[ the Company ]  means Power Components B.V.
[ the Customer ] means the person firm company or corporation purchasing the goods
[ the Goods ] means articles or things (including work to be done or services to be supplied) or any of them described in the order
[ the Order ] means the order placed by the Customer for the supply of the Goods
[ the Price ] means the price for the Goods excluding carriage packing insurance and VAT
[ the Delivery Date ] means the date specified by the Company when the Goods are to be delivered

2. General

a) All quotations are made and accepted subject only to the following terms and conditions which are to the extent permitted by law to the exclusion of all other guarantees, conditions and warranties whether express or implied. In the event of the customer's orders containing terms or conditions inconsistent with these terms of trading these terms and conditions shall prevail.
b) No additions to or variation from these terms and conditions shall have effect unless the same is expressly accepted by the Company in writing under the hand of a Director of the Company.
c) The Company's catalogue price lists and other advertising matter shall not form part of any contract between the Company and its customers.
d) The Company reserves the right to modify the designs, prices and specifications without prior notification.
e) All orders for Goods shall be deemed to be an offer by the Customer to purchase Goods pursuant to these conditions.
f) Acceptance of delivery of the Goods shall be deemed conclusive evidence of the Customer's acceptance of these conditions.

3. Orders

a) The Company reserves the right to accept or refuse orders.
b) All orders must be accompanied by sufficient information to enable the Company to proceed with the order forthwith, otherwise the Company will be at liberty to amend the quoted price to cover any increase in cost which has taken place after acceptance.
c) The Customer shall inspect the goods on receipt of delivery and shall within five working days of the date of the invoice give notice in writing to the Company of any matter whereof the customer alleges that the goods are not in accordance with the contract. Should the Customer fail to give such notice the goods shall in all respects be deemed to be in accordance with the contract and time shall be of the essence of this sub-clause.

4. Delivery and carriage

a) Any times quoted for delivery shall be approximate.
b) Delivery of the Goods shall be made to the Customer's address on the Delivery date. The Customer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery
c) The Company cannot guarantee to hold stock of every item that it lists or describes on its website, on any printed matter or any other published media. The company shall not be liable if for any reason said items become unavailable due to circumstances beyond its control.

5. Price variations

a) The Goods are sold at the prices ruling at the Delivery Date notwithstanding any quotations (or estimates) previously made.
b) Any prices quoted are usually based on the cost prices of stock currently at hand or due for delivery. Quoted prices always have a limited period of validity; a period which if not specifically stated otherwise shall be five working days.
c) If the stock of any quoted item becomes depleted, the Company reserves the right to change the sales price of said item without notice; e.g. in circumstances where the cost (to the Company) of replacement stock is significantly higher than before.

6. Passing of property

a) Risk on goods passes on delivery of but title remains with the Company until all monies due from the Customer to the Company are paid. The Company reserves the right to recover and repossess goods and dispose of goods as it sees fit in the event of payment not being made under these agreed terms.
b) The Company shall be entitled to repossess or call for redelivery of the Goods at the Customer's expense if the Customer shall commit an act of bankruptcy, have an Administrator or Administrative Receiver appointed over its business undertaking, enter into liquidation whether voluntary or compulsory (except for the purpose of amalgamation or reconstruction of a solvent limited company) cease to trade or if the Company has reason to have serious doubts as to the customer's solvency.
c) The Customer shall be responsible for all loss or damage to the Goods occasioned whilst the said goods are in its custody.

7. Damages or loss in transit.

When the price quoted includes delivery the Company will replace free of charge goods damaged or lost in transit provided the Company receives written notification in the case of damage within three days of receipt of the goods and in the case of loss within fourteen days of the invoice date in respect of such goods and time is of the essence of this clause.

8. Payment

a) First orders from all new Customers must be pre-paid via electronic funds transfer (e.g. TT) or by credit card.
b) Customers wishing to open a credit account must apply by completing all relevant details in the account application form.
c) Credit accounts are not opened automatically upon completion of the account application form. Credit account applications may take up to two weeks to grant. The Company reserves the right to refuse credit accounts. The Company may not provide reasons for the refusal.
d) Payment from Customers with credit accounts is due strictly within 30 days from the date on which an invoice in respect of those goods is raised.
e) Unless specifically stated otherwise, prices quoted and invoiced are shown exclusive of purchase tax (VAT/MWST/TVA/BTW/IVA/MOMS etc.) as and if it applies.
f) Interest on overdue invoices shall accrue from the date when payment becomes due from day to day until the date of payment at a rate of 2% per month and shall accrue at such rate after as well as before any judgment.
g) Any account which is overdue by 45 days or more will be placed on credit hold and any account overdue by 60 days or more shall have credit facilities withdrawn. The Company will charge to the Customer the legal expenses incurred in the collection of overdue accounts.

9. Warranties and liability

a) The Goods are warranted for 90 days from the date of the invoice against failure in respect of loss or damage arising solely from faulty goods or materials used by the Company or the defective workmanship of the Company and the Company's liability in respect thereof shall be limited to replacement of the goods or at the option of the Company a credit to the Customer of a sum to be agreed but in no case exceeding the Price.
b) The company reserves the right to refuse claims for faulty goods if the said goods have been incorporated or installed into equipment.
c) In all cases unless otherwise agreed in writing the goods found to be defective shall be returned immediately by the Customer to the Company's premises for inspection (see section 10 below). Upon confirmation of the defective goods the Company will replace and deliver the goods free of charge.
d) Nothing herein shall impose any liability upon the Company in respect of any loss or damage consequential or otherwise in relation to or arising out of goods found to be defective or attributable directly or indirectly to be acts omissions negligence or default of the Customer or the Customer's servants or agents.
e) If the Company is held to be legally liable for any breach of this contract or shall become legally liable to the Customer in any way whatsoever the liability shall in no circumstances exceed the aggregate of the contract price.

10. Returned Goods

a) Goods will not be replaced or credited unless a valid Goods Return Number ('GRN' - obtained from the Company) is marked on the outside of the return packaging.
b) If goods are returned as faulty and in fact are not faulty as claimed an administrative charge may be levied by the Company.
c) Goods which are returned due to cancellation or customer error will only be accepted for return at the discretion of the Company and if accepted will be subject to a restocking fee of 20% of the Goods value.
d) The Company shall not be liable to reimburse carriage costs for returning goods.
e) If goods are returned to the Company and received in a damaged condition due to inadequate packaging the Company shall not be obliged to repair or replace them under warranty.

11. Carriage

Delivery costs will be charged at the discretion of the Company

12. Force Majeure

In the event of delivery being suspended or delayed due to any event which is beyond the reasonable control of the Company the time allowed for delivery shall be correspondingly extended and the Company shall not be liable for any loss or damage of whatsoever nature caused by such suspension or delay in delivery.