Customer Terms & Conditions
ENVIROTECH INNOVATIVE PRODUCTS LIMITED TERMS AND CONDITIONS OF TRADING FOR RENTAL, SERVICE AND SUPPLY OF GOODS AND EQUIPMENT
TERMS & CONDITIONS OF TRADING
- 1.1. THE AGREEMENT Means the rental, services and supply of goods agreement entered into between the Supplier and the Customer.
- 1.2. SUPPLIER Means Envirotech Innovative Products Limited or any of its subsidiaries or associated companies.
- 1.3. CUSTOMER Means the person or persons or body corporate named on the Agreement.
- 1.4. GOODS Means any goods or stock rented, purchased or hired from the Supplier by the Customer in connection with the Agreement and any goods added thereto or substituted therefor pursuant to the Agreement.
- 1.5. EQUIPMENT Means any equipment or systems rented, purchased or hired from the Supplier by the Customer in connection with the Agreement and any equipment or systems added thereto or substituted therefor pursuant to the Agreement.
- 1.6. FOGGING SYSTEMS In the context of the Agreement, Fogging Systems is a generic name covering equipment, consumable parts and technical service relating to the provision of dry fogging (<= 10 micron droplet size) and other fogging and misting applications.
- 1.7. AURANTA In the context of the Agreement, Auranta is a brand name covering materials of whatever type of chemical, food processing aid, food ingredient, animal feed ingredient, compound animal feed, plant synergist, plant fertiliser, plant protection agent or biocide, whether in liquid or powder form, that may be applicable to the goods in the specific context in which the term is used in the Agreement. The use of the terms food processing aid, food ingredient, animal feed ingredient, plant synergist, plant fertiliser and biocide in the Agreement does not imply any properties or approvals associated with Auranta.
- 1.8. EIP PACKAGING In the context of the Agreement, EIP Packaging is a brand name covering packaging materials of whatever type of polyethylene terephthalate, cellulose paper, or other packaging material that may be applicable to the goods in the specific context in which the term is used in the Agreement.
2. AGREEMENT TO SUPPLY, INSTALL, LET ON HIRE OR RENTAL:
The Supplier agrees to supply, install, let on hire or rental, as may be appropriate, at the Customer’s premises, the goods and/or equipment.
The Agreement shall, in all cases, be subject to the Supplier’s rental and/or service charges, as set out in the schedule and otherwise to the charges from time to time made by the Supplier for any goods supplied pursuant to the Agreement which said charges shall be liable to annual increase by the Supplier at any time (7 days’ notice of any change in the amount thereof first having been given to the Customer).
4. PAYMENT TERMS
Subject to Clause 3 Charges, the terms of payment shall be monthly at the prices current at the date hereof (which prices are available on request from the Supplier and a list of which the Supplier has furnished/shall endeavour to furnish to the Customer with the Agreement) and payment shall be received by electronic transfer to our bank by noon on the 15th day of the month following the date of invoice. For direct debits, payment shall be made on or before the 20th day of the month following date of invoice. Should the customer change the payment method from variable direct debit or electronic funds transfer by the due date, all prices will increase by 5%. If a direct debit or cheque is not honoured by the customer’s bank, the Supplier will invoice the Customer for an administration charge of €65.00 or GBP£55.00.
5. RENTENTION OF TITLE:
All goods shall remain the property of the Supplier until full payment has been received. All fogging systems and equipment rented, leased or on loan shall remain the property of the Supplier.
6. VALUE ADDED TAX:
All sums becoming due and payable (whether by way of rental or otherwise) under and by virtue of the Agreement are liable to VAT which will be charged in accordance with prevailing legislation.
7. RISK AND INSURANCE:
The goods shall remain the property of the supplier but the risk of the goods shall be with the customer while in the Customer’s care, custody and control. The Customer hereby undertakes to indemnify and keep indemnified, the supplier against all loss of and damage howsoever caused to or by the goods. The Customer agrees to notify his insurance company of this risk/liability which continues through the duration of the agreement. The goods must be insured on a replacement value basis in an amount equal to the price to be paid therefore. The Customer must hold as fiduciary upon trust for the Supplier absolutely the proceeds of any successful insurance claim.
