Terms & Conditions

1. DEFINITIONS

1.1 Us/We/Avron/Our”shall mean Avron Trading Limited (registered number 04541189) (“Avron Trading Limited”) whose registered office is situated at 16 Progress Business Centre, Whittle Parkway, Bath Road, Slough, Berkshire, SL 1 6DQ
1.2 You/Buyer” shall mean the person, firm or company who places an order with Us.
1.3 Goods” shall mean the goods and/or services to be supplied by Us as identified on the Advice Note shipped with your goods.
1.4 Price List” shall mean Avron price lists published from time to time.
1.5 Contract” shall mean the contract between Us and You consisting of Your original order, any Order Acknowledgement, Advice Note and these conditions of sale in the Conditions”).
1 .6 Delivery Date”shall mean the date or period for delivery, if any, as stated in the Order Acknowledgement which may be issued by Us to You.
1.7 Order Acknowledgement”shall mean the order confirmation documentation, which may be issued by Us to You.
1.8 Price” shall mean the sum stated to be paid by You to Avron for the supply of Goods together with such other sums as may be payable to Us under these Conditions.
1.9 Associate# means any employee, agent or independent contractor of either party to this Contract.
1.1 0 Authorised Representative” means, the officer of either Party named in the Contract authorised to sign any variations to the Contract.
1.11 VAT” shall mean Value Added Tax.
1.12 Returns Request Form”shall mean the Avron form listing all goods advised by the customer for return.

2. GENERAL

2.1 The contract will be upon these Conditions which supersede all other terms and conditions including but not limited to: any descriptions, or statements as to the delivery, quality or performance of the Goods or their suitability for any purpose appearing in any advertisements, catalogues, or other literature relating to the Goods and override and exclude other terms and conditions, descriptions and statements as to the quality and performance or suitability of the Goods stipulated or referred to by You whether in the Order Acknowledgement, Advice Note or otherwise.

2.2 No representative or agent of Avron has any authority to agree any terms or make any representations that are inconsistent with these Conditions. We will not be bound by any statements made by any person purporting to act on our behalf as to these Conditions or any statements as to the delivery, quality, performance or suitability of the goods unless any such statement is specifically confirmed in writing by a duly authorised officer of Avron and annexed to the Contract.

2.3 If You place an order for delivery of Goods this shall (without prejudice to Clause 19 or any other manner in which acceptance of these Conditions may be evidenced) be deemed to constitute unqualified acceptance of these Conditions.

2.4 Any notice required to be served pursuant to these conditions shall be served as follows: 2.4.1 To Us – Avron Trading Limited, 16 Progress Business Centre, Whittle Parkway, Bath Road, Slough, Berkshire, SL 1 6DQ
2.4.2 To You – to such address as You may notify to Us of or in default of notification to the address from which the Goods are or were ordered or if You are a company, at our option to Your registered office.

3. TITLE IN PROPERTY

3.1 The property in the Goods shall remain with Us until You have paid to Us the Contract Price of all Goods supplied and all other sums owed by You at anytime to Us on any ground whatsoever (including, without prejudice to the generality of the foregoing, all sums owed to Us by You at any time in respect of any supply of goods under any other contract).

3.2 For the purpose of Clause 3 You undertake that until You have made payment in accordance with Clause 3.1:
3.2.1 not to remove, deface or cover up any identification marks on the Goods or marks indicating that the Goods are Avron’s property;
3.2.2 to store the Goods supplied by Avron separately from similar goods belonging to Yourself or others (at no cost to Us);
3.2.3 to irrevocably grant Us a licence to enter (either ourselves or by our servants or agents and with or with out vehicles)without notice upon land or premises owned, used or occupied by You for the purpose of our taking possession of Goods belonging to Us.
3.2.4 to agree to render without charge all assistance as We (or our servants or agents) may reasonably request for the purpose of identifying and taking possession of Goods, which are our property.
3.2.5 until such title passes You shall hold the Goods in a fiduciary capacity on trust for Us.
3.2.6 You shall maintain the Goods in a satisfactory condition and keep the Goods insured against loss and damage for their full price against all risks to the reasonable satisfaction of Avron and You will whenever requested by Avron produce evidence of such policy and the payment of any premiums due and You will not do anything to invalidate such insurance. All monies paid under such policy in respect of loss or damage to the Goods shall be applied in replacing the Goods PROVIDED ALWAYS that where the monies paid are less than the replacement value of the Goods or any part there of, You shall be liable to pay the balance.

