Terms and Conditions

MIDLAND CLEANING SUPPLIES LIMITED
TERMS AND CONDITIONS FOR THE SALE OF GOODS

1. General
All goods sold by Midland Cleaning Supplies Limited and any division of Midland Cleaning Supplies
Limited (hereinafter called “the Company) are sold subject to these Terms and
Conditions.

2. Interpretation
In these conditions the following words have the following meanings.
a. The Buyer: the person(s), firm or company who purchases the Goods
from the Company;
b. The Company: Midland Cleaning Supplies Limited
(Company registration number 06536835);
c. Contract: any contract between the Company and the Buyer for the sale and

purchase of the Goods, incorporating these conditions;
d. Delivery Point: the place where delivery of the Goods is to take place
under condition 4:
e. Goods: any goods agreed in the Contract to be supplied to the Buyer by the

 Company (including any parts of them)

3. Quotations and Prices
All quotations of price (whether written or oral) are subject to withdrawal or
amendment by the company at any time prior to receipt by the Company of an
acceptance and thereafter are subject to correction of errors at any time.
If the Company has not received an acceptance within 30 days of the date of
the quotation, shall be deemed to have lapsed.
The prices quoted by the Company’s Representatives are subject to stock
availability, and whilst every endeavour will be made to supply at quoted
prices, the Company reserves the right to revise prices without prior notice. In
particular, should any increase occur in the cost of labour, materials, transport
and all or any other direct costs between the date of quotation and despatch of
the goods, the Company reserves the right to adjust the contract price accordingly.
The price payable for the Goods you order is as set out in our web site at the time
you place the order or, if you order the Goods from one of our catalogues, as set out

 in the current edition. VAT will be added when applicable.
All descriptions, dimensions, particulars, weights and specifications submitted by
the Company are deemed to be approximate only, as are the details given in any
Company catalogue, website, price list and advertising, and do not form part of the
contract.

4. Payment
Payment for goods shall be made by cash with order unless credit terms have
been arranged in which event, payment for goods supplied under the contract shall
be made within 30 days of date of invoice, unless otherwise
explicitly stated on the face of the invoice.
Where the buyer is making payment using a credit or debit card validation will be
sought from the Card Issuer. In addition, in the interest of preventing fraudulent use
of credit, debit and charge cards, the Company will validate the names, addresses
and other information supplied during the order process against commercially
available records. A third party may also be instructed to complete these checks on
behalf of the Company.
Credit account customers may be scrutinized by all or some of the methods listed
in the previous paragraph. By ordering from the Company you consent to such
checks being made. The Company may need to contact you by letter, telephone or
e-mail to verify details before we are able to process and dispatch your order or we
may be unable to accept your order.
If payment of the price or any part thereof is not made by the due date, the
Company shall be entitled without prior notice and without affecting other rights
hereunder:-
i. To charge interest upon the outstanding amount at the rate of 2.5% per
month accruing daily
ii. To cancel or suspend delivery of any goods ordered by the customer which
have not been delivered without incurring any liability to the customer
iii. The customer shall have no right of set-off in respect of any claim it may
make against the Company.
The time for performance of the customer’s obligations (whether as to payment
of otherwise) shall be of the essence so that failure to perform shall entitle the
Company at its option to treat the contract as repudiated by the Customer and in
the event that invoices remain outstanding following the agreed credit terms then
all invoices then in existence, whether or not due for payment, will immediately
become due and payable.
The Company shall have a right of set-off against any sums due by the Company or
any of its associated companies to the Customer.

5. Delivery
The Company will endeavour to deliver the goods in accordance with our delivery
terms, and to comply with reasonable delivery instructions; but any specified
time of delivery shall not be of the essence of the contract and the Company shall
not be liable for late delivery howsoever caused nor shall such failure to deliver be
deemed to be a breach of any contract.
The buyer must ensure that someone is on site to accept and sign for the goods
being delivered.
The company does not provide an installation service.

