WEBSITE TERMS AND CONDITIONS OF SALE FOR REGISTERED BUSINESS CUSTOMERS
1.1 These conditions, together with the documents expressly referred to in it, tells you information about us and the legal terms and conditions (Terms) on which we sell any of the goods (Goods) listed on our website to you.
1.2 Please read these Terms carefully and make sure that you understand them, before ordering any Goods from our website. Please note that by ordering any of our Goods, you agree to be bound by these Terms and the other documents expressly referred to in it.
1.3 You should print a copy of these Terms or save them to your computer for future reference. We amend these Terms from time to time. Every time you wish to order Goods, please check these Terms to ensure you understand the terms which will apply at that time.
1.4 Any communications between us, and these Terms, shall be in the English language only.
2. INFORMATION ABOUT US
2.1 We operate the website TheToolsStore and Atlastools In these terms “we”, “our” and “us” means: Atlas Copco Ltd, a company registered in England and Wales under company number 159809 and with our registered office at Swallowdale Lane, Hemel Hempstead, Herts, HP2 7EA. Our main trading address is the same. Our VAT number is 207546371.
2.2 References to “you” and “your” when used in these Terms are to you as our registered business customer.
2.3 To contact us, please see our Contact page.
3. USE OF OUR WEBSITE
4. HOW THE CONTRACT IS FORMED BETWEEN YOU AND US
4.1 These Terms apply to the contract between you and us to the exclusion of any other terms that you may seek to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
4.2 The steps you need to take to place on order on our website are shown on each product’s webpage.
4.3 Our order process allows you to check and amend any errors before submitting your order to us. Please take the time to read and check your order at each page of the order process.
4.4 After you place an order, you will receive an e-mail from us acknowledging that we have received your order. However, please note that this does not mean that your order has been accepted, whether or not your order is based on a quotation. Our acceptance of your order will take place as described in clause 4.5.
4.5 We will confirm our acceptance to you by sending you an e-mail confirming the order (Order Confirmation). The Contract between us will only be formed when we send you the Order Confirmation.
4.6 Only such Goods as are specified in our Order Confirmation are included in the scope of the contract of sale. Any representations or warranties made or given by us or anyone acting on our behalf are expressly excluded unless they are included in our Order Confirmation.
4.7 When the order is despatched we will advise you that the Goods have been dispatched and provide a full VAT invoice.
4.8 If we are unable to supply you with a product, for example because that product is not in stock or no longer available or because of an error in the price on our website as referred to in clause 7.3, we will inform you of this by e-mail. If you have already paid for the Goods, we will contact you to offer an equivalent product or refund you the full amount as soon as possible.
5.1 All drawings, descriptive matter, weights, dimensions and specifications supplied by us are approximate only unless otherwise stated and all descriptions and illustrations contained in our catalogues, price lists and advertising matter are by way of general description, are approximate only, and in no way are binding on us. We will supply a set of certified outline drawings after conclusion of the contract and on your request if separately contracted so to do.
5.2 The images of the Goods on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that your computer’s display of the colours accurately reflect the colour of the Goods. Your Goods may vary slightly from those images.
5.3 All Goods shown on our website are subject to availability. We will inform you by e-mail as soon as possible if Goods you have ordered are not available and we will not process your order if made.
5.4 You shall be responsible for ascertaining whether the capacity and performance of the Goods are sufficient and suitable for your purpose.
5.5 We shall not be obliged to alter the performance or features of the Goods following our Order Confirmation unless, at our absolute discretion, we agree in writing to do so and subject to the payment by you of an extra charge.
Our Goods are carefully inspected, and where practicable, submitted to our standard tests at our works before despatch.
7.1 All prices quoted by us are exclusive of carriage and packing costs and exclusive of VAT, unless otherwise stated.
7.2 Our prices are subject to alteration without notice and, unless otherwise agreed in writing, Goods will be sold at the prices applicable at the date of despatch.
7.3 Our website contains a number of Goods. It is always possible that, despite our best efforts, some of the Goods on our website may be incorrectly priced. If we discover an error in the price of the Goods you have ordered we will inform you by email of this error and we will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled after five working days and notify you in writing. Please note that in the event of a pricing error, including errors that are obvious and unmistakeable and which could have reasonably been recognised by you as a mispricing we do not have to provide the Goods to you at the incorrect (lower) price.
8.1 Payment for the Goods is made when you place your order with us.
9.1 We shall endeavour to deliver the Goods within the time stated in our Order Confirmation or otherwise agreed by us, but we shall not be liable for late delivery. In the event of late delivery, we shall have no liability and delay in delivery shall in no case entitle you to cancel the order unless such cancellation is agreed by us in writing.
9.2 If you fail to give us proper delivery instructions when required or to accept delivery of the Goods when tendered in accordance with these Terms, you shall be liable for all storage and other costs incurred by us as the result of such failure which shall be immediately due and payable on demand, but such liability shall not affect your obligation to purchase the Goods and our right to claim damages for breach of such obligation.
9.3 In the event that the Goods are delivered at a time and place agreed with you but you or your representative is not present when the Goods are so delivered we reserve the right to deposit such Goods at the specified place and shall have no liability in respect of loss or damage resulting therefrom.
