging to bring the goods to
the Company itself, or having the goods posted or couriered back to the Company.
If the Buyer fails to return the goods to the Company, the Company may charge the
Buyer the direct costs of collecting the goods. Until the goods are returned to the
Company the Buyer must keep hold of the goods and take reasonable care of them. In
sending the goods back to the Company the Buyer must ensure that they are received
by the Company and are not damaged in transit, otherwise the right of cancellation will
cease. If the Buyer is not able to return the goods in a good condition consistent with
having taken reasonable care of them, or with all packaging of other items supplied with
the goods, the Company may have to charge for any reduction of the value of the goods
as is a result.
CANCELLATION BY THE COMPANY
The Company may withhold or cancel any further deliveries under the contract of sale
or may recover all losses resulting therefrom if the Buyer:
(a) fails to make payment on the due date or pursuant to the contract with the
Company, or
(b) enters into a composition with its creditors, or (being a Company) has a receiver
appointed and passes a resolution for winding up, or commits an available act of
bankruptcy, or
(c) is in breach of any of the terms and conditions contained herein (notwithstanding
that on a former occasion or occasions it has waived its rights). The exercise of
rights under Force Majeure shall be without prejudice to the Company’s other
rights of remedy.
The Company may withhold or cancel any further deliveries under the contract of sale
or may recover all losses resulting therefrom if the Company has insufficient stocks or
supplies to meet all of the Company’s contracts with the Buyer and other customers, the
Company may decide at its sole discretion which contract to fulfill.
The Company retains the right to cancel or vary the contract if:
(d) the Company are not able to supply any of the goods for genuine reasons beyond
its control, for instance, because it did not have the goods in stock, or sufficient
goods in stock to meet all orders, and was not able to obtain the goods from
suppliers at all or on time to meet the delivery time scales, despite it’s best
endevours.
(e) if any of the goods are not in stock or insufficient goods are in stock to meet all of
the Company’s orders and cost of acquiring the goods to supply to the Buyer is
higher than when the Buyer’s order was submitted or the costs of delivery is higher
than when the Buyer’s order was submitted, the Company shall be entitled to
cancel the contract as a whole or in respect of those goods in which case the
Company will offer the Buyer the option to continue with its order subject to
variations or give an alternative offer, in which case the Company will identify any
changes to the goods, the price and delivery charges, and delivery time scales,
and will state how long that offer will remain open.
PRINTING
The Company shall endeavour to match a colour as close as possible but we cannot
guarantee an exact match. Every effort will be made to supply products of the quality of
samples submitted/quoted for but exact matches to samples or previous orders cannot
be guaranteed
PRINTING / PROOFS
In the case of custom printed materials, alteration from the original copy on and after the
first proof, including alterations in style, an extra charge may be levied. No responsibility
will be accepted for any errors in proofs which have been passed / authorised by the
Buyer. The Buyer is responsible for checking all proofs/artwork (including accuracy and
layout) N.B. Colour proofs are not to be used for colour matches.
PRINTING / BLOCKS, PLATES, TOOLS & SCREENS.
Blocks, plates, tools and screens made for the manufacture of goods to be supplied
remain the property of the Company even though the Buyer may have been charged
with an amount in respect of the cost thereof. The Company undertakes to keep the
blocks, plates, tools & screens in repair and reserves the right to either appropriate or
dispose of any tools which have not been used for a long period of time.
PRINTING / INTELLECTUAL PROPERTY RIGHTS
All Intellectual Property Rights produced from or arising as a result of the performance
of this Agreement shall, so far as not already vested, become the absolute property of
the Company, and the Buyer shall do all that is reasonably necessary to ensure that
such rights vest in the Company by the execution of appropriate instruments or the
making of agreements with third parties.
DESCRIPTION
Any description given or applied to the Goods is given by way of identification only and
the use of such description shall not constitute a sale by description. For the avoidance
of doubt, the Buyer hereby affirms that it does not in any way rely on any description
when entering into the contract. Minor variations in specification, colour or other design
features and other such minor variations shall not entitle you to reject the purchase or be
the subject of any claim against the Company. The Company reserves the right to vary
the specification of any item, withdraw, modify or amend any such item without prior
notice.
SUITABILITY OF GOODS
Suitability of goods for any specific purpose cannot be guaranteed by the Company.
GUARANTEE
In the event of the Goods being sold to the Buyer with a "guarantee" (as defined in
Section 15 of the Sale of Goods and Supply of Services Act 1980) from the original
manufacturer or supplier thereof the Company undertakes no liability to the Buyer for
the observance of the terms of such guarantee. The Buyer is responsible for dealing
directly with the manufacturer concerning claims under the manufacturers guarantee.
WARRANTY
All goods supplied by the Company are warranted to be new, in working order, free from
material damage and suitable for the purpose for which they are designed under fair
conditions. Our liability under this warranty will be limited to the replacement, free repair
or issue of credit against any goods acknowledged by us to be defective, provided that
such faults have not been caused by your interference or misuse of the goods or your
negligent handling of them.
LIABILITY AND DEFECTIVE PRODUCTS
The Company's liability (both in contract and in tort) in respect of defects in the goods
shall be limited to the replacement of faulty items or material, or the issue of credit notes
in respect thereof, or the granting of a refund or such other compensatory measures as
the Company at its discretion considers appropriate in the circumstances. Such
measures shall relate only to the actual faulty items or their value, and the Company
shall not in any circumstances be under any liability to the Buyer in respect of indirect or
consequential loss or damage, or loss of profits, sustained by the Buyer provided,
always that these conditions do not exclude or restrict the Company's liability for death
or personal injury from its negligence.
FORCE MAJEURE
The Company will endeavor to fill all accepted orders as soon as it is practical and
consistent with production schedules. The Company shall not be responsible for non
performance or late performance of the contract due to any matter beyond the
reasonable control, including (without limitation) war, threat of war, terrorism, riot, civil
commotion, public demonstration, blockade, or sabotage, the act of any government,
government authority or legislator, industrial action (including our own employees),
lightening, fire, explosion, storm, flood, earth quake, accumulation of snow or ice, or
drought, shortages (including of fuel, utilities, or raw materials), vandalism, theft and
other criminal action, interruption or failure of utilities, or anything of a similar nature
affecting our carriers, sub-contractors or suppliers. If any such events mean that the
Company has insufficient stocks or supplies to meet all of the Company’s contracts with
the Buyer and other customers, the Company may decide at its sole discretion which
contract to fulfill. The Company retains the right to cancel or vary the contract if:
a) the Company are not able to supply any of the goods for genuine reasons beyond
its control, for instance, because it did not have the goods in stock, or sufficient
goods in stock to meet all orders, and was not able to obtain the goods from
suppliers at all or on time to meet the delivery time scales, despite it’s best
endevours.
b) If any of the goods are not in stock or insufficient goods are in stock to
meet all of the Company's orders, and the cost of acquiring the goods to
supply to the Buyer is higher than when the Buyers order was submitted, the
Company shall be entitled to cancel the contract as a whole or in respect of
those goods. In this situation the Company will offer the Buyer the option
to continue with its order subject to variations or give an alternative
offer, in which case the Company will identify any changes to the goods, the
price, delivery charges or delivery time, and will state how long that offer
will remain open.
LAW
This contract shall be governed by the laws of Ireland and the Courts of Ireland shall
have exclusive jurisdiction. Each of the terms of the contract is separate and severable.
If any term is held to be valid / invalid, it shall be severed and the remaining terms shall
continue in full force.
Revision 4. 05th June 2012, DAOL Office Supplies Ltd. All rights reserved.