Terms & Conditions

Issue 1 : 01/01/2017

1. GENERAL

  • 1.1. These Terms and Conditions of Sale (“Conditions”) and any special conditions or additional conditions agreed in writing by Advanced KFS Special Vehicles Ltd (hereinafter referred to as “the Company”) constitute the entire agreement between the Company and any person (“the Customer”) to whom or for which the Company supplies or undertakes any goods or services to the exclusion of all other terms, conditions and warranties whatsoever and represent the only terms on which the Company trades notwithstanding any terms and conditions that may be contained in any order or other form of the Customer. No employee, servant or agent of the Company has any authority to give or make any representation or warranty relating to goods or services provided or to be provided by the Company unless such representation or warranty is expressed in writing and signed on behalf of the Company by a director of the Company. This agreement shall not be varied save by written agreement between the Company and the Customer signed by a duly authorised officer of the respective parties.
  • 1.2. Quotations shall only be available for acceptance by the Customer for a maximum period of twenty-eight days from the date thereof and may be withdrawn by the Company within such period at any time without notice.
  • 1.3. In these Conditions the expression “Goods” means the goods (including any instalment of the Goods or any parts for them) specified in any quotation given by the Company and if no quotation was given by the Company the expression “Goods” means those stated on the invoice and in each case the expression includes fabrication, bodywork, machinery or parts thereof and all other items manufactured, serviced or supplied by the Company.

2. PRICES

  • 2.1. All prices quoted are ex-works and subject to VAT at the prevailing rate at the time of invoicing.
  • 2.2. Where a quotation has been given, the Contract Price is that stated in the quotation but the Company reserves the right to increase such sum to cover any of the following:-
    • 2.2.1. the cost of any additional special testing, or investigation, required by the Customer, or any governmental or other authority:
    • 2.2.2. any increased cost incurred by the Company as a result of any alteration being required by the Customer in design, specification or quantities:
    • 2.2.3. any increase in labour costs and/or material prices and/or overheads outside the control of the Company;
    • 2.2.4. any expense incurred by the Company as a result of any suspension of the contract by the Customer’s instructions, or lack of instructions, or any change in the Customer’s instructions;
    • 2.2.5. any fluctuation in rates of exchange occurring between the time of the quotation or acknowledgement and the date of completion of the contract.
    • 2.2.6. Where a quotation has not been requested by the Customer, the Contract Price shall be that stated on the invoice.
  • 2.3. All confirmed orders are subject to a non-refundable deposit payable at the time of order confirmation.  The value of the deposit will be advised by the Company to the Customer verbally at the time of ordering or within the quotation.
  • 2.4. Costs of delivery are not included in the price quoted and (where the Company has agreed to provide or arrange carriage from its works to a place specified by the Customer) the cost of carriage and packaging required by the Customer shall be charged in addition to the Contract Price unless otherwise agreed in writing by the Company.

3. DELIVERY

  • 3.1. Delivery of the Goods shall be made by the Customer collecting the Goods at the Company’s premises at any time after the Company has notified the Customer that the Goods are ready for collection or, if some other place for delivery is agreed by the Company, by the Company delivering the Goods to that place.
  • 3.2. Delivery shall be taken by the Customer within seven calendar days of notification by the Company to the Customer that the Goods are available. Unless otherwise agreed, charges for work done and goods supplied shall be paid cash on delivery. Where the payment is not so made and/or where the Customer does not collect the Goods within seven days of notification, then the Customer shall pay interest on the Contract Price from the date of notification until the date of payment at the rate of 2% per annum above the base lending rate for the time being of National Westminster Bank Plc on a day to day basis with a minimum interest charge of 5% per annum.
  • 3.3. Any dates quoted for delivery of the Goods are approximate only and the Company shall not be liable for any delays in delivery of the Goods however caused. Time for delivery shall not be of the essence of the contract. The Goods may be delivered by the Company in advance of the quoted delivery date upon giving reasonable notice to the Customer.
  • 3.4. If the Customer fails to take delivery of the Goods or fails to give the Company adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Customer’s reasonable control or by reason of the Company’s fault) then, without prejudice to any other right or remedy available to the Company, the Company may:-
    • 3.4.1. if the length of storage extends beyond the seven-day period stated in Clause 3.2, store the Goods until actual delivery and charge the Customer for the reasonable costs (including insurance) of storage from the eighth day; or
    • 3.4.2. if the Goods are not collected by the fourteenth calendar day of storage, sell the Goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to the Customer for the excess over the Contract Price or charge the Customer for any shortfall below the Contract Price.