3.3 You may resell the Goods before ownership has passed to You provided that any such sale will be effected in the ordinary course of Your business at full market value and You will account to Us accordingly, and any such sale will be a sale of Avron property on Your own behalf and You will deal as principal when making such sale.

3.4 You undertake that in the event that You sell any of the Goods supplied by Us (whether or title has passed) You will sell those Goods (of the type required for the particular sale) as have at the material time been longest in Your possession.

4. CONTRACT PRICE

4.1 The price payable shall be the price shown in the Avron Price List (available on request) current at the date of Your acceptance of the order, subject to additional pre-agreed terms as notified to You in writing.
4.2 Prices are exclusive of freight, carriage and VAT.
4.3 All Prices may be subject to alteration without notice.
4.4 Special Orders placed with Avron may be subject to variances from the current Price List. Quotations of special order prices will be given at the time of order placement and will be deemed to be binding solely for that particular Special Order.

5. PAYMENT TERMS

5.1 Avron shall be entitled to raise an invoice for the Goods upon delivery.

5.2 Subject to an express agreement with Us in writing, You shall pay Avron in full by the end of the month
following the month of our invoice. lime for payment shall be of the essence.

5.3 Until payment in full has been received Avron reserves the right to:
5.3.1 charge interest on a daily basis on all sums not received by the due date at the rate of 2% per annum
above the current base lending rate of LloydsTSB whether before or after judgement;
5.3.2 withhold or suspend performance of any contractual obligation to You without notice, while any account with Us remains overdue;
5.3.3 terminate the Contract if the delay in payment exceeds thirty (30)days; and
5.3.4 charge You for all costs incurred during the recovery of an outstanding debt.

5.4 No payment will be deemed to have been received until Avron has received it in cleared funds.

5.5 All sums payable under the Contract will become due immediately upon termination of the Contract.

6. PASSING OF THE RISK

6.1 Risk in the Goods will pass to You upon delivery as defined in Clause 7 below or if earlier when they are placed at Your disposal. Goods shall be deemed delivered to You upon the first in time to occur of delivery to the address specified by You(either by Us, our delivery agent or by a carrier) or on delivery to Your agent. We shall been titled to make delivery by instalments in which case each instalments shall be regarded as constituting a separate agreement to which these Conditions apply.

7. DELIVERY

7.1 If a Delivery Date has been included in the Order Acknowledgement then the following provisions apply: (Otherwise any date or period for delivery shall be considered as indicative only and not contractually binding upon Us.)

7.2 The Delivery Date shall only constitute a warranty and not a condition of the Contract, time shall not be considered to be of the essence and You shall not have the right to reject the Goods or terminate the Contract by reason of any delay in delivery.

7.3 If We are delayed in the performance of the Contract by any act or default on Your part, or any industrial dispute or any circumstance beyond our reasonable control, then the Delivery Date shall be extended by such period as may be reasonable.

7.5 Orders with a value of £750 or less will be consolidated with other orders placed by You and shipped once the total value exceeds £750.

7.6 Orders, which are forwarded through third party carriers, may be subject to an additional carriage charge at the prevailing rate at the time of Your order. You will be notified of this additional charge on Your Order Acknowledgement.