10. DAMAGE IN TRANSIT
10.1 We shall have no liability in respect of Goods lost or damaged in transit unless such loss or damage shall occur prior to delivery and:
10.1.1 in the case of a whole consignment failing to arrive, you give us notice in writing within 14 days of receipt of our invoice or despatch note; or
10.1.2 in any other case, you give us notice in writing within seven days of the receipt of the Goods.
10.2 Subject to paragraph 10.1, our liability in respect of Goods lost in transit shall be limited to replacing such Goods and our liability in respect of Goods damaged in transit shall be determined in accordance with clauses 11 and 13.
11.1 You shall not be entitled to reject the Goods unless:
11.1.1 Within 14 days after delivery of the Goods you give us notice in writing that the Goods are defective;
11.1.2 You shall have provided us with such access to the Goods as we require and we have failed to remedy the defect within 14 days after receipt of your notice or such longer period as agreed between us;
11.1.3 The defect materially affects the performance of the Goods; and
11.1.4 The defect is covered by our guarantee in clause 13.
11.2 In the event that you reject the Goods, we shall have no liability to you except for the return of any payments you made to us in respect of the purchase of the Goods.
12. TITLE AND RISK
12.1 We shall retain title to the Goods until you have paid us in full for all sums due to us on any account whatsoever.
12.2 Clause 12.1 shall not prevent you from embodying the Goods in any products so long as they remain identifiable or from selling the Goods or any products embodying the Goods but, in the event of such sale (to the extent of your indebtedness to us in respect of the Goods) you:
12.2.1 Shall hold the proceeds of sale or the right to receive the same on trust for us;
12.2.2 Shall place the proceeds of sale in a separate account you control in such a way as to be identifiable as in our beneficial ownership; and
12.2.3 At our request, shall assign the right to receive the proceeds of sale to us.
12.3 In the event that you suffer any distress or execution to be levied against you or entering into any arrangement with your creditors or (being an individual) becoming subject to the bankruptcy laws or (being a company) entering into liquidation otherwise than for the purposes of amalgamation or reconstruction or having a receiver appointed of the whole or any part of its assets, we, without prejudice to our other rights under these Terms, shall be entitled to enter upon any land or premises where the Goods or any products embodying the Goods may be for the time being, to detach the Goods if so embodied and to recover possession of them.
12.4 The risk in the Goods shall pass to you on delivery.
13. GUARANTEE AND LIMITATION OF LIABILITY
13.1 The provisions of this clause shall apply except insofar as any statute or regulation shall provide to the contrary and shall not affect your statutory rights.
13.2 Subject to clauses 10.1 and 11, we shall, at our option, repair, replace or credit you with the whole or a due proportion of the purchase price of any Goods supplied to you by us in respect of which any defect shall arise due to faulty materials or workmanship, provided that:
13.2.1 The defect becomes apparent within 12 months from the date of delivery;
13.2.2 You give notice of the defect to us in writing within 14 days after the defect becomes apparent;
13.2.3 The defect is not attributable to misuse, failure to comply with our instructions regarding storage, operation or maintenance, damage caused by any factors beyond our control, or fair wear and tear;
13.2.4 The Goods have not been repaired or altered without our written approval; and
13.2.5 You provide us with such access to the Goods as we require or, at our request, return the Goods to us for inspection.
13.3 We shall have no liability to you for any information or advice given to you in connection with the Goods, unless confirmed in the Order Confirmation.
13.4 Except as provided in clauses 10, 11 and 13, we shall have no liability to you in respect of any defect in the Goods, and all conditions and warranties, whether express or implied, as to the quality of the Goods, their fitness for any particular purpose, or their design, manufacture, materials, components, specification and performance are excluded. Further, we shall have no liability for any loss of production, loss of profit, loss of use, loss of contracts or any other consequential, economic or indirect loss whatsoever suffered by you as a result of any defect in the Goods.
13.5 We shall have no liability to any third party for any injury, damage or loss caused directly or indirectly by the Goods, whether as a result of their operation or use or otherwise and whether as a result of any defect therein or otherwise, and you shall indemnify us against any claim arising from any such injury, damage or loss.
Returns of Goods not suffering from defects will only be accepted by us with our prior written agreement. All items which are accepted as returns will be subject to a handling charge, and must be forwarded to our address listed at clause 2.1 at your expense.
Any dispute between us shall be determined in accordance with the provisions of the Arbitration Act 1996 or any statutory modification or re-enactment thereof by a single arbitrator to be agreed upon between the parties or failing agreement to be appointed by the President for the time being of the Institution of Mechanical Engineers.
16. FORCE MAJEURE
Notwithstanding the provisions of any other term of the contract, a party shall not be regarded as in breach thereof to the extent that such party is prevented from or hindered in fulfilling its obligations by any circumstances outside its reasonable control (including strikes, lockouts, shortages of materials, delays in transportation or governmental regulations) provided that such party shall have given written notice to the other party of such circumstances within a reasonable time after learning of them. If such circumstances shall continue to prevent or hinder the performance of the contract by such party for more than three months then the other party may by written notice terminate the contract with regard to the unperformed portion thereof.
17. LEGAL CONSTRUCTION
The contract shall in all respects be governed by and construed in accordance with English Law.