1. DEFINITIONS In these Conditions:
1.1 'The Company' means McNamara Feeds Limited whose registered office is at: Ballaghtalion, Kildalkey, County Meath, Ireland
1.2 'Buyer' means the person who buys or agrees to buy the Goods from the Company.
1.3 'Goods’ means the products which the Buyer agrees to buy from the Company.
1.4 'Price' means the price for the Goods excluding VAT.
1.5 'Conditions' means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Company.
1.6 'Contract' means the contract for the purchase and sale of the Goods.
2. Supply of Goods
2.1The Company shall make all reasonable efforts to deliver on specified dates, but any such dates are estimates. All orders are subject to these Conditions, which shall govern the contract to the exclusion of any other terms and conditions subject to which any such quotation is accepted or purported to be accepted, or any such order is made or purported to be made, by the Buyer.
2.2No variation to these Conditions shall be binding unless agreed in writing between the buyer or the authorized representatives of the Buyer and the Company.
2.3 The specification of the goods for sale are those detailed in the specifications of Goods as set out in the Company's written quotations and literature.
2.4 The Company reserves the right to provide for sale goods as listed in a Group Contract at the group price and for the set time period of said contract but these prices are only valid based on a group members previous buying pattern. The Company reserves the right to cancel any order placed on the Company that exceeds this previous purchasing pattern unless expressly agreed by the Company.
2.4Each order or acceptance of a quotation for Goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these Conditions when any order is accepted by the Company.
2.5Subject to any express reservation, any quotation is valid for a period of 30 days only from its date provided the Company has not previously withdrawn it.
2.6 The Company shall ensure that each delivery of the Goods is accompanied by a delivery note that shows the date of the order, the type and quantity of the Goods, special storage instructions (if any). The Buyer may not cancel the Contract but the Company may cancel the Contract at any time prior to delivery.
2.8Any typographical, clerical or other error or omission in any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by the Company shall be subject to correction without any liability on the part of the Company.
2.9The Goods as sold by the Company to the Buyer are not intended for human consumption.
3. THE GOODS
3.1All samples, specifications and advertising generated by the Company and any descriptions or illustrations contained in the Company's catalogues or brochures are issued or published for the sole purpose of giving an approximate idea of the Goods represented by or described in them. They will not form part of the Contract and the sale of the Goods is not a sale by sample.
4.1The price of the Goods shall be the determined by sales team prior to orders, if no price is quoted the price for an order shall be the price set out in the Company’s price list on the date of accepting the order.
4.2The Company may by giving notice to the Buyer at any time before delivery increase the price for the goods to reflect any increase in the cost to the Company which is due to any factor beyond the control of the Company (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, war or action of any Irish or Foreign government or nationalized industry); any significant increase in the costs of labour, materials or other costs of manufacture; any change in delivery dates, quantities or specifications of the Goods which is requested by the Buyer; or any delay caused by any instructions of the Buyer or failure of the Buyer to give the Company adequate information or instructions.
4.3The Company reserves the right to require payment at any time and the Goods are sold subject to this express condition.
4.4The Company may invoice the Buyer for the Goods on or at any time after delivery and subject to condition
4.5 Payment is due in Euros within 30 days from the date of invoice unless otherwise agreed in writing between the Buyer and the Company and no payment will be deemed to have been received until the Company has received cleared funds.
4.6 All sums payable to the Company under the Contract will become due immediately upon termination of the Contract.
4.7 All payments to be made by the Buyer under the Contract will be made in full without set-off, restriction or condition.
4.8 The Company may appropriate any payment made by the Buyer to the Company to such of the invoices for the Goods as the Company thinks fit.
4.9 In the event that the Buyer fails to make payment of any invoice within its due date for payment then the Company shall be entitled to (without limitation): charge interest on such invoice(s) from the date of the invoice(s) until the date of payment of the invoice at a rate of compound interest of 2% per month.
5.1 Delivery of the Goods shall be made by the Buyer collecting the Goods at the Company's premises during business hours or if some other place for delivery is agreed by the Company, by the Company delivering the Goods to that place.
5.2 Any dates quoted for delivery of the Goods are approximate only and the Company will use reasonable endeavours to deliver each of the Buyer's orders within the time agreed but if no time is agreed then within a reasonable time. Time for delivery of the Goods shall not be of the essence of the Contract unless previously agreed by the Company. If despite the Company's endeavours the Company is unable for any reason to fulfil any delivery on the specified date the Company will not be deemed to be in breach of the Contract nor will the Company have any liability to the Buyer for direct, indirect or consequential loss (each term to include without limitation, pure economic loss, loss of profits, loss of business, depletion of goodwill and like loss) howsoever caused (including as a result of negligence) by any delay or failure in delivery.
5.3 The Company shall be entitled to deliver over or under the quantity of Goods ordered by the Buyer in accordance with the tolerances generally accepted within the industry without any adjustment in the price and the quantity so delivered shall be deemed to be the quantity ordered.
5.4The Buyer shall inspect all Goods on delivery and shall notify the Company in writing within 24 hours of any shortages or of any damage and will mark on the Company’s delivery docket details of any visible damage. The Buyer will be deemed to have accepted the Goods if claims are not made in accordance with this condition.
6.1 All risk of loss or damage to the Goods shall pass to the Buyer immediately on collection or completion of delivery.
6.2 Title to the Goods shall not pass to the Buyer until the Company receives payment in full (in cash or cleared funds) for the Goods.
6.3 The Company reserves the right to recover from the Buyer’s premises any goods which have not been paid for in full including any interest applied and the Company reserves the right to impose a re-stocking charge where appropriate for goods returned
The Company reserves the right to defer the date of delivery and or to cancel the Contract or reduce the volume of the Goods ordered by the Buyer (without liability to the Buyer) if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Company including, without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to either party’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the event in question continues for a continuous period in excess of 30 days, and the seller shall not be liable to the Buyer for any loss or damage suffered in consequence.
The Company may by notice in writing serve on the Buyer to terminate the Contract forthwith if the Buyer is in material breach of any of the terms of the Contract and, where the breach is capable of remedy. In the event of any conflict between these Sales Conditions and the Buyer’s Purchase Conditions (if any), the provisions of these sales conditions shall prevail.
These conditions and all other terms of the contract shall be governed and construed in accordance with the Law of the Republic of Ireland.