Terms & Conditions

Composite Integration Terms & Conditions

Standard Aftersales

We pride ourselves on our aftersales support to all customers. With the use of our cloud based Help-Desk system we are able to provide answers to your questions via the entire engineering team here at Composite Integration Ltd. If you have any questions or require any level of support, please contact our Business Development Team.

Annual Service Contract

Preventative maintenance and regular servicing intervals ensures your machines run efficiently and accurately, reducing downtime. Our Annual Service contracts support your investment by providing you with unlimited telephone support and one onsite visit support per year via our experienced Technical Services team. Please contact our Business Development Team for more information.

Installation & Commissioning

Composite Integration Ltd offer the installation and commissioning of all tooling and equipment by our dedicated Technical Services team. Please contact our Business Development Team for more information.

Training

Whilst we offer ½ day basic training here at our premises FOC with every purchase of equipment or tooling, we can also offer the in depth training at your premises once the equipment/tooling is installed. This is delivered by our experienced Technical Services team and can be adapted to suit your needs. Please contact our Business Development Team for more information.

Contact for Business Development Team: sales@composite-integration.co.uk

Lead Time

To be confirmed on agreement of specification.

Delivery lead times will not begin until receipt of deposit payment.

Delivery Term

FCA, Loading Bay, Composite Integration Ltd, 1F Long Acre, Saltash, PL12 6LZ. UK 

Commissioning & Training

A quotation for CIJECT equipment includes ½ day of basic training in machine use and maintenance to be carried out at Composite Integration Ltd. Additional and on-site training and commissioning will be charged as extra. For more details, please contact Composite Integration Ltd. 

Regulatory Confirmity

All our equipment is designed and manufactured in accordance with CE and UKCA regulations. If additional or alternative certifications are required, this must be notified to Composite Integration Ltd prior to order placement. An additional quotation will then be provided which must be either added to the Purchase Order prior to commencement of work or an additional Purchase Order issued prior to commencement of work. 

  • If notification of alternative or additional certification is made after placement and acceptance of order, it is agreed that any additional costs and/or delays will be accepted and covered with an additional purchase order. 
  • All documentation to be supplied in English unless alternative language is requested at point of order. Translation costs to be paid by customer.  

Quoted prices for equipment and tooling are valid for 30 days unless specified otherwise on the quote.  

Quoted prices for carriage are valid for 10 days unless specified otherwise on the quote. 

Equipment testing

A Factory Acceptance Test (FAT) is performed at the vendor prior to shipping to a client.  The vendor tests the system in accordance with the clients approved test plans and specifications to show that the system is at a point to be installed and tested on site.  

A Site Acceptance Test (SAT) is tested in accordance to client approved test plans and specifications to show the system is installed properly and interfaces with other systems and peripherals in its working environment. For more details and prices on FAT or SAT, please contact Composite Integration Ltd.  

All prices strictly Ex VAT Net 

All goods remain property of Composite Integration Ltd until payment is made in full.  

Interpretation

In these Conditions: 

  • “Buyer” means the customer; 
  • “Goods” means the goods (including any instalment of the goods or any parts for them) which the Seller is to supply in accordance with these Conditions; 
  • “Seller” means Composite Integration Limited; 
  • “Conditions” means the standard terms and conditions of sale set out in this document and (unless the context otherwise requires) includes any special terms and conditions agreed in writing between the Buyer and the Seller; 
  • “Contract” means the contract for the purchase and sale of the Goods 
  • “Writing” includes telex, cable, facsimile transmission and comparable means of communication. 

Any reference in these Conditions to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time. 

The headings in these Conditions are for convenience only and shall not affect their interpretation.

1. Basis of Sale

1.1. The Seller shall sell and the Buyer shall purchase the Goods in accordance with any written quotation of the Seller which is accepted by the Buyer, or any written order of the Buyer which is accepted by the Seller, subject in either case 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. 

1.2. No variation to these Conditions shall be binding unless agreed in writing between the authorised representatives of the Buyer and the Seller. 

1.3. SPECIALIST PROCESSING: Any process carried out to the Goods other than on the Seller’s premises, shall be subject to a separate contract between the Buyer and the party carrying out such process and the Seller shall have no liability in respect of such processing or the Goods once the Goods have been delivered in accordance with condition 6, and risk and property shall pass in accordance with condition 7. 