All Auranta products are measured using the SI system of weights and measures. Auranta shall be sold by weight, with the unit of measurement for both liquid and powder forms of Auranta shall be kilogramme (kg). Most Auranta products have a specific gravity greater than 1.0 (i.e. heavier than water), therefore packaging may appear to be partially full.
Auranta shall be manufactured in accordance with British Retail Consortium Global Standards or by using an equivalent quality system.
10. CANCELLATION CHARGES:
In the case of Fogging Systems, the Customer may only withdraw from the contract before the completion of the minimum period with the Supplier’s consent and on a lump sum payment. This is essential due to the substantial set-up costs and commitment to ongoing service costs incurred by the Supplier. In the case of a combined Fogging System service (where the fogging system, the maintenance service and the Auranta concentrate are invoiced in one combined monthly charge) the lump sum payment shall be 30% of the expected invoice value for the remainder of the minimum period. In the case of Fogging System rental and maintenance being invoiced separately from the Auranta concentrate, the lump sum payment shall be 90% of the expected invoice value for the remainder of the minimum period.
11. ACCESS TO STOCK AND EQUIPMENT:
The Customer hereby grants to the Supplier access to the goods at all times to check and inspect stock and equipment, the property of the Supplier, wherever same may be located.
The Supplier guarantees the goods against defective manufacture, defective workmanship, natural defects or damage arising from fair wear and tear only and any repairs necessary arising from these factors will be carried out free of charge. However, the Supplier reserves the right to charge for any repairs or damage which, in its opinion, have been caused by fire, explosion, weather conditions, lightning, earthquake, storm or flood, drought, humidity, subsidence or landslip, impact of any description, riot, civil commotion, strikes, disturbances, lockouts, industrial disputes, malicious persons or vandals, actions or interference by third parties, delay in transit, accidents, unforeseen hindrances or circumstances, shortages of material, acts of God, the negligent, careless or reckless use or misuse of the goods or the state of repair or condition of the premises where the goods may be.
13. USE OF GOODS NOT RECOMMENDED BY SUPPLIER:
Notwithstanding Clause 12 above Guarantee, the Supplier will not give the guarantee therein, should the Customer require goods that the Supplier does not recommend.
14. REPAIRS BY CUSTOMER OR OTHER PARTY:
No repairs of any description to any damaged goods shall be undertaken except by the Supplier or with the Supplier’s express permission.
15. LOCATION OF EQUIPMENT:
The Customer shall only use rental equipment at pre-agreed locations and must seek permission in writing in the event of any change in the location of same. On agreement the supplier reserves the right to vary the charges at any time if the goods are moved to a geographical area for which different charges are applicable.
The Supplier shall not be liable for any breach of the Agreement or any loss or damage howsoever arising from any of the causes specified in Clause 12 Guarantee above.
17. CHANGE OF LEGAL STATUS
If the Customer in any way alters its legal status, then the Agreement shall be determinable at the exclusive option of the Supplier and the Customer hereby undertakes to notify the Supplier of any intention to change its legal status, (e.g. becomes or ceases to become a corporate entity or similar change) to the intent that a new Agreement may be entered into between the parties under the new status of the Customer.
18. CHANGE OF LOCATION OF EQUIPMENT
Where any injury to persons or damage of any kind is occasioned due to the relocation of equipment and/or fogging systems being relocated by the Customer or in any way interfered with by the Customer, the Customer shall fully indemnify the Supplier in respect of all costs, actions, claims or liabilities howsoever arising out of the relocation and/or interference by the Customer with the said items.
19. INTERFERENCE OR ALTERATION OF GOODS OR EQUIPMENT:
Where any injury to persons or damage of any kind is occasioned due to goods and/or equipment being moved or altered or in any way interfered with by the Customer, the Customer shall fully indemnify the Supplier in respect of all costs, actions, claims or liabilities howsoever arising out of the relocation and/or interference by the Customer with the said items.
