- About us
1.1 Company details. Foundrax Engineering Products Limited (company number 00460583) (we and us), is a company registered in England and Wales and our registered office and main trading address is at 18 Wessex Park, Bancombe Road Trading Estate, Somerton, Somerset, TA11 6SB. Our VAT number is GB336636543. We operate the website https://foundrax.co.uk.
1.2 Contacting us. To contact us telephone our customer service team at 01458 274888 or email firstname.lastname@example.org. How to give us formal notice of any matter under the Contract is set out in clause 14.2.
- Our contract with you
2.1 Our contract. These terms and conditions (Terms) apply to the order by you and supply of goods by us to you (Contract). No other terms are implied by trade, custom, practice or course of dealing.
2.2 Entire agreement. The Contract is the entire agreement between us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
2.3 Language. These Terms and the Contract are made only in the English language.
2.4 Your copy. You should print a copy of these Terms (or save them to your computer] for future reference.
- Placing an order and its acceptance
3.1 Placing your order. Please follow the onscreen prompts to place an order. Each order is an offer by you to buy the goods specified in the order (Goods) subject to these Terms.
3.2 Correcting input errors. Our order process allows you to check and amend any errors before submitting your order to us. Please check the order carefully before confirming it. You are responsible for ensuring that your order is complete and accurate.
3.3 Acknowledging receipt of your order. After you place an order, you will receive an email from us acknowledging that we have received it, but please note that this does not mean that your order has been accepted. Our acceptance of your order will take place as described in clause 3.4.
3.4 Accepting your order. We will confirm our acceptance to you by sending you an email that confirms that the Goods have been dispatched (Dispatch Confirmation). The Contract between you and us will only be formed when we send you the Dispatch Confirmation.
3.5 If we cannot accept your order. If we are unable to supply you with the Goods for any reason, we will inform you of this by email and we will not process your order. If you have already paid for the Goods, we will refund you the full amount including any delivery costs charged as soon as possible.
- Our goods
4.1 The images of the Goods and related packaging on our site are for illustrative purposes only and colours and packaging may vary slightly from images on your computer screen.
4.2 We reserve the right to amend the specification of the Goods if required by any applicable statutory or regulatory requirement.
- Return and refund
Occasionally and at our sole discretion we may allow you to cancel the Contract, but we do not grant you an automatic right to cancel the Contract or right of refund.
- Delivery, transfer of risk and title
6.1 We will give you with an estimated delivery date at the same time as we email you our Dispatch Confirmation. Occasionally our delivery to you may be affected by an Event Outside Our Control. See clause 13 (Events outside our control) for our responsibilities when this happens.
6.2 Delivery is complete once the Goods have been unloaded at the address for delivery set out in your order and the Goods will be at your risk from that time.
6.3 You own the Goods once we have received payment in full, including of all applicable delivery charges.
6.4 If we fail to deliver the Goods, our liability is limited to the cost of obtaining replacement. However, we will not be liable to the extent that any failure to deliver was caused by an Event Outside Our Control, or because you failed to provide adequate delivery instructions or any other instructions that are relevant to the supply of goods.
6.5 If you fail to take delivery within 7 days after the day on which we notified you that the Goods were ready for delivery, we may resell part of, or all the Goods and after deducting any reasonable storage and selling costs, account to you for any excess over the price of the Goods or charge you for any shortfall below the price of the Goods.
- International delivery
7.1 We reserve the right not to deliver to certain countries as there are restrictions on some Goods for certain international delivery destinations or we may have certain local arrangements which prohibit our being able to deal with your order. Please feel to call or email us if you would like confirmation of whether we deliver to your location prior to placing an order, our contact details are in paragraph 1, above.
7.2 If you order Goods from our site for delivery to one of the International Delivery Destinations, your order may be subject to import duties and taxes which are applied when the delivery reaches that destination. Please note that we have no control over these charges and we cannot predict their amount.