1.4. The Seller’s employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Seller in Writing. In entering into the Contract, the Buyer acknowledges that it does not rely on any such representations which are not so confirmed. 

1.5. Any advice or recommendation given by the Seller or its employees or agents to the Buyer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in Writing by the Seller is followed or acted upon entirely at the Buyer’s own risk, and accordingly the Seller shall not be liable for any such advice or recommendation which is not so confirmed. 

1.6. Any 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 Seller shall be subject to correction without any liability on the part of the Seller. 

2. Orders & Specifications

2.1. No order submitted by the Buyer shall be deemed to be accepted by the Seller unless and until confirmed in Writing by the Seller’s authorised representative. 

2.2. The Buyer shall be responsible to the Seller for ensuring the accuracy of the terms of any order (including any applicable specification) submitted by the Buyer, and for giving the Seller any necessary information relating to the Goods within a sufficient time to enable the Seller to perform the Contract in accordance with its terms.

2.3. The quantity, quality and description of and any specification for the Goods shall be those set out in the Seller’s quotation (if accepted by the Buyer) or the Buyer’s order (if accepted by the Seller). 

2.4. If the Goods are to be manufactured or any process is to be applied to the Goods by the Seller in accordance with a specification submitted by the Buyer, the Buyer shall indemnify the Seller against all loss, damages, costs and expenses awarded against or incurred by the Seller in connection with or paid or agreed to be paid by the Seller in settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from the Seller’s use of the Buyer’s specification. 

2.5. The Seller reserves the right to make any changes in the specification of the Goods which are required to conform with any applicable statutory or EC requirements or, where the Goods are to be supplied to the Seller’s specification, which do not materially affect their quality or performance. 

2.6. No order which has been accepted by the Seller may be cancelled by the Buyer except with the agreement in writing of the Seller and on terms that the Buyer shall indemnify the Seller in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by the Seller as a result of cancellation. 

2.7. A 10% restocking fee will be charged for all products returned to the Seller, if the goods have been ordered in error. This charge is subject to change without further notice. 

3. Price of the Goods

3.1. All prices displayed are in UK Pounds (GBP) Sterling, unless clearly otherwise stated.  

3.2. The price of the Goods shall be the Seller’s quoted price or, where no price has been quoted (or a quoted price is no longer valid), the price listed in the Seller’s published price list current at the date of acceptance of the order. Where the Goods are supplied for export from the United Kingdom, the Seller’s published export price list shall apply. All prices quoted are valid for 21 days only or until earlier acceptance by the Buyer, after which time the Seller without giving notice to the Buyer may alter them. 

3.3. The Seller reserves the right, by giving notice to the Buyer at any time before delivery, to increase the price of the Goods to reflect any increase in the cost to the Seller which is due to any factor beyond the control of the Seller (such as, without limitation, any foreign exchange fluctuation, currency regulation, alteration of duties, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for 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 Seller adequate information or instructions. 

3.4. Except as otherwise stated under the terms of any quotation or in any price list of the Seller, and unless otherwise agreed in Writing between the Buyer and the Seller, all prices are given by the Seller on an ex works basis, and where the Seller agrees to deliver the Goods otherwise than at the Seller’s premises, the Buyer shall be liable to pay the Seller’s charges for transport, packaging and insurance. 

3.5. The price is exclusive of any applicable value added tax, which the Buyer shall be additionally liable to pay to the Seller. 

4. Terms of Payment

4.1. Subject to any special terms agreed in Writing between the Buyer and the Seller, the Seller shall be entitled to invoice the Buyer for the price of the Goods on or at any time after delivery of the Goods, unless the Goods are to be collected by the Buyer or the Buyer wrongfully fails to take delivery of the Goods, in which event the Seller shall be entitled to invoice the Buyer for the price at any time after the Seller has notified the Buyer that the Goods are ready for collection or (as the case may be) the Seller has tendered delivery of the Goods. 

4.2. The Seller upon receipt of the Buyer’s order for the Goods shall invoice the Buyer for a sum equal to a declared % of the total price of the Goods to be supplied under the order and the invoice shall be due for payment immediately. Further invoices for sums equal to a declared % of the total price of the Goods to be supplied under the order shall be raised by the Seller at the specified period of supply of the Goods to the Buyer and shall be payable at the declared period. 

