Terms and Conditions

Interpretation
1. 1.1 In these Conditions:
  1. ‘YOU’ means the consumer who accepts a quotation or orders Goods from us
  2. ‘GOODS’ means the goods (or any parts for them) which we will supply as specified on the attached order form
  3. ‘WE’ means ST1 Limited of Unit 23, Royal Scot Road, Pride Park, Derby DE24 8AJ
  4. ‘CONDITIONS’ means these standard terms and conditions of sale set out in this document and includes any special terms and conditions agreed in writing between us.
  5. ‘CONTRACT’ means the contract for the purchase and sale of the Goods
2. 1.2 Where these Conditions refer to a statute this will include any amendment, reenactment or extension of that statute.
3. 1.3 The headings in these Conditions are for convenience only.
Basis of the sale
1. 2.1 We shall sell and you shall purchase the Goods.
2. 2.2 It is our intention that all terms of the Contract between us are contained in this document. If you wish to rely on any variation in these terms you should ensure that such variations are recorded in writing.
3. 2.3 Any error or omission in any information, or document issued by us shall be subject to correction provided that the correction does not materially affect the Contract.
Orders and specification
1. 3.1 No order submitted by you shall be deemed to be accepted by us unless and until confirmed in writing by our authorised representative.
2. 3.2 You shall be responsible for ensuring the accuracy of the terms of any order and specification submitted by you, and for giving us any necessary information relating to the Goods within a sufficient time to allow us to perform the Contract.
3. 3.3 The quantity, quality, description and specification for the Goods shall be those set out in our quotation (if accepted by you) or your order (if accepted by us).
4. 3.4 Samples are only submitted as indicative of the Goods without any guarantee as to the colour or quality of the Goods. Each Contract is made on the basis that sales are by description and not by sample, unless otherwise agreed by us in writing.
5. 3.5 For the avoidance of doubt, if you provide drawings and details to us asking us to produce from those drawings and details, a specification and/or quote, then the responsibility to check the accuracy of the specification and/or quote remains with you.
6. 3.6 Acceptance of such specification and/or quote by you is deemed to be acceptance of its accuracy and the material quantities suggested. Any additional material required will be charged to you.
7. 3.7 If the Goods are to be manufactured or processed in accordance with a specification or design submitted by you, then you will indemnify us against all loss, damages, costs and expenses awarded against or reasonably and properly incurred by us in connection with or paid or agreed to be paid by us in proper settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from our use of your specification or design.
8. 3.8 We reserve the right to make any changes in the specification of the Goods which are required to conform with any statutory or EC requirements which do not materially affect their quality or performance.
Price of the goods
1. 4.1 The price of the Goods shall be our quoted price or, if none is given, the price listed in our current published price list. All prices quoted are valid for 30 days only or until acceptance by you if earlier, and if you do not place an order within this 30 day period the price may be altered by us without giving notice to you.
  1. 4.2.1 After we accept your order we reserve the right, by giving notice to you at any time before delivery, to increase the price of the Goods to reflect any increase in the cost of the goods to us, which is due to any factor beyond our control.
  2. 4.2.2 If you receive a notice pursuant to clause 4.2.1 you shall be entitled to cancel this Agreement without penalty by giving not less than 14 days notice to us.
2. 4.3 If an Order which has been accepted by us is either cancelled or varied by you then you will be responsible to pay to us any costs, losses, or expenses properly and reasonably incurred or suffered by us as a result of the cancellation or variation. The amount of these costs may be limited if you notify us of the cancellation or variation as early as possible or we are able to resell or reuse the Goods.
3. 4.4 Where we agree to deliver the Goods otherwise than at our premises, you shall be liable to pay our charges for such delivery.
4. 4.5 Where the Goods are supplied for export from the United Kingdom, our published export price list shall apply.
Terms of payment
1. 5.1 Subject to any special terms agreed in writing between us, you shall pay the full price of the Goods before delivery or collection of the Goods.
2. 5.2 If you refuse to accept delivery of the Goods we shall be entitled to recover the price, notwithstanding that delivery may not have taken place and the legal ownership in the Goods has not passed to you. If we are able to resell or reuse the Goods then the amount of our claim may be limited.
3. 5.3 If you fail to make any payment when due without a valid and lawful reason then, without prejudice to any other right or remedy available to us and our duty to limit our loss, then we shall be entitled to:
  1. 5.3.1 cancel the contract or suspend any further deliveries to you;
  2. 5.3.2 use any other money you have paid to us
  3. 5.3.3 charge you interest (both before and after any judgement) on the amount unpaid, at the rate of 5 per cent per annum above National Westminster Bank plc base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest).
