Terms & Conditions
- 1.1 “Company” shall mean Reach Retail Services, its successors and assigns or any person acting on behalf of and with the authority of Reach Retail Services.
- 1.2 “Customer” shall mean the person or entity described as such on the invoices, application for credit, quotation, or any other forms to which these terms and conditions apply, and shall mean any person acting on behalf of and with the authority of such person or entity.
- 1.3 “Guarantor” means that person (or persons), or entity, who agrees to be liable for the debts of the Customer on a principal debtor basis.
- 1.4 “Goods” shall mean Goods supplied by the Company to the Customer and are as described on the invoices, quotation, or any other forms as provided by the Company to the Customer.
- 1.5 “Price” shall mean the cost of the Goods as agreed between the Company and the Customer subject to clause 3 of this contract.
- 2.1 Any instructions received by the Company from the Customer for the supply of Goods and/or the Customer’s acceptance of Goods supplied by the Company shall constitute acceptance of the terms and conditions contained herein.
- 2.2 Upon acceptance of these terms and conditions by the Customer the terms and conditions are irrevocable and can only be amended with the written consent of the Company.
- 2.3 The company reserves the right to change these terms and conditions from time to time and the revised terms and conditions will take effect after notice is given.
- 2.4 The Customer undertakes to give the Company at least fourteen (14) days’ notice of any change in the Customer’s name, address and/or any other change in the Customer’s details.
3. PRICE AND PAYMENT
- 3.1 Every effort will be made to hold prices firm, however all prices are subject to alteration without notice. It is the responsibility of the customer to check prices before placing an order
- 3.2 Time for payment for the Goods shall be of the essence and will be stated on the invoice or any other forms. If no time is stated then payment shall be due thirty (30) days following the date of the invoice unless otherwise agreed in writing.
- 3.3 Payment will be made by credit card, EFT, direct debit or by any other method as agreed to between the Customer and the Company. VAT and other taxes and duties that may be applicable shall be added to the Price except when they are expressly included in the Price.
- 3.4 Full settlement in accordance with our terms is necessary to ensure continuity of supply.
- 3.5 The Company retains legal title to all goods supplied until payment of all monies due on the customer's account is received in full.
- 3.6 Invoice will be provided to the customer in electronic format.
4. DELIVERY OF GOODS
- 4.1 At the Company’s sole discretion delivery of the Goods shall take place when the Customer takes possession of the Goods at the Customer’s address
- 4.2 Once prior agreement is reached the company reserves the right to apply a delivery charge for some or all deliveries. Unless otherwise stated, a €10 delivery charge applies to all orders of value less than €100 (ex VAT).
- 4.3 The Customer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. In the event that the Customer is unable to take delivery of the Goods as arranged then the Company shall be entitled to charge a reasonable fee for re-delivery.
- 4.4 All daytime deliveries should be checked and signed for by the customer at the time of delivery. Any discrepancies should be noted on the driver's delivery docket at the time of delivery. No claims for damages, shortages or incorrect goods can be accepted after this time.
- 4.5 Any discrepancies for deliveries made to a closed outlet must be raised on the day of delivery.
- 4.6 Delivery of the Goods to a third party nominated by the Customer is deemed to be delivery to the Customer for the purposes of this agreement.
- 4.7 The failure of the Company to deliver shall not entitle either party to treat this contract as repudiated.
- 4.8 The Company shall not be liable for any loss or damage whatever due to failure by the Company to deliver the Goods (or any of them) promptly or at all.
- 5.1 While the Company retains ownership of the Goods until full payment is received, nonetheless, all risk for the Goods passes to the Customer upon delivery.
- 5.2 If any of the Goods are damaged or destroyed following delivery but prior to ownership passing to the Customer, the Company is entitled to receive all insurance proceeds payable for the Goods. The production of these terms and conditions by the Company is sufficient evidence of the Company’s rights to receive the insurance proceeds without the need for any person dealing with the Company to make further enquiries.
- 6.1 It is the intention of the Company and agreed by the Customer that ownership of the Goods shall not pass until: (a) the Customer has paid all amounts owing for the particular Goods, and (b) the Customer has met all other obligations due by the Customer to the Company in respect of all contracts between the Company and the Customer.
- 6.2 Receipt by the Company of any form of payment other than cash shall not be deemed to be payment until that form of payment has been honoured, cleared or recognised and until then the Company’s ownership or rights in respect of the Goods shall continue.