20. USE OF EQUIPMENT:
It is a condition of supply that fogging systems and equipment supplied by Envirotech (whether rented, leased or on loan) shall only be used for the intended purpose of dispensing Auranta concentrate. It is a breach of this agreement to use fogging systems or equipment for dispensing products other than Auranta concentrate or for dispensing water that excludes Auranta concentrate. When fogging system or equipment is used to dispense water without Auranta during certain periods as part of a protocol approved by Envirotech, it shall not be deemed to be a breach of this condition.
SALE OF GOODS ACT 1893 & SALE OF GOODS AND SUPPLY OF SERVICES ACT 1980
21. IDENTIFICATION MARKS:
Identification marks on rented goods may not be removed, altered or adversely affected.
22. CONSEQUENTIAL LOSS:
The Supplier shall not, in any event, be liable:
- For any loss of profits suffered by the Customer nor
- For the late or non-delivery of goods whether or not resulting from negligence of the Supplier, its servants or agents or from the causes set out in Clause 12 Guarantee hereof.
The Customer shall indemnify the Supplier against all claims which may be made against the Supplier or costs incurred by the Supplier arising from:
- Any defect in the goods which was or should have been apparent to the Customer on reasonable examination prior to the use of the goods by the Customer or
- Use of the goods by the Customer, its servants or agents otherwise than in the normal and proper manner, whether or not resulting from the negligence of the Supplier or its servants or agents.
The agreement with the Customer is personal to the Customer and may not be assigned by the Customer without the express written consent of the Supplier. The Supplier may assign the benefit and burden of this agreement at any time without prior notice to the Customer.
The invalidity in whole or in part of the terms of this agreement shall not affect the validity of any other term and all remedies available to either party for breach of contract are cumulative and may be exercised concurrently or separately.
26. GOVERNANCE LAWS:
The agreement shall be governed by the Laws of Ireland.
27. CONSUMER’S RIGHTS:
The Supplier declares that in cases where the Customer is a consumer, that the Customer’s contractual rights under and by virtue of Sections 12, 13, 14 and 15 of the Sale of Goods Act 1893, are to be in no way prejudiced by the terms and conditions of the within Agreement of any of them.
The Supplier declares that in the case of the Customers who are not consumers, any exclusion or restriction of the rights conferred by Sections 13, 14 and 15 of the Sale of Goods Act 1893, which may be occasioned as a result of the within Agreement, are subject to Section 55 of the 1893 Act as amended.
Claims in respect of the quality, condition or maintenance of service or shortage of goods or scheduled goods supplied or delivered or for any other reason, shall only be considered on the following terms:
- A. That the Supplier has the opportunity to inspect the source of the claim.
- B. That the Supplier is notified in writing of such claims within 7 days of the date of the invoice relating to the items in question.
29. ALTERATION TO THE TERMS OF THE AGREEMENT:
No representation or statement not contained in the Agreement shall be binding on the Supplier. No alteration, waiver or modification of the printed terms of the Agreement shall be binding on the Supplier unless agreed to in writing by the Supplier.
The Agreement comes into force when signed by duly authorised representatives of both the Supplier and the Customer.
31. NON-COMPLIENCE WITH CREDIT TERMS:
In the event that a Customer does not make payments to its account in accordance with the credit terms, then without prejudice to any other remedy, the Supplier shall be entitled to additional charges in compliance with the European Communities (Late Payment in Commercial Transactions) Regulations 2012. The Supplier shall add a once-off levy to that Customer’s account of €40 (or GBP £32) in the case of overdue payment not exceed €1,000 (GBP £800), of €70 in the case of overdue payment exceeding €1,000 (GBP £800) but not exceeding €10,000 (GBP £8,000) and of €100 in the case of overdue payment exceeding €10,000 (GBP £8,000). In the event that the account is not cleared beforehand, then as and from the credit expiry date (the interest date) interest shall accrue on the amount outstanding on the account at the rate of 8% above the European Central Bank rate per annum, both before and after any judgement obtained by the Supplier against the Customer. The parties hereto accept that these credit terms applicable to the Customer’s account are not of a penal nature but in keeping with the commercial transaction.