4. 5.4 As a consumer, you have certain statutory rights which may be relied upon in the event that goods you are sold are defective, or in the event that services supplied are not carried out with reasonable care and skill. Conditions 4.3, 5.2, 5.3, 6.4 and 8 do not affect these statutory rights. For more information about your statutory rights you should contact your local Citizen’s Advice Bureau or Trading Standards Department.
5. 5.5 Receipts for payment will be issued only upon request.
Delivery
1. Your attention is drawn to clauses 6.3, 6.5 and 6.6 below
2. 6.1 Delivery of the Goods shall be made by you collecting the Goods at our premises at any time after we have notified you that the Goods are ready for collection or, if some other place for delivery is agreed by us, then by us delivering the Goods to that place.
3. 6.2 Any dates quoted for delivery of the Goods are approximate only, and we may deliver the Goods in advance of the quoted delivery date on giving you reasonable notice.
4. 6.3 Where delivery of the Goods is to be made in bulk, we reserve the right to deliver up to five per cent more or five per cent less than the quantity ordered, but will use our reasonable endeavours to deliver any shortfall as soon as possible to you. You will only pay for those Goods actually delivered and are not obliged to pay for the extra 5% if you do not accept it.
5. 6.4 If you fail to take delivery of the Goods or fail to give us adequate delivery instructions (otherwise than by reason of any cause beyond your reasonable control or by reason of our fault) then, without prejudice to any other right or remedy available to us, we may:
  1. 6.4.1 store the Goods until actual delivery and charge you for the reasonable costs (including insurance) of storage; or
  2. 6.4.2 sell the Goods at the best price readily obtainable and (after deducting all reasonable storage and selling expenses) account to you for the excess over the price under the Contract or charge you for any shortfall below the price under the Contract.
6. 6.5 Off loading of Goods shall be your responsibility and materials will be delivered as close as possible to the required site. However you are responsible for access to the site and for movement from the vehicle delivery position to its final destination.
7. 6.6 In the event of your failure to inform us of impassable private roadways to the site then either the load will be delivered to the nearest accessible site point or returned at a later date with an extra charge being incurred by you.
Risk and property
1. 7.1 Risk of damage to or loss of the Goods shall pass to you:
  1. 7.1.1 if you are collecting the Goods, at the time when we notify you that the Goods are available for collection; or
  2. 7.1.2 if we are delivering the Goods at the time of delivery or, if you wrongfully fail to take delivery, the time when we have tendered delivery of the Goods.
    For the avoidance of doubt whilst the Goods remain at our premises we do not exclude our liability for damage to the Goods caused by our negligence.
2. 7.2 Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the legal ownership in the Goods shall not pass to you until we have received in cash or cleared funds payment in full of the price of the Goods.
3. 7.3 Until such time as the legal ownership in the Goods passes to you:
  1. 7.3.1 you shall keep the Goods separate and properly stored, protected and insured and identified as our property; and
  2. 7.3.2 if the Goods are still in existence and have not been resold nor installed or affixed to your premises, we shall be entitled at any time to require you to deliver up the Goods to us. If you fail to do so forthwith, we may enter the premises where the Goods are stored and repossess the Goods with your consent or that of a third party if either of you have a legitimate interest in the property or are authorised to consent to such access. If we do not obtain the necessary consent then appropriate court action will be taken.
4. 7.4 You shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain within our ownership.
Warranties and liability
1. This clause does not affect your statutory rights referred to in clause 5.4
2. 8.1 Whilst we make every effort to supply Goods strictly in accordance with the quality or specification ordered by you, we shall be under no liability in respect of:
  1. 8.1.1 natural geological variations, natural formation characteristics, colour and marking variations;
  2. 8.1.2 any defect in the Goods directly arising from any drawing, design or specification supplied or accepted by you;
  3. 8.1.3 any defect arising from fair wear and tear, wilful damage, your negligence, abnormal working condition, failure to follow our instructions (whether oral or in writing), misuse or alteration or repair of the Goods without our approval;
3. 8.2 Our liability to you for death or injury resulting from our own or our employees’, agents’ or subcontractor’s negligence shall not be limited
4. 8.3 We shall only be liable for losses that are foreseeable.
5. 8.4 We shall not be liable to you or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of our obligations in relation to the Goods, if the delay or failure was due to Act of God, your act of default or any cause beyond our reasonable control.
General
1. 9.1 Any notice required or permitted to be given by either party to the other under these Conditions shall be in writing addressed to that other party at its registered office or principal place of business or such other address as may at the relevant time have been notified pursuant to this provision to the party giving notice.
2. 9.2 No waiver by us of any breach of the Contract by you shall be considered as a waiver of any subsequent breach of the same or any other provision.
3. 9.3 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.
4. 9.4 The Contract shall be governed by the laws of England, and you agree to submit to the nonexclusive jurisdiction of the English courts.