4. RISK AND PROPERTY: INSURANCE

  • 4.1. Risk of damage to or loss of the Goods shall pass to the Customer:-
    • 4.1.1. In the case of Goods to be delivered at the Company’s premises, at the point of the signed handover to the customer or their appointed agent; or
    • 4.1.2. In the case of the Goods to be delivered otherwise than at the Company’s premises, at the point of the signed handover to the customer or their appointed agent.
  • 4.2. Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Customer until the Company has received in cash or cleared funds payment in full of the price of the Goods and all other Goods agreed to be sold by the Company to the Customer for which payment is then due.
  • 4.3. Until such time as the property in the Goods passes to the Customer, the Customer shall hold the Goods as the Company’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Customer and third parties and properly stored, protected and insured and identified as the Company’s property, but shall be entitled to resell or use the Goods in the ordinary course of its business.
  • 4.4. Until such time as the property in the Goods passes to the Customer (and provided the Goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Customer to deliver up the Goods to the Company and, if the Customer fails to do so forthwith, to enter upon any premises of the Customer or any third party where the Goods are stored and repossess the Goods.
  • 4.5. If the Customer takes delivery of the Goods supplied to it by the Company before making full payment of the Contract Price, the Company shall be entitled to repossess the Goods and thereafter to deal in any way with such Goods free of any claim or right of the Customer therein if before payment for such Goods or service has been made:-
    • 4.5.1. The Customer becomes bankrupt or makes an assignment, agreement or composition with its creditors or suffers distress or process of execution to be levied on its property or goes into liquidation whether compulsory or voluntarily (except for the purpose of reconstruction or amalgamation) or has a receiver appointed over any part of its undertaking, property or assets or it appears to the Company likely that any of the above events will occur; or
    • 4.5.2. This contract is terminated by the Company pursuant to Clause 15 below.
  • 4.6. The Customer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Company, but if the Customer does so all the monies owing by the Customer to the Company shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.

5. CANCELLATION

In the event of cancellation of a confirmed order the Customer will be charged for all costs and expenses incurred by the Company up to the time of cancellation, and all loss of profits and other loss or damage resulting to the Company by reason of such cancellation, will be reimbursed by the Customer to the Company forthwith.  The non-refundable deposit paid by the Customer at the time of confirming their order will be used to offset a proportion of these costs.

6. TERMS OF PAYMENT

  • 6.1. Payment in full of invoice total by way of cleared funds prior to collection or delivery; or as prior contractual agreement signed by any director of the Company.
  • 6.2. Goods may be returned for credit only at the discretion of the Company but will then be subject to a handling charge whose value will be considered against unrecoverable losses incurred by the Company.

7. DESIGN AND DATA

  • 7.1. Illustration, weights, measures and performance schedules set out in the quotations and sales literature of the Company are provided for information only and form no part of the contract.  All are given as estimates, are approximate only and cannot be used for accurate calculations.
  • 7.2. The Company reserves the right without notice and without affecting the validity of the contract to make such changes and/or improvements in materials, dimensions and design as it thinks reasonable or desirable.
  • 7.3. It is an express condition of acceptance of any order that unless otherwise agreed, Goods sold by the Company shall not be exhibited by the Customer nor shall the Customer permit them to be exhibited at any exhibition in the United Kingdom.