32. SUPPORTING DOCUMENTATION:
The Customer hereby agrees (in view of the fact that details, quantities, current prices and current rental charges of/for the goods may vary throughout the course of trading between the parties hereto) that the goods and or equipment and the relevant prices/rental charges, the subject matter of the Agreement, shall be as vouched by the documentary records (i.e. invoices, statements, correspondence, quotations, receipts, price lists, rental charge list and such like) of the Supplier and in the event of any dispute between the parties as to these matters such evidence as the Supplier may furnish shall be binding and conclusive as between the parties hereto.
33. LIABILITY FOR WORK DONE:
For avoidance of doubt as and from the date hereof, the Customer shall be liable to reimburse the Supplier for work done and expense incurred by the Supplier in pursuance of the Agreement up to the date of lawful termination hereof in accordance with the terms hereof.
34. DISPUTE RESOLUTION:
Any dispute or difference of any kind whatsoever which arises or occurs between the parties hereto in relation to any thing or matter arising under, out of or in connection with, the course of trading between parties hereto shall be referred to Arbitration under the Arbitration Rules of the Chartered Institute of Arbitrators – Irish Branch.
35. PERIOD OF AGREEMENT
- FOGGING SYSTEMS The period of agreement will commence on the date of installation and will continue for 60 months (the ‘minimum period”) and thereafter, will continue until determined by either party giving to the other not less than 8 weeks’ notice in writing. In the case of additional equipment added at a later date, the same period of agreement and notice required will apply for those particular articles.
- EQUIPMENT (OTHER THAN FOGGING SYSTEMS) The period of agreement will commence on the date of installation and will continue for 60 months (the ‘minimum period”) and thereafter, will continue until determined by either party giving to the other not less than 8 weeks’ notice in writing. In the case of additional equipment added at a later date, the same period of agreement and notice required will apply for those particular articles.
Supplier Terms & Conditions
PURCHASING TERMS AND CONDITIONS
1. PURCHASING COMPANY:
The purchasing company is Envirotech Innovative Products Ltd. trading as Auranta (Envirotech)
2. INVOICE AND DELIVERY ADDRESS:
All invoices shall be remitted by post (1 copy) to Envirotech Innovative Products Limited, NovaUCD, Belfield Innovation Park, Belfield Dublin 4, Ireland or by email to firstname.lastname@example.org. The delivery address shall be as stated on the Purchase Order. If it is not stated, contact the company to confirm a delivery address.
3. REGISTRATION AND DIRECTORS:
Envirotech Innovative Products Ltd. is registered in Ireland at c/o Sean McKenny & Co., Business Park, Dawsons Demesne, Ardee, Co. Louth, Ireland. The company Registration Number is 523437. The directors are John Cullen, Patrick Ward and Peter Scallan.
- General Queries: email: email@example.com phone: +353 1 716 3690
- Scientific/Technical Queries: email: firstname.lastname@example.org phone: +353 1 716 3690
- Accounts payable: email: email@example.com phone: +353 1 716 3690
5. PURCHASE ORDER:
An official purchase order shall be issued to the vendor by Envirotech for each purchase. The Proof of Delivery documentation, the Invoice and all correspondence shall quote the Purchase Order number.
6. VALUE ADDED TAX:
Envirotech Innovative Products Ltd. is registered for VAT in Ireland IE2996362PH. All supplier invoices shall state the supplier VAT number.
All invoices and payments shall be in Euro unless otherwise stated on the Purchase Order.
8. PROOF OF DELIVERY:
All goods shall be accompanied by Proof of Delivery documentation. In the event of delivery to an address other than the company’s Office at NovaUCD, the invoice shall be accompanied by proof of delivery documentation (either in printed or .pdf format).
Invoices will only be accepted in one of the following two formats:
- 1 copy of printed invoice sent by post to the Invoice Address above, or
- Electronic invoice in .pdf format, by email to firstname.lastname@example.org. No other electronic format will be accepted.
The standard terms and conditions are payment by 30 days from end of month of invoice.
Invoices for a particular month shall be received by Envirotech by 5th of the following month; otherwise payment shall be postponed to the subsequent month. Payment will be by electronic transfer of funds (EFT) on 30th of each month (or nearest working day) for the previous month’s invoices.
The vendor shall provide Envirotech with bank account BIC and IBAN in SEPA formats at submission of the first invoice.