- 6.3 It is further agreed that until such time as ownership of the Goods shall pass from the Company to the Customer, the Company may give notice in writing to the Customer to return all or part of the Goods to the Company. Upon such notice the rights of the Customer to obtain ownership or any other interest in the Goods shall cease. If the Customer fails to return the Goods to the Company then the Company or the Company’s agent may enter upon and into land and premises owned, occupied or used by the Customer, or any premises as the invitee of the Customer, where the Goods are situated and take possession of the Goods
7. ORDER CANCELLATIONS
- 7.1 While every effort will be made to meet customers’ requirements, amendments or cancellation of any order, or any part thereof, can only be accepted by written agreement with the Company. Cancellation of an order may result in a charge to the customer of any or all costs incurred by the company, including order processing, packing, delivery and collection costs.
- 7.2 All Goods are purchased on a firm sale basis – no returns are accepted.
- 8.1 To the extent permitted by statute, no warranty is given by the Company as to the quality or suitability of the Goods for any purpose and any implied warranty is expressly excluded. The Company shall not be responsible for any loss or damage to the Goods, or caused by the Goods, or any part thereof however arising.
9. INTELLECTUAL PROPERTY
- 9.1 Where the Company has designed Goods for the Customer, then the copyright in those designs shall remain vested in the Company, and shall only be used by the Customer at the Company’s discretion.
- 9.2 Where any designs or specifications have been supplied by the Customer for manufacture by or to the order of the Company then the Customer warrants that the use of those designs or specifications for the manufacture, processing, assembly or supply of the Goods shall not infringe the rights of any third party and will not cause the Company to infringe any patent, registered design or trademark in the execution of the Customers order.
- 9.3 The Customer shall indemnify the Company against any claims by third parties for patent, trademark, design or copyright infringement, directly or indirectly arising out of the design, workmanship, material, construction, or use of the Goods or any other deficiency therein. Where the Customer has supplied drawings, sketches, files or logos to the Company, the Customer warrants that the drawings, sketches, files or logos do not breach any patent, trademark, design or copyright.
- 9.4 The Company may grant the Customer a licence to use the Intellectual Property referred to in clause 9.1 in relation solely to the operation of the Customer’s business however, the Customer shall not use nor make copies of such Intellectual Property in connection with any work or business other than the work or business specified in writing to the Company unless express approval is given in advance by the Company. Such licence shall terminate on default of payment or any other terms of this agreement by the Customer.
10. DEFAULT & CONSEQUENCES OF DEFAULT
- 10.1 If the Customer defaults in payment of any invoice when due, the Customer shall indemnify the Company from and against all costs and disbursements incurred by the Company in pursuing the debt including legal costs and the Company’s collection agency costs.
- 10.2 Without prejudice to any other remedies the Company may have, if at any time the Customer is in breach of any obligation (including those relating to payment), the company may suspend or terminate the supply of Goods to the Customer and any of its other obligations under the terms and conditions. The Company will not be liable to the Customer for any loss or damage the Customer suffers because the Company exercised its rights under this clause.
- 10.3 Without prejudice to the Company’s other remedies at law the Company shall be entitled to cancel all or any part of any order of the Customer which remains unperformed in addition to and without prejudice to any other remedies and all amounts owing to the Company shall, whether or not due for payment, become immediately payable in the event that: (a) any money payable to the Company becomes overdue, or in the Company’s opinion the Customer will be unable to meet its payments as they fall due; or (b) the Customer becomes insolvent, convenes a meeting with its creditors or proposes or enters into an arrangement with creditors, or makes an assignment for the benefit of its creditors; or (c) a receiver, manager, liquidator (provisional or otherwise) or similar person is appointed in respect of the Customer or any asset of the Customer.
- 11.1 Each clause of this contract is severable and distinct from the others. If any provision of these terms and conditions is or becomes invalid, void, illegal or unenforceable, the validity, existence, legality and enforceability of the remaining provisions shall not be affected, prejudiced or impaired.
- 11.2 These terms and conditions and any contract to which they apply shall be governed by the laws of Ireland and are subject to the jurisdiction of the courts of the Republic of Ireland.
- 11.3 The Company shall be under no liability whatever to the Customer for any indirect loss and/or expense (including loss of profit) suffered by the Customer arising out of a breach by the Company of these terms and conditions.
- 11.4 In the event of any breach of this contract by the Company the remedies of the Customer shall be limited to damages. Under no circumstances shall the liability of the Company exceed the Price of the Goods.
- 11.5 The Customer shall not be entitled to set off against or deduct from the Price any sums owed or claimed to be owed to the Customer by the Company.
12. FORCE MAJEURE
- 12.1 In the case of manufacturing or production stoppages due to fire, breakdowns, explosions, strikes, force majeure or any cause outside of the company's control, deliveries of any order may be suspended for the duration of the stoppage, and the company shall be under no liability for any reason.