8. REPAIR WORK

Repair work is subject to these special conditions:

  • 8.1. Estimates for repairs are based on what can be seen without dismantling. Supplementary estimates will be submitted in respect of further defects coming to light as work progresses.
  • 8.2. No allowance will be made for old parts replaced by new. Such old parts may be examined before taking delivery of the new parts, after which the old parts will be destroyed unless otherwise requested.

9. QUALITY OF GOODS

  • 9.1. Subject to the conditions set out below the Company warrants that the Goods will correspond with their specification at the time of delivery and will be free from defects in material and workmanship for a period of one year from the date of their initial use or one year from delivery, whichever is the first to expire.
  • 9.2. The above warranty is given by the Company subject to the following conditions:-
    • 9.2.1. The Company shall be under no liability in respect of any defect in the Goods arising from any drawing, design or specification supplied by the Customer;
    • 9.2.2. The Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company’s instructions (whether oral or in writing), misuse or alteration or repair of the Goods without the Company’s approval;
    • 9.2.3. The Company shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the Contract Price for the Goods has not been paid by the due date for payment;
    • 9.2.4. The above warranty does not extend to parts, materials or equipment not manufactured by the Company, in respect of which the Customer shall only be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Company and which is capable of assignment to the Customer.  These parts include in particular, but are not limited to, major sub-assemblies such as tipping gear, tail lifts, winches, steps, illuminated signage, etc.
    • 9.2.5. The Company shall be under no liability other than may generally be the case at law for any repair work including the materials supplied in connection with such repair work.
  • 9.3. Without limitation to Clause 9.2 the Company shall have no liability under the warranty set out in Clause 9.1 if:-
    • 9.3.1. The Goods cease to be owned by and in the possession and control of the first user;
    • 9.3.2. In the case of the hydraulic tipping gears and bodywork if a load has at any time been imposed in excess of the chassis or tipping gear manufacturers’ recommendations;
    • 9.3.3. The Goods have without written consent of the Company been altered or repaired otherwise than by the Company;
    • 9.3.4. Any tipping, lifting or other such hydraulic or electro-mechanical devices have been fitted by any person other than in accordance with the Company’s current fitting instructions and drawings;
    • 9.3.5. Designs other than the Company’s own are used, or work is done contrary to its standard practice or against its advice;
    • 9.3.6. Defects are aggravated by continued use after the defects ought reasonably to have been discovered;
    • 9.3.7. If a body has been fitted which in the opinion of the Company is unsuitable.
  • 9.4. Except for the express warranty set out in Clause 9.1, the Company grants no other warranties relating to defects in the design, workmanship or materials of the Goods, and all other representations or warranties, whether written or oral, express or implied, by statute, common law or otherwise howsoever relating to such defects in the Goods, are hereby excluded; in particular (but without limitation to the foregoing) the Company grants no warranties (other than as provided in the warranty set out in Clause 9.1) regarding the fitness for purpose, performance, use, quality or merchantability of the Goods, whether express or implied, by statute, common law or otherwise howsoever.
  • 9.5. Any claim by the Customer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall (whether or not delivery is refused by the Customer) be notified to the Company within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Goods and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the Contract Price as if the Goods had been delivered in accordance with the contract.
  • 9.6. Where any valid claim in respect of any of the Goods which is based on any defect in the quality or condition of the Goods or their failure to meet specification is not notified to the Company in accordance with these Conditions, the Company shall be entitled to replace the Goods (or the part in question) free of charge or, at the Company’s sole discretion, refund to the Customer the Contract Price of the Goods (or a proportionate part of the Contract Price), but the Company shall have no further liability to the Customer.
  • 9.7. With the sole exception (where the Customer is a natural person) of liability for death or personal injury suffered by the Customer and caused by the wilful act or negligence of the Company as defined in Section 1 of the Unfair Contract Terms Act 1977 the Company’s liability under Clauses 9.1 to 9.7 shall be to the exclusion of any other liability to the Customer whether contractual, tortuous or otherwise for defects in the Goods, for any death or personal injury caused by the Goods, or for any loss or damage to or caused by the Goods.
  • 9.8. In any event, and notwithstanding anything contained in this Agreement, in no circumstances shall the Company be liable, in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever, and whatever the cause thereof (i) for any increased costs or expenses, (ii) for any loss of profit, business, contracts, revenues or anticipated savings or (iii) for any special indirect or consequential damage of any nature whatsoever.
  • 9.9. In any event, and notwithstanding anything contained in this Agreement, the Company’s liability in contract, tort (including negligence or breach of statutory duty) or otherwise howsoever, and whatever the cause thereof, arising by reason of or in connection with this contract (except in relation to death or personal injury caused to the Customer by the wilful act or negligence of the Company or its employees while acting in the course of their employment) shall be limited to the Contract Price.
  • 9.10. The Customer shall indemnify the Company against all actions, proceedings, claims or demands in any way connected with this agreement brought or threatened against the Company by a third party except to the extent that the Company is liable to the Customer under these Conditions.
  • 9.11. Each of the foregoing Clauses 9.1 to 9.11 is to be construed as a separate limitation (applying and surviving even if for any reason one or other of the said Clauses is held inapplicable or unreasonable in any circumstances) and shall remain in force notwithstanding termination of this contract.

