Terms and Conditions

Rowland Technology Standard conditions of sale


All orders are accepted and goods supplied subject to the following express terms and conditions (the Company’s standard conditions of sale) and save to the extent that the exclusion of restriction of liability may be prohibited by statute, all other conditions, warranties and representations, expressed or implied and statutory or otherwise, except as to title, are hereby excluded. Any order placed by a Customer shall constitute an offer to contract upon these express terms and conditions, and no addition thereto or variation there from whether contained in the Customer’s order, or otherwise shall apply unless expressly agreed in writing by the Secretary or a Director of the company.


'The Company’ shall mean Rowland Technology. ’The Customer’ means any third party to whom the Company may agree to sell goods in accordance with The Company’s standard conditions of sale. 'The Goods’ means the articles or things or any of them or any parts of them to be provided by the Company in accordance with the Company’s standard conditions of sale.


All orders are subject to written acceptance by the Company’s authorised representative. Any prior confirmation by the Company by facsimile or telephone shall be deemed to provisional only. The Customer agrees to send to the Company a written order in confirmation of any telephoned orders duly marked with any confirmation reference given by the Company. Cancellation or amendments of orders are subject to a charge, as stated in Clause 10.


All quoted prices are inclusive of Value Added Tax but exclusive of any other taxes that may be applicable.


Except as in accordance with a written agreement signed by the Secretary or a Director, prices do not include delivery charges to the Customer, and the Company reserves the right to levy a charge for delivery to any destination advised by the Customer. Where a carriage charge is quoted, please note that these are just the costs for the delivery. Any Customs duties/charges/import VAT are the responsibility of the receiver.


Risk in the Goods shall pass to the Customer on delivery. Property in the Goods shall remain in the Company until payment for the Goods in full has been made by the Customer. If payment in full is not made in accordance with the Company’s standard conditions of sale the Company may require the Customer to return the Goods forthwith and if the requirement is not immediately complied with the Company shall be entitled at any time and without notice to retake possession of the whole or any part of the Goods and for that purpose to enter the premises occupied by the Customer and sever the Goods from anything they are attached to without being responsible for any damage thereby caused without prejudice to any other remedy that may be available to the Company. The Company shall be entitled to maintain an action for the price of any Goods notwithstanding that title in them has not passed to the Customer. In the event of a Liquidator, Receiver or Administrator being appointed the Customer must immediately return the Goods to the Company. In the event of a Liquidator, Receiver or Administrator being appointed then the Company must immediately cancel any Contract sub-sale it has with its customers and forthwith return the goods to the Company.


Save as herein expressly provided and save to the extent that the exclusion or restriction of liability may be prohibited by statute, the Company shall not be liable for any loss of whatsoever nature or to whomsoever or whatsoever caused arising out of the use of the Goods. The Customer shall indemnify the Company against all claims made against the Company by any third party in respect thereof, unless otherwise agreed. Where the Goods are rejected by the Customer as not being in accordance with the specification the Company will only accept the return of such Goods provided that it receives written notice thereof, giving detailed reasons for rejection, within 14 days of receipt of the Goods by the Customer and if such notice is not received by the Company within the said period of 14 days the Goods shall be deemed to have been accepted by the Customer. The company will not consider any claim for compensation, indemnity or refund until liability, if any, has been established or agreed with the Company. In the case of defects or faulty workmanship in the Goods, or any part thereof, supplied to the Company by a third party Manufacturer or Supplier then the Customer shall not be entitled to receive any compensation credit or refund in excess of that received by the Company under any guarantee or warranty given to it by the Manufacturer or Supplier thereof.


In respect of the Goods the subject matter of any warranty or guarantee given by the manufacturers of the same, the Company guarantees to the Customer that such goods will be free from defects caused by faulty materials or poor workmanship for a period of one year. Under this warranty the Company will, at its option, either repair or give a replacement of equivalent quality or issue credit to the Customer for any goods found to be defective because of faulty maintenance by the Company or poor workmanship provided that: The Company is notified within 7 days that of the Customer first discovering any such defects The Goods have been used in an appropriate manner and/or as prescribed in the operating instructions (if any) The defective goods are returned to the Company at the Customer’s expense Examination by the Company of such goods discloses to its satisfaction that such defects exist and have not been caused by misuse, neglect, accident, improper storage insulation or handling or by any repair or alteration not effected by the Company; The Goods not having been modified or repaired otherwise than by the Company or otherwise interfered with; and The Customer shall pay to the Company the cost (as certified by the Company) of any examination of such Goods as a result of which the Company denies liability.


a) Punctual payment is the essence of the contract. Payment terms are 100% in advance. Where a credit account has been approved, settlement terms are Net 30 days from the date of invoice. The Company reserves the right to suspend deliveries where payment is not received in accordance with paragraph a) of this clause or in accordance with any terms of payment agreed in writing. Where payment is not made in accordance with sub clause a) above hereof the Customer shall pay interest on any unpaid amounts calculated at 3% above National Westminster Bank PLC’s base rate for the time being in force calculated on a daily basis.


If the circumstances or status of the Customer changes, for whatever reason, (e.g. bankruptcy or receivership, change of name, litigation by the Company or other parties etc.) then the Company reserves the right without prejudice to cancel or suspend trading with the customer including orders in progress and to demand immediate settlement in full of all outstanding invoices. Requests by a customer for cancellation or amendment of any order or for rescheduling of deliveries wil1 only be considered by the Company if made in writing and shall be subject to the written acceptance of the Company or if cancelled or rescheduled at the request of the customer, then the customer shall indemnify the Company against all loss costs (including the costs of the labour and materials used and overheads incurred) damages charges and expenses arising out of the order and the cancellation, amendment or re-scheduling thereof to be calculated at 25% of the value of the order with a minimum of fifty (50) UK pounds.


The company shall not be liable for the cancellation by it or any order or any unfulfilled part thereof or for effecting partial delivery if performance by the Company is prevented or delayed whether directly or indirectly by any case whatsoever beyond the reasonable control of the Company whether such cause existed or was foreseeable at the date of acceptance of the Customer’s order by the Company or not and without prejudice to the generality of the foregoing cause shall be deemed to prevent, hinder or delay the company if the Company is thereby prevented, hindered or delayed from fulfilling other commitments whether to the Customer or to third parties.


All software, including related documentation, is supplied under licence of the applicable ownership. Title or ownership of software does not transfer to the Customer under any circumstances.


a) The Company will indemnify the Customer for direct physical injury or death caused by defects in the equipment sold to the Customer or by the negligence of its employees in connection with the performance of their duties under this agreement. b) The Company will indemnify the Customer for damage caused to property caused by defects in the equipment sold to the customer or by negligence of the employees in connection with the performance of their duties under the agreement. The total liability of the Company under this sub clause shall be limited to one hundred thousand (100,000) UK pounds for any one event or connected events. In no event shall the company be liable for indirect or consequential expenses incurred or damages including but not limited to damages caused by loss of data and except as stated in a) or b) above the Company disclaims all liability to the Customer for any losses incurred by the customer as a result of any negligence or other tortious act by the Company its employees or agents


This agreement shall be governed and construed in accordance with English law and the Courts of England shall have jurisdiction to hear all disputes arising in connection with the agreement.