6. Returns
Goods are not supplied on a sale or return basis.
The buyer has a right to cancel an order and receive a full refund prior to goods
being despatched. If goods have been despatched, the buyer will have the right to
return goods within 7 days of receipt of goods.
The cost of postage, packaging and insurance to return the goods will be borne by
the buyer and goods must be received by the Company in perfect condition and in
their original packaging.
The cost of delivering the goods will be deducted from any refund.
There may be a re-stocking charge.
If goods are not received back in perfect condition and in their original packaging,
the Company reserves the right not to accept the goods at our warehouse and/
or not to issue a refund or credit. Any costs to redeliver the goods will be payable
in advance by the customer. If the goods have been removed from their original
packaging or assembled, your right to cancel may be forfeited.
Any free gifts received with your order must be returned if an order is cancelled.
All order cancellations or returns must be notified to us by e-mail only. If you wish
to cancel or return goods please e-mail our Customer Service Department on
enquiries@midlandcleaning.com
No cancellation of order will be accepted after 7 days from delivery of goods

7. Title to Goods
Not withstanding delivery and the passing of risk, the property in all goods
delivered by the Company to the Customer shall remain vested in the Company
until unconditional payment in full is received and cleared through the Company’s
bank account not only for the goods but also for the goods and/or services
comprised in any other contracts between the Company and the Customer which
have been delivered and/or performed but remain unpaid.
Until payment due from the Customer under all the contracts between the
Customer and the Company has been so received in full:-
a) the Customer shall on trust for the Company the goods;
b) the customer shall at all times keep the goods comprehensively insured
against normal perils and damage;
c) the Customer shall subrogate to the Company any rights it may or will have in
respect of insurance monies recoverable for the goods;
d) the Customer shall hold the goods as bailee in a fiduciary capacity for the
Company and it shall be the responsibility of the Customer to keep the goods
in good condition at its own expense
e) the goods shall be held separately from any other assets and be identified as
property of the Company and;
f) the Customer shall permit any officer, employee representative or agent of the
Company to enter with or without vehicles onto the Customer’s premises or
other site where the goods are located and to repossess the goods.

8. Cancellation by the Company
If the Customer shall fail to make any payment when due or enters into any
arrangement with its creditors, or if, being an incorporated company, shall have an
administrator or receiver appointed or shall pass a resolution for winding up or a
court shall make an order to that effect, or if, being an unincorporated company,
shall have a receiving order made against it, or if there shall be any breach by the
Customer of any of the terms or conditions herein, the Company may defer or
cancel any further deliveries and treat the contract as determined without prejudice
to its right to the unpaid
purchase price of the goods delivered and to damages for any loss suffered in
consequence thereof and to any interest outstanding.
The Company reserves the right to cancel or reduce any order in event of being
unable for any reason to execute either the whole or part thereof.

9. Carriage
Quoted prices for goods ordered, which are to be delivered to any part of mainland
of England, Scotland and Wales, where the order value exceeds £125.00 will include
carriage costs. In respect of orders where the order value is £125.00 or less, a handling

charge will be levied. The Company reserves the right not to accept orders with a value of less than £125.00.
In respect of orders for deliveries outside England, Scotland
and Wales, the Customer will be charged the carriage at cost, in addition to the
quoted price.

10. Claims
No claim shall be entertained by the Company unless received by the Company in
writing.
Claims arising from damage or partial loss in transit must reach the Company within
7 days of the date of delivery. Claims for non-delivery must reach the Company
within 48 hours from the date of despatch.
All other claims must also reach the Company within 48 hours of delivery.
Damaged goods must be retained to enable inspection/collection.

11. Liability
Subject to the Unfair Contract Terms Act 1977, and the “requirement of
reasonableness” therein, in the event of any claim against the Company in respect
of any matter whatsoever, the liability (if any) of the Company shall be limited to
the replacement of the goods sold by the Company in respect of when the liability
(if any) arises only and under no circumstances shall the Company be liable to the
Customer or any other party for any consequential loss or damage whatsoever.

12. Force Majeure
Every effort will be made to carry out the contract but its due performance is
subject to the cancellation by the Company and such variations as the Company
may find necessary as a result of inability to secure labour, materials or supplies
as a result of any Act of God, War, Strike, Lock-out, other Labour Dispute, Fire,
Flood, Drought, Legislation or other cause (whether of the foregoing class or not)
beyond the Company’s control. The Company shall be under no liability for failures,
variations and delays attributable to causes beyond its control.

13. Other Conditions of Sale
By ordering any goods from the company, the Customer will be deemed to have
accepted that these Conditions take precedence over any other conditions
contained on or in any letter, acceptance form, receipt or the like received by
the Customer in connection with the goods so ordered and that any such other
conditions will not form part of the contract between the Company and the
Customer for the sale of such goods.

14. Trading Agreement
The Company reserves the right to consult whomsoever it considers appropriate
for the purpose of trade references and will record information in respect of such
opinions which will be made available to other businesses for the continuing
assessment of credit risk.

15. Proper Law
These Conditions and all quotations, offers and acceptances shall be governed by
and construed according to English Law.