Basis of the Contract

  • Reward Manufacturing Co. Ltd (Sackville Street, Sackville Mills, Skipton, BD23 3NE) carries on the business of the manufacture, supply and servicing of hotel, hospital and school equipment.
  • The buyer- the person/company purchasing from Reward Manufacturing Co. Ltd.
  • The contract shall be governed by English law and the parties submit to the exclusive jurisdiction of the English courts.

Services

  • The contract includes services provided by the seller, using reasonable skill and care and in a reasonably timely fashion.
  • The buyer will be responsible for providing all support. Support shall include information including, a notice of non or short delivery, notice of complaint, licenses, authorisations, facilities, access, support, lifts, inputs, power, a safe working environment that is reasonably necessary for performance of the contract in a timely and safe fashion (including delivery), and ensuring that support is accurate and of good quality.

Description and Selection of Goods and Service

  • The buyer shall be responsible for providing sufficient information to enable the seller to select, manufacture, and deliver the goods offered to the buyer, to enable any services to be organised and to ensure that such information is accurate at all times.
  • The quantity and description of the goods shall be set out in the seller’s quotation, unless both parties agree to make any changes.
  • All samples, drawings, descriptive matter, specifications and advertising supplied and issued by the seller are produced for the sole purpose of giving a reasonable description of the goods described. They shall not form part of the contract.

Drawings, Designs, and Confidentiality

  • All drawings, photographs, blueprints, illustrations, marketing literature, website illustrations and other designs relating to the seller’s goods or services (“designs”) (including all copyright, design rights and other intellectual property in them) shall as between the parties be the property of the seller, and the buyer is not entitled to make any use of the designs other than for the purpose of this contract.
  • Any inventions, modifications, improvements, techniques or know-how affecting the goods made or gained in the course of performing this contract, shall belong to the seller absolutely.
  • Neither party shall disclose to third parties or use for its own purposes, any confidential information or trade secrets of the other party.
  • Each party warrants that it has the necessary intellectual property rights to enable it to perform its contractual obligations and will forthwith inform the other on the discovery of any infringement of intellectual property rights.

Risk and Title

  • Once goods are delivered, their usage is at the buyer’s own risk.
  • The seller will remain the owner of the goods until payment is received in full. The seller has the right to enter the premises of the buyer and reclaim the goods until this point.

Price

  • The price of goods, carriage charges and stocking charges will be set out by the buyer in the form of a catalogue, website and direct quotations.
  • Goods will be priced exclusive of VAT. Carriage costs and any special packaging costs shall be paid for when payment for the goods is due.

Payment

  • The price for all goods is due in pounds sterling made payable to Reward Manufacturing Co. Ltd within 30 days of the invoice date unless both parties have agreed differently in writing.
  • Payments will not be deemed at received until funds are received and cleared. Credit card payments shall be authorised at the time of order.
  • The buyer shall make all payments due under the contract in full without any deduction. If the buyer fails to pay the seller any sum under the contract, the buyer shall be liable to pay interest to the seller on such sum from the due date for payment at the annual rate of 8% (above the Bank of England base rate). This accrues daily until payment is made, whether before or after any judgment. The seller also reserves the right to claim interest under the Late Payment of Commercial Debts (Interest) Act 1998.

Quality and Warranty

  • Reward-branded products are guaranteed for a period of 12 months from delivery date against manufacturing defects.
  • Where the seller is not the manufacturer of the goods, the seller shall make every effort to enforce the warranty of the in-direct manufacturer and will take responsibility as a distributor of such goods, to ensure quality and a service to the buyer.
  • Provided that the buyer has complied with its obligation and has subjected the goods to reasonable use, if the goods become defective due to fault in design and manufacture during the warranty period (12 months from delivery), then the seller will either replace repair, supply part or refund the price of goods at the pro rata contract rate.
  • The above warranty is in addition not a substitution for the buyer’s statutory rights (if any), but the parties agree that in normal circumstances the above warranty is likely to be sufficient to adequately recompense the buyer.
  • The seller shall only accept liability for a warranty claim if:
    – The buyer informs the seller of the defect within the warranty period;
    – The seller is given reasonable opportunity and time after receiving the notice to examine such goods, and the buyer returns goods to the seller at the seller’s expense.
    – The buyer makes no further use of the goods after notice is given of the default.
    – The buyer has not tried to alter or make repairs on the goods without the consent of the seller.
    – Goods replaced under warranty will continue under warranty for the duration of the initial goods contract.

Assignment

  • The contract cannot be signed without the consent of both parties.

Force Majeure

  • Either party involved in the contract can delay delivery, cancel the contract, or reduce the quantity of goods ordered if they are unable to fulfil the contract due to unforeseen and uncontrollable events (referred to as “Force Majeure”). This includes situations that affect suppliers or subcontractors. If such events occur, the party affected must inform the other party of the situation. If the issue persists for more than 180 days, either party can give written notice to terminate the contract.