10. CONFIDENTIAL INFORMATION

  • 10.1. All drawings, documents and other information supplied by the Company are supplied on the express understanding that the Customer will not without the written consent of the Company:
    • 10.1.1. Give away, loan, exhibit or sell any such drawings or extracts therefrom or copies thereof;
    • 10.1.2. Use them in any way except in connection with the components for which they are issued.

11. CUSTOMERS DRAWINGS

  • 11.1. The Company accepts no responsibility for the accuracy of information or drawings supplied by the Customer.
  • 11.2. The Customer shall indemnify the Company from and against all damages, penalties, actions, claims, costs and proceedings to which the Company may become liable and which arise due to the manufacture of components, to the drawings and specifications of the Customer where such drawings and specifications shall be at fault, or where it is alleged that they involve any infringement of any copyrights, patent or registered design or other exclusive right.

12. SUB-CONTRACTORS

The Company shall be entitled to appoint one or more sub-contractors to carry out all or any of its obligations hereunder.

13. FORCE MAJEURE

  • 13.1. The Company shall not be liable to the Customer or be deemed to be in breach of the contract by reason of any delay in performing, or any failure to perform, any of the Company’s obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Company’s reasonable control without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Company’s control:
    • 13.1.1. act of God, explosion, flood, tempest, fire or accident;
    • 13.1.2. war or threat of war, sabotage, insurrection, civil disturbance or requisition;
    • 13.1.3. acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any government, parliamentary or local authority;
    • 13.1.4. import or export regulations or embargoes;
    • 13.1.5. strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Company or of a third party);
    • 13.1.6. difficulties in obtaining raw materials, labour, fuel, parts or machinery;
    • 13.1.7. power failure or breakdown in machinery.

14. TERMINATION

  • 14.1. Either party may immediately terminate this contract or suspend future deliveries if the other becomes bankrupt or makes an assignment or composition with its creditors or suffers distress or process of execution to be levied on any of its property or goes into liquidation whether compulsorily or voluntarily (except for the purpose of reconstruction or amalgamation) or has a receiver appointed over any part of its undertaking, property or assets or if it reasonably appears to either party that it is likely that any of the above will occur in relation to the other party.
  • 14.2. Without prejudice to any other rights or remedies under this contract, either party may terminate this contract or suspend future deliveries if the other fails to comply with any of the material obligations hereunder and such failure has not been remedied within 30 days of notification from the other requiring remedy.
  • 14.3. In the event of any form of termination, the consequences of the termination will be the same as those for Cancellation as set out in Clause 5.

15. LEGAL

The contract shall be governed and interpreted exclusively according to the Law of England and the parties to the contract submit to the jurisdiction of the English courts.

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