Trade Account – Terms & Conditions
1.1. "Company" refers to RS Cleaning Machines Limited, a company incorporated under the laws of England and Wales.
1.2. "Customer" refers to the business entity applying for a trade account with the Company.
1.3. "Trade Account" refers to the credit facility provided by the Company to the Customer, enabling the purchase of goods or services on credit.
2. Account Application and Approval
2.1. The Customer must complete and submit a trade account application form provided by the Company. The application should include accurate and up-to-date information about the Customer's business, financials, and references.
2.2. The Company reserves the right to approve or decline the trade account application at its sole discretion, without providing a reason for rejection. The approval process may involve credit checks, verification of references, and other assessments as deemed necessary by the Company.
2.3. Upon approval, the Customer shall receive a notification confirming the establishment of the trade account, along with the assigned credit limit.
3. Credit Limit and Terms
3.1. The Company will establish a credit limit for the Customer's trade account, specifying the maximum amount of credit that may be utilized. The credit limit may be reviewed and adjusted periodically at the Company's discretion.
3.2. The Customer agrees to adhere to the credit terms set by the Company, including payment due dates, interest rates, and any other applicable charges or fees. The credit terms shall be communicated to the Customer in writing upon approval of the trade account.
3.3. The Customer shall not exceed the assigned credit limit without obtaining prior written consent from the Company.
3.4. You must tell us immediately if you become aware that the Account is being misused, whether fraudulently or in any other way; or the Account statement appears to wrongly include any item. Until you notify us of these events, so that we can stop the misuse of the Trade account or investigate any misuse of the Account, you will be liable for any losses we suffer as a result of any misuse of the Account. Where we have good reason to do so, we may cancel, suspend or restrict the right to use the account.
Even if we have provided you with credit previously we reserve the right to refuse to complete any order if payment of the account, your credit rating is not satisfactory to us or for any other reason.
4. Proforma Payment for First Order
16.1. The Customer agrees to make payment for the first order placed with the Company via proforma invoice. The order will be processed and shipped upon receipt of full payment.
5. Invoicing and Payment
5.1. The Company will provide invoices for goods or services purchased by the Customer on credit. Each invoice shall specify the due date, payment terms, and any applicable discounts or charges.
5.2. Payment for the invoices shall be made in accordance with the agreed-upon credit terms. The Customer shall make payments by the due date mentioned on the invoice, using the designated payment methods specified by the Company.
5.3. Late payments shall be subject to interest charges and penalties as specified in the credit terms. The Company reserves the right to suspend or reduce the credit facility in case of persistent late payments or non-compliance with the credit terms.
5.4. Any disputes or discrepancies regarding the invoices must be communicated to the Company in writing within a specified timeframe (e.g., 14 days) from the invoice date. Failure to raise concerns within this timeframe will be considered acceptance of the invoice.
5.5. You will be sent, unless otherwise agreed, monthly statements showing details of all purchases which have been charged to the Account.
5.6. Late Payment Interest: In the event of late payment by the Customer, the Company reserves the right to charge interest on the outstanding amount at a rate of [specify interest 5]% per Month, or the maximum rate permitted by law, whichever is lower. The interest shall accrue from the due date of payment until the actual date of payment. The Customer shall be responsible for the payment of all applicable interest charges on late account payments. The 5% interest charge is a default charge and represents a pre-estimate of our losses incurred as a result of your default in failing to settle your account in full by the due date. Interest will be calculated on a daily basis. We will notify you of the interest that is charged. In addition we shall be entitled to claim interest, fixed sum compensation and reasonable costs under the Late Payment of Commercial Debts (Interest) Act 1998 (as amended by the Late Payment of Commercial Debts Regulations 2013) where you fail to make payment of any amount properly due on its due date.
5.7. You may not withhold payment of any invoice or other amount due to us by reason of any right of set off or counterclaim, which you may have, or allege to have. We shall be entitled at all times to set off any debt or claim which we may have against you against any sums due from us to you.
6. Retention of Title
6.1. Ownership of the goods supplied shall remain with the Company until full payment has been received from the Customer.
6.2. Until ownership is transferred to the Customer, the Customer shall keep the goods separately and clearly identified as the property of the Company. The Customer shall not sell, transfer, or encumber the goods until full payment has been made.
6.3. In the case of assets provided on hire by the Company, the title of the goods shall remain with the Company throughout the hire period. The Customer shall ensure the safekeeping and proper use of the hired assets.
7. Restocking Charge
7.1. In the event of returned goods, the Company may charge a restocking fee, which shall be communicated to the Customer prior to return authorization.
