1 Definitions in these terms and conditions
1.10 “Seller” means Vanalstynes Optical Manufacturers Limited.
1.20 “Buyer” means the person by whom an Order is given to the seller, and if more than one, the provisions hereof shall be binding on them, jointly and severally.
1.30 “Order” means the Order placed by the Buyer on the Seller for the supply of the Goods/Services.
1.40 “Goods/Services” means the articles described in the Order.
1.50 “Specification” means the technical description (if any) of the Goods/Services referred to in the Order.
2.10 These conditions apply to all Goods/Services supplied by the Seller to the Buyer.
2.20 All quotations and orders are subject to these conditions unless specifically excluded in writing between both parties.
2.30 The Buyer shall determine the suitability of the Goods/Services for its purposes, and should not rely upon the Seller, unless fully documented testing has been sought and approved in writing.
2.40 The Seller will use its best offices to ensure that the Goods/Services provided meet specified technical parameters.
3.10 The Price is that sum quoted or agreed between the Seller and the Buyer in writing, or at the current prevailing price list.
3.20 The Seller will be entitled to make additional charges for handling, packaging and delivery as is deemed appropriate.
3.30 The prices are correct at time of print, prices are subject to change in line with market activity without prior notice.
4 Delivery and Risk
4.10 The Seller will make every endeavour to meet agreed delivery schedules, but absolute delivery times shall not constitute a condition of supply.
4.20 Late delivery shall not constitute grounds for cancellation of orders or supply.
4.30 The Seller cannot be held responsible for any delay in process/supply due to circumstances beyond its immediate control.
4.40 Goods/Services will be delivered by reputable carriers; we shall be reliant upon, and bound by their Terms and Conditions. Any claims will only be considered up to replacement value, without liability for consequential loss.
4.50 The Buyer must inform the Seller within 7 days, in writing, of any loss or damage, hold the Goods for inspection, and ensure all delivery notes are properly endorsed where damage or loss is apparent on delivery.
4.60 Risk passes to the Buyer on receipt of consignment.
5.10 Adherence to agreed payment terms is a fundamental part of the supply contract.
5.20 All invoices are payable, in full, as per the agreed terms, or no later than the 28th day following date of invoice.
5.30 In the event of the Buyer failing to make payment by the due date, the Seller may charge the Buyer interest on any amount outstanding at a rate of 2% per annum over National Westminster Bank PLC base rate or other similar rate which may be in force from time to time until payment in full shall have been made and the Buyer shall further pay such costs as the Seller may incur in recovering such payment on an indemnity basis.
5.40 The Seller reserves all rights in the event of payment default to suspend supply or apply any other remedy to recover debts or Goods, until payment has been made in full.
5.50 The Buyer shall not be entitled to set off or deduct any sums owing to it by the Seller from any sums it owes the Seller.
5.60 Failure by the Buyer to meet payment terms will nullify any supply or service contracts.
6 Retention of title
6.10 Title of the Goods/Services will only pass to the Buyer when full payment has been received.
6.20 The Seller reserves the right to recover Goods/Services which the buyer has not paid for within the payment terms.
6.30 The Seller reserves the right to hold the Buyers’ Goods/Services as security against default of payment on previous supply.
7.10 The Seller, at its discretion, reserves the right to replace or rework any or all defective supplies, with no admission of consequential liability.
7.20 The Seller is not liable for any Buyers’ misuse, damage or omission, which causes a default in specification or supply.
7.30 Any Goods/Services replaced by the Seller, for whatever reason, become the property of the Seller, without any ties.
7.40 The Seller will endeavour to supply Goods/Services fit for the implied purposes of use.
7.50 The Seller cannot be held liable for consequential damages or responsibility, once the Goods/Services are out of its control.
8.10 The Seller shall have the right to cancel or terminate any supply of Goods/Services in the knowledge of any material change in circumstances to the Buyer.
8.20 The Buyer may not abort or cancel a Supply contract without informing the Seller, in writing, and providing indemnity for any loss or expense incurred.
9 The Law
9.10 These Terms and Conditions, Contracts and Supply of Goods/Services are construed under the Laws of England, and the Buyer agrees to be bound by them.
9.20 Forbearance or indulgence on the part of the Seller, on any matter, does not prejudice any rights or conditions contained in these Terms and Conditions.
10 Optical Manufacturing
10.10 Optical coating and associated processes are by their very nature, delicate, technical and subject to many varied internal and external conditions. Process applications may vary dependent on lens substrate, existing surface treatments and lens format.
10.20 The Buyer is obligated to advise and supply to the Seller, all material information/specification regarding materials to be processed, including known hazards.
10.30 The Seller cannot be held responsible for any acts of omission on behalf of the Buyer. Lens are delicate and subject to inherent faults, damage and breakage.
10.40 The Seller will at all times, handle Buyers Goods/Services according to industry best practice, and apply due care to all processes undertaken.
10.50 The Seller reserves the right to refuse to handle, process or receive and Goods which it believes to be inappropriate, dangerous or neconomic.
10.60 The Seller cannot guarantee processes on substrates or Goods which have not been tested, do not carry full specification or are defective in any way.
10.70 The Buyer should be aware and acknowledge its responsibilities and risks associated with the manufacturing processes, and do everything in its power to minimise risks to both parties.
10.80 The Buyer should supply all relevant frame information to enable the seller to produce the best cosmetic lens form when surfacing lenses.