Terms & Conditions of Sale

1. Definitions

Company means Toolsaver Limited.

Customer means the person, business, company or organisation purchasing goods from the Company.

Goods means all products supplied by the Company.

2. Orders

2.1 All orders are subject to acceptance by the Company.

2.2 An order acknowledgement or confirmation of receipt does not constitute acceptance of an order.

2.3 The Company reserves the right to refuse, cancel or amend any order where a pricing error, stock discrepancy, product description error or other genuine mistake has occurred.

2.4 Product images, descriptions, specifications and dimensions shown on the Company's website, catalogues or promotional material are provided for guidance only and may vary from the actual product supplied.

2.5 All goods are supplied to resellers for their intended purpose and ordinary usage only.

3. Pricing

3.1 All prices are shown exclusive of VAT unless otherwise stated.

3.2 The Company reserves the right to amend prices without prior notice.

3.3 Promotional prices, discounts and special offers may be withdrawn at any time unless otherwise agreed in writing.

3.4 Any discount offered for prompt payment shall be withdrawn if payment is not received within the agreed terms.

4. Payment Terms

4.1 Unless otherwise agreed in writing, payment is due immediately prior to collection or delivery.

4.2 Approved credit account customers shall pay invoices no later than the end of the month following the month of invoice.

4.3 The Company reserves the right to withdraw credit facilities, amend credit limits, suspend deliveries or require payment in advance at any time.

4.4 The Company reserves the right to charge interest and statutory compensation on overdue accounts in accordance with the Late Payment of Commercial Debts (Interest) Act 1998.

4.5 The Customer shall be responsible for all reasonable costs incurred by the Company in recovering overdue debts.

5. Delivery

5.1 Delivery dates and times are estimates only and are not guaranteed.

5.2 The Company shall not be liable for any loss, costs or damages arising from delayed delivery.

5.3 Delivery shall be deemed complete when the Goods are delivered to the Customer's premises or other agreed delivery location.

5.4 The Customer must inspect all Goods upon receipt.

5.5 Any shortages, damages or delivery discrepancies must be reported to the Company within 48 hours of delivery.

5.6 Failure to notify the Company within the stated period may affect the Company's ability to investigate or resolve any claim.

6. Risk and Title

Risk

6.1 Risk in the Goods passes to the Customer upon delivery.

6.2 From the time of delivery, the Customer shall be responsible for all loss, damage or deterioration of the Goods.

Retention of Title

6.3 Ownership of the Goods shall remain with the Company until full payment has been received for all amounts owed by the Customer.

6.4 Until ownership passes:

• The Customer shall store the Goods separately where reasonably practicable.
• The Customer shall take reasonable care of the Goods.
• The Customer shall permit the Company to inspect the Goods upon reasonable notice.

6.5 The Customer may resell the Goods in the ordinary course of business prior to payment, provided such resale is conducted as principal and not as agent of the Company.

6.6 If the Customer fails to make payment when due, the Company reserves the right to recover possession of any unpaid Goods and may enter the Customer's premises, with reasonable notice where legally required, for that purpose.

7. Returns and Faulty Goods

7.1 No Goods may be returned without prior authorisation from the Company.

7.2 The Company reserves the right to apply a handling or restocking charge for goods returned in good condition.

7.3 Goods specially ordered, customised, non-stock items or discontinued products are not eligible for return.

7.4 Faulty goods shall be assessed in accordance with the relevant manufacturer's warranty procedures where applicable.

7.5 The Customer must provide sufficient information to enable the Company to investigate any alleged defect.

8. Warranty

8.1 The Company will pass on the benefit of any manufacturer's warranty where applicable.

8.2 Except where expressly stated, the Company gives no additional warranty beyond that provided by the manufacturer.

8.3 The Customer is responsible for ensuring that Goods are suitable for their intended application.

9. Limitation of Liability

9.1 Nothing in these Terms shall exclude or limit liability for death or personal injury caused by negligence, fraud or any liability that cannot be excluded by law.

9.2 Subject to clause 9.1, the Company's liability arising out of or in connection with the supply of Goods shall not exceed the purchase price of the Goods giving rise to the claim.

9.3 The Company shall not be liable for:

• Loss of profit;
• Loss of business;
• Loss of anticipated savings;
• Loss of contracts;
• Indirect or consequential loss;
• Third-party claims arising from use of the Goods.

10. Force Majeure

10.1 The Company shall not be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including but not limited to acts of God, severe weather, industrial disputes, supply chain disruption, transport delays, utility failures, cyber incidents or government restrictions.

11. Data Protection

11.1 The Company shall process personal data in accordance with applicable UK data protection legislation.

11.2 Details of how personal data is collected and used can be found in the Company's Privacy Policy.

12. Website Use

12.1 Information displayed on the Company's website is provided in good faith but may be amended without notice.

12.2 Stock availability shown online is indicative only and does not guarantee availability.

12.3 The Company reserves the right to correct any website errors, inaccuracies or omissions at any time.

13. General

13.1 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

13.2 Failure by the Company to enforce any provision shall not constitute a waiver of its rights.

13.3 These Terms constitute the entire agreement between the Company and the Customer relating to the sale of Goods.

14. Governing Law

14.1 These Terms and Conditions shall be governed by and construed in accordance with the laws of Scotland.

14.2 The parties submit to the exclusive jurisdiction of the Scottish courts.