8. Delivery Terms
8.1. Delivery terms shall be specified in the purchase order or sales contract between the Company and the Customer. The Company shall make reasonable efforts to adhere to the agreed delivery schedule.
8.2. Any delays or issues in delivery shall be promptly communicated to the Customer, and alternative arrangements, if applicable, shall be discussed.
8.3. You agree and acknowledge that a administration and logistical charge will be applied to any order which is under the agreed limited of £400.00 net of any applicable taxes. The applied charge is, at this time agreed at £12.00 exclusive of any applicable taxes.
9. Delivery of Incorrect Goods
9.1. In the event of delivery of incorrect goods, the Customer must notify the Company within a specified timeframe (e.g., 7 days) from receipt of the goods. The Company will arrange for the return and replacement of the incorrect goods, subject to inspection and verification.
10.1. The prices for goods or services shall be as specified in the Company's price list or as agreed upon in the purchase order or sales contract.
10.2. The Company reserves the right to adjust prices due to factors such as changes in production costs, taxes, or market conditions. The Customer shall be notified in writing of any price adjustments with reasonable notice.
11. Returned Goods
11.1. The return of goods shall be subject to the Company's return policy, which may include conditions such as obtaining return authorization, returning goods in their original condition, and bearing any applicable restocking charges.
11. Faulty Goods
11.1. In the event of receiving faulty or defective goods, the Customer must notify the Company within a specified timeframe (e.g., 7 days) from receipt of the goods. The Company will assess the claim and, if deemed valid, arrange for the return and replacement of the faulty goods.
12. Loss or Damage in Transit
12.1. The Company shall not be held responsible for any loss, damage, or delay occurring in transit. Such claims should be directed to the relevant carrier or shipping agent.
13. Warranty Claims
13.1. Warranty claims for goods supplied shall be subject to the specific warranty terms provided by the manufacturer or as otherwise agreed upon by the parties.
14.1. In the event of the Customer entering into liquidation or insolvency proceedings, the Company reserves the right to terminate the trade account, demand immediate payment of outstanding debts, and exercise any other legal remedies available.
15. Insurance Cover
15.1. The Company maintains an insurance cover with a level of £10 million. However, the Customer acknowledges that the Company's insurance cover may not extend to cover specific risks associated with the use or handling of the goods or services provided.
15.2. We shall not (to the fullest extent permitted by law) be liable to you under this agreement (including if we are unable to comply with our obligations due to any event beyond our reasonable control).
16. Governing Law, Jurisdiction, and Consumer Rights
16.1. These terms and conditions shall be governed by and construed in accordance with the laws of England and Wales. Any disputes arising out of or relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of England and Wales. If the Customer is domiciled in Scotland (according to the Civil Jurisdiction and Judgments Act 1982) or Goods are delivered to the Customer in Scotland, the Company may elect that the Contract shall be governed by and construed in accordance with Scottish law and/or all disputes arising in connection with the Contract shall be submitted to the jurisdiction of the Scottish Courts.
16.2. These terms and conditions do not affect any rights or protections granted to the Customer under applicable consumer laws or regulations. A consumer is not a business but an individual.
16.3. We will use any personal information you provide in accordance with the Data Protection Act 1998 for the purpose of assessing the level of credit we can provide to you and as otherwise permitted by law (the “Purpose”). We may share details with credit reference agencies and other organisations for these purposes and for the purposes of updating such organisations with your payment performance information. If false or inaccurate information is provided and fraud is identified, details will be passed to fraud prevention agencies to prevent fraud or money laundering. Law Enforcement agencies may access and use this information.
17.1. Either party may terminate the trade account by providing written notice to the other party. The termination notice shall specify the effective date of termination.
17.2. Termination of the trade account shall not affect the Customer's existing payment obligations to the Company. Any outstanding debts must be settled within the agreed-upon timeframe following the termination.
17.3. If you are a company any step, application, order, proceeding or appointment for a distress, execution, composition or arrangement with creditors, winding up, dissolution, administration, receivership (administrative or otherwise) or bankruptcy is taken or made, or you are unable to pay your debts; or
17.4. If you are an individual, you die or any step, application, order, proceeding or appointment for execution, composition or arrangement with your creditors, or for bankruptcy is taken or made, or you are unable to pay your debts; or
17.5. If you are a partnership, any step, application, order, proceeding or appointment for execution, composition or arrangement with creditors, winding up, dissolution, administration, receivership (administrative or otherwise), bankruptcy is taken or made, or you are unable to pay its debts as they fall due.