8. ACCEPTANCE

8.1 You must upon receipt inspect all Goods and inform Us in writing within three (3) days of such receipt if a claim for damage or loss in transit of the Goods is to be made. In respect of Your obligations here under time shall be of the essence. In the event of non-delivery, You must give written notice to Us immediately upon whichever shall be the earlier of receipt of our invoice or, where an estimated arrival time has been given, upon expiry of that time. NO CLAIMS WILL BE CONSIDERED AND NO LIABILITY ACCEPTED BY US UNLESS NOTIFICATION IS RECEIVED WITHIN THE TIME SPECIFIED UNLESS OTHERWISE REQUIRED BY LAW. THIS DOES NOT AFFECT YOUR STATUTORY RIGHTS.

8.2 If You notify Us of damaged Goods, in accordance with the provisions of Clause 8.1,We shall be given the opportunity to inspect the Goods, and if reasonably satisfied that the Goods are not in accordance with the Contract for a reason for which We are responsible, shall at our option credit, repair or replace such Goods.

8.3 At our request You shall return any Goods, which We consider not to be in accordance with the Contract to Us at our expense. We shall be responsible for all costs involved in the repair and replacement of such Goods and for their re-delivery to You.

8.4 If We fail within a reasonable time to repair or replace the Goods as required under Clause 8.2 above, You shall have the right to purchase replacement Goods of the same or similar description and to recover from Us:
8.4.1 any payments made by You in respect of the rejected Goods;
8.4.2 the difference, if any, between the price of the rejected goods and the price of replacement Goods.

8.5 Avron shall in no circumstances be liable to You by reason of any representation (unless fraudulent) or any implied warranty, condition or other term, or any duty at common law or under the express terms of the Agreement for any indirect or consequential loss or damage, including in particular, loss of anticipated profits, goodwill or reputation,{whether caused by the negligence of either party or its Associates) which arise out of or in connection with the supply of Goods or their use by You under these Conditions.

9. RETURNED GOODS

9.1 Save as otherwise provided in Clause 8, You acknowledge and agree that You shall not be entitled to reject the Goods for breach of any terms of the Contract, and that damages shall be the appropriate remedy.

9.2 All Goods which are subsequently returned under these Conditions will only be credited provided that:
9.2.1 Any claim by You shall be investigated by Avron as to the validity of the claim in accordance with Avron’s time to time.
9.2.2 The Goods have been made available for collection within five (5) working days from the date of dispatch. We reserve the absolute right to decline to accept goods not returned within this time limit.
9.2.3 The Goods will only be accepted for return when an authorised Returns Request Form has been processed.
9.2.4 At our sole discretion, We may accept goods returned later than five (5) days after the date of dispatch, in which case a handling charge of 25% will be payable by the Buyer when the Goods are returned to the Seller. The handling charge will be quoted as a percentage of the net invoice value of the Goods returned.
9.2.5 The goods have been repacked in the manner in which they were delivered to You.

10. DESCRIPTION

10.1 Avron shall as soon as is practicably possible notify You of any proposed improvements, modifications or changes to the components or material composition of the Goods.

10.2 The Goods are not tested or sold as fit for any particular purpose as this will vary according to Your requirements and You must rely on Your own skill and judgement and enquiries in deciding whether the Goods are fit for a particular purpose. You acknowledge that You are in the best position to make these decisions.

10.3 All samples, drawings, descriptive matter and advertising issued by Us (or the manufacturer of the Goods) and any description or illustration contained in our catalogues or other literature are issued or published for the sole purpose of giving an approximate idea of the Goods represented by or described in them. They will not form part of the Contract and this is not a sale by sample.

11. LIMITATION OF LIABILITY

11.1 Our obligations and liabilities in respect of the description of the Goods, the quality of the Goods or their fitness for purpose are limited to those which are expressly stated in Clause 8.

11.2 neither party shall be liable to the other for any indirect or consequential loss or damage, loss of profit, loss of use or production or of contracts which the other may suffer arising out of any breach by a party of its obligations under the Contract and whether the same be due to negligence of that party or not.

