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Terms & Conditions

A Trading Division of VGROUP International
Terms and Conditions of Trading

1. APPLICABILITY

These terms will govern any contract between VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and the Buyer and shall prevail over any terms put forward by the Buyer unless otherwise agreed by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) in writing. It is agreed that if any goods have been delivered before formation of this contract these terms shall apply to those goods.

2. DESCRIPTION OF GOODS

The goods shall be in accordance with the current product specification which has been agreed between VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and the Buyer and identified by a unique part number. No other specification, description, oral or written representation, promotional or sales literature shall form part of any contract between VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and the Buyer.

3. ACCEPTANCE

3.1 The Buyer shall be deemed to have accepted the goods:-

3.1.1 upon delivery at the address specified in the order; or

31.2 if the goods are to be stored by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) until called off by the Buyer, upon notice being given by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) to the Buyer that the goods are in stock and awaiting delivery.

3.2 No cancellation of any order will be accepted by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and the Buyer will remain liable for full payment of the price of all goods ordered, whether or not such order is made or confirmed in writing and whether or not the goods shall have been delivered to the Buyer.

4. DELIVERY AND RISK

4.1 The price includes delivery to the address specified in the order.

4.2 Any time or date for delivery given by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) is given in good faith but is an estimate only and VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall not be liable for any loss, whether direct or indirect, resulting from any late delivery.

4.3 Risk in the goods shall pass to the Buyer upon delivery.

4.4 VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) will replace free of charge any goods proved to have been damaged in transit provided that written notice is given by the Buyer to VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) within 7 days of delivery.

5. TITLE

5.1 Title to the goods shall not pass to the Buyer until the Buyer has paid for them in full. Until then the Buyer shall store them in such a way that they can be identified as the property of VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and shall not open any packaging. The Buyer’s right to possession of the goods shall cease if payment for them is not made in accordance with these terms or if the Buyer is declared bankrupt, or makes any proposal to its creditors for a composition or other voluntary arrangement, or a receiver or liquidator or administrator is appointed in respect of the Buyer’s business. VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) may enter the Buyer’s premises to recover any goods which have not been paid for.

5.2 Even though title to the goods shall not pass to the Buyer until full payment has been made, VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall be entitled to sue for their price once payment is due.

6. PAYMENT

6.1 Payment for the goods shall be made in full within 14 days of invoice date without set-off or deduction.

6.2 VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall charge interest on all overdue payments at the rate of 4% above the base rate from time to time of Midland Bank plc calculated from the date of the unpaid invoice to the date of full payment.

6.3 If there is any reason to doubt that the price for the goods will be paid by the Buyer, VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) may require full payment to be made before delivery of the goods.

6.4 Without prejudice to clause 3.2, if the Buyer purports to cancel any order, payment shall immediately become due for any goods stored by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) on behalf of the Buyer, whether or not those goods shall have been delivered.

7. FORCE MAJEURE

VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall be under no liability for failure to perform any of its obligations due to force majeure, which shall include but not be limited to fire, explosion, flood, lightning, Act of God, act of terrorism, war, rebellion, riot, sabotage, official strike or labour dispute, failure of supply of raw material or events or circumstances beyond the control of VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle).

8. GUARANTEE

8.1 VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall free of charge repair or, at its option, replace defective goods provided that notice in writing shall be given by the Buyer within one month from the date of delivery and that such defects shall be found to have arisen from faulty design, workmanship or materials on the part of VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and that such goods shall be returned to VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) at the Buyer’s expense and risk if so requested by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle).

8.2 Alternatively VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall be entitled, at its absolute discretion and without prejudice to clause 6 above, to refund the price of the goods if already paid by the Buyer or to raise a credit note if payment has not been made.

9. LIMITATION OF LIABILITY

9.1 VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall have no other liability to the Buyer whether contractual, tortious or otherwise for any defect in the goods or any delivery problems or loss or damage caused by the goods. In particular, VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) shall have no liability for failure by the Buyer to use fixings attached to the goods or for incorrect use or adaptation of such fixings. All other conditions, warranties, stipulations or other statements concerning the goods, whether express or implied, by statute or common law, in particular any warranties regarding the fitness for purpose, performance, use, nature or quality of the goods, are excluded.

9.2 In no circumstances shall VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) be liable to the Buyer for any loss of profit, business, contracts, revenues or anticipated savings or for any special, indirect or consequential damage of any nature whatsoever.

9.3 Any liability of VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) to the Buyer howsoever arising in connection with the supply of any goods shall be limited to the price of those goods.

10. INDEMNITY
The Buyer agrees to indemnify VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) against any damages, losses, costs or claims incurred by VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) in respect of any claim brought against VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) by any third party for any loss, injury or damage caused by the goods or their use or any loss, injury or damage in any way connected with the performance of any contract between VGROUP INTERNATIONAL (formerly trading as Visscher Caravelle) and the Buyer.

11. NOTICES

Any notice required to be given under these terms shall be deemed effective if sent by first class pre-paid post to the last known address of the intended recipient, in which case it shall be effective on the third day after posting, or if sent by fax to the intended recipient’s fax number, in which case it shall be effective on the next working day after transmission, provided that the sender can evidence confirmation of receipt.

12. JURISDICTION

These terms and any contract to which they apply shall be governed by English law and the parties agree to submit to the non-exclusive jurisdiction of the English courts.