7.3 You will be responsible for payment of any such import duties and taxes. Please contact your local customs office for further information before placing your order.
7.4 You must comply with all applicable laws and regulations of the country for which the Goods are destined. We will not be liable or responsible if you break any such law.
- Price of goods and delivery charges
8.1 The prices of the Goods will be as quoted on our site at the time you submit your order. We take all reasonable care to ensure that the prices of Goods are correct at the time when the relevant information was entered onto the system. However, please see clause 8.5 for what happens if we discover an error in the price of Goods you ordered.
8.2 Prices for our Goods may change from time to time, but changes will not affect any order you have already placed.
8.3 The price of Goods excludes VAT (where applicable) at the applicable current rate chargeable in the UK for the time being. However, if the rate of VAT changes between the date of your order and the date of delivery, we will adjust the VAT you pay, unless you have already paid for the Goods in full before the change in VAT takes effect.
8.4 The price of the Goods does not include delivery charges. Our delivery charges are as advised to you during the check-out process, before you confirm your order.
8.5 It is always possible that, despite our reasonable efforts, some of the Goods on our site may be incorrectly priced. If we discover an error in the price of the Goods you have ordered, we will contact you to inform you of this error and we will give you the option of continuing to purchase the Goods at the correct price or cancelling your order. We will not process your order until we have your instructions. If we are unable to contact you using the contact details you provided during the order process, we will treat the order as cancelled and notify you in writing.
- How to pay
9.1 You can pay for Goods using a debit card or credit card alternatively you can pay by bank transfer or we may at our sole discretion agree to set up a business account with you. Payment for the Goods and all applicable delivery charges is in advance. We will not charge your debit card or credit card until we dispatch your Goods.
- Our warranty for the goods
10.1 The Goods are intended for use only in the UK. We do not warrant that the Goods comply with the laws, regulations or standards outside the UK. [GA to re number remaining clauses in due course]
10.2 We provide a warranty that on delivery and for a period of five years from the date of the corresponding certificate, or until the space remaining on the surface of the Goods is no longer sufficient to permit further use in accordance with the relevant International Standards, the Goods shall:
(a) subject to clause 4, conform in all material respects with their description;
(b) be free from material defects in design, material and workmanship; and
(c) be fit for any purpose held out by us.
10.3 Subject to clause 11.4, if:
(a) you give us sufficient information as to the nature and extent of the defects and the uses to which the Goods have been put prior to the defect arising;
(b) you give us notice in writing (a) in the case of a defect apparent on normal visual inspection within 5 days of delivery and in the case of a latent defect within a reason time of such defect becoming apparent and if you have not given notice of any defects in the Goods within the relevant time period you will be deemed to have accepted the Goods
(c) you do not make any further use of the Goods after giving us notice in accordance with clause 10.3(b)
(d) we are given a reasonable opportunity of examining the Goods; and
(e) if we ask you to do so, you return the Goods to us at your cost,
we will, at our option, replace the defective Goods, or refund the price of the defective Goods in full.
10.4 We will not be liable for breach of the warranty set out in clause 11.2 if:
(a) you make any further use of the Goods after giving notice to us under clause 11.3;
(b) the defect arises because you failed to follow our oral or written instructions as to the storage, installation, commissioning, use or maintenance of the Goods or (if there are none) good trade practice;
(c) you alter or repair the Goods without our written consent, or, having received such consent, you do so other than in accordance with our instructions;
(d) the defect arises as a result of fair wear and tear, wilful damage, negligence, or abnormal storage or working conditions; or
(e) the Goods differ from their description or specification as a result of changes made to ensure they comply with applicable statutory or regulatory requirements.
10.5 We will only be liable to you for the Goods’ failure to comply with the warranty set out in clause 11.2 to the extent set out in this clause 11.
10.6 The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 are, to the fullest extent permitted by law, excluded from the Contract.
10.7 These Terms also apply to any repaired or replacement Goods supplied by us to you.
- Our liability: your attention is particularly drawn to this clause
11.1 We only supply the Goods for internal use by your business, and you agree not to use the Goods for any resale purposes unless you have our prior agreement to operate as our agent.
11.2 Nothing in these Terms limits or excludes our liability for:
(a) death or personal injury caused by our negligence;
(b) fraud or fraudulent misrepresentation;
(c) breach of the terms implied by section 12 of the Sale of Goods Act 1979 (title and quiet possession); or
(d) any other liability that cannot be limited or excluded by law.
11.3 Subject to clause 12.2, we will under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
(a) any loss of profits, sales, business, or revenue; or
(b) loss or corruption of data, information or software;
(c) loss of goodwill; or
(d) any indirect or consequential loss.
11.4 Subject to clause 12.2, our total liability to you for all losses arising under or in connection with the Contract, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, will in no circumstances exceed the price of the Goods.
11.5 Except as expressly stated in these Terms, we do not give any representations, warranties or undertakings in relation to the Goods. Any representation, condition or warranty which might be implied or incorporated into these Terms by statute, common law or otherwise is excluded to the fullest extent permitted by law.
- Events outside our control
12.1 We will not be liable or responsible for any failure to perform, or delay in performance of, any of our obligations under the Contract that is caused by any act or event beyond our reasonable control (Event Outside Our Control).
12.2 If an Event Outside Our Control takes place that affects the performance of our obligations under the Contract:
(a) we will contact you as soon as reasonably possible to notify you; and
(b) our obligations under the Contract will be suspended and the time for performance of our obligations will be extended for the duration of the Event Outside Our Control. Where the Event Outside Our Control affects our delivery of Goods to you, we will arrange a new delivery date with you after the Event Outside Our Control is over.
12.3 You may cancel the Contract affected by an Event Outside Our Control which has continued for more than 30 days. To cancel please contact us. If you opt to cancel, you will have to return (at your cost) any relevant Goods you have already received and we will refund the price you have paid, including any delivery charges.
- Communications between us
13.1 When we refer to “in writing” in these Terms, this includes email.
13.2 Any notice or other communication given under or in connection with the Contract must be in writing and be delivered personally, sent by pre-paid first class post or other next working day delivery service, or email.
13.3 A notice or other communication is deemed to have been received:
(a) if delivered personally, on signature of a delivery receipt or at the time the notice is left at the proper address;
(b) if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second working day after posting;
(c) if sent by pre-paid airmail providing proof of delivery, at 9.00am on the fifth Business Day after posting or at the time recorded by the delivery service; or
(d) if sent by email, at 9.00 am on the next working day after transmission.
13.4 In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an email, that such email was sent to the specified email address of the addressee.
13.5 The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
14.1 Assignment and transfer.
(a) We may assign or transfer our rights and obligations under the Contract to another entity.
(b) You may only assign or transfer your rights or your obligations under the Contract to another person if we agree in writing.
14.2 Variation. Any variation of the Contract only has effect if it is in writing and signed by you and us (or our respective authorised representatives).
14.3 Waiver. If we do not insist that you perform any of your obligations under the Contract, or if we do not enforce our rights against you, or if we delay in doing so, that will not mean that we have waived our rights against you or that you do not have to comply with those obligations. If we do waive any rights, we will only do so in writing, and that will not mean that we will automatically waive any right related to any later default by you.
14.4 Severance. Each paragraph of these Terms operates separately. If any court or relevant authority decides that any of them is unlawful or unenforceable, the remaining paragraphs will remain in full force and effect.
14.5 Third party rights. The Contract is between you and us. No other person has any rights to enforce any of its terms.
14.6 Governing law and jurisdiction. This Contract is governed by English law and each party irrevocably agrees to submit all disputes arising out of or in connection with this Contract to the exclusive jurisdiction of the English courts.