12. LICENCES AND CONSENTS

If a licence or consent of any government or other authority is required for the acquisition, carriage or use of Goods by the Buyer, the Buyer shall obtain the licence or consent at its own expense and if requested produce evidence of it to the Seller on demand.

13. HEALTH AND SAFETY

13.1 The Parties shall comply with all current Safety and Environmental legislation in the performance of this Contract.

13.2 You shall advise Avron what safety requirements and obligations apply to Your business and premises under Health and Safety legislation or regulations.

14. TERMINATION PROVISIONS

14.1 Avron may terminate the Contract with immediate effect by notice in writing to You on or at any time after the occurrence of any of the following default events:
14.1.1 A receiver or administrative receiver is appointed in respect of the Buyer or over all or part of the Buyer’s assets or undertakings if the Buyer becomes bankrupt;
14.1.2 The Buyer announces that they have ceased to trade or intend to cease to trade;
14.1.3 The Buyer suspends payments of their debts or is unable to pay or admit or state their inability to pay their debts as they fall due.
14.1.4 The Buyer disposes or threatens to dispose of all or a material part of their assets whether by one or a series or transactions (other than for the sole purpose of and followed by their reconstruction or amalgamation, approved by the Seller);
14.1.5 The Buyer convenes, calls or holds a meeting of their creditors or makes any arrangement, voluntary arrangement or composition with their creditors;
14.1.6 The Buyer’s directors make or state an intention to make or give notice of a proposal in relation to the Buyer for a voluntary arrangement under Part 1 of the Insolvency Act 1986;
14.1.7 A petition is presented for the Buyer’s winding-up or administration;
14.1.8 A resolution (other than for the sole purpose of and followed by reconstruction or amalgamation, approved by the Seller) is passed for the Buyer’s voluntary winding up;
14.1.9 The Buyer is dissolved;
14.1.10 The Buyer suffers the levy or enforcement of any execution, distress, sequestration, detention or other process on any property or premises.

14.2 The termination of this Agreement howsoever arising is without prejudice to the rights duties and liabilities of either party accrued prior to termination. The clauses in this Agreement which expressly or impliedly have effect after termination shall continue to be enforceable not withstanding termination.

15. SET OFF

You shall make no reduction from the amount payable under each invoice on account of any set-offs or claim or counter-claim unless both the validity and the amount thereof have been admitted by an Authorised Representative of Avron in writing.

16. INTERPRETATION

These Conditions are governed in all respects by English Law and the Buyer submits to jurisdiction of the English Courts.

17. CONSTRUCTION

If any of the provisions of these Conditions are held to be invalid for any reason then these Conditions shall be read as if the invalid provisions had to that extent been deleted and the validity of the remaining provisions of these Conditions shall not be affected.

18. BUYER CONDITIONS OF PURCHASE

In all instances the Conditions stated herein override any separate Terms and Conditions of Purchase stated by You.

19. VARIANCES TO STANDARD CONDITIONS OF SALE

We reserve the right to vary these Conditions. You will be notified of any variation in writing and any variation will only apply in respect of Goods purchased following such notification.

20. VAT

20.1 All sums due to either Party under the Contract are exclusive of VAT or other similar sales taxes which shall be paid by You.

20.2 Where under the Contract one Party has agreed to reimburse or indemnify the other in respect of any payment made or cost incurred by the other then the first party shall also reimburse any VAT paid by the other which forms part of its payments or costs incurred to the extent that such VAT is not available for credit for the other under sections 25 and 26 of the Value Added Tax Act 1994.

20.3 Prices are subject to any changes to the rate or applicability of VAT.

N.B.

The company reserves the right to change, amend or modify any or all products, packaging & specifications without prior notification.
There are laws regarding lighting on vehicles, some items in this catalogue are intended for show or off-road use only. Please check laws and regulations for on-road use. Avron accept no responsibility for improper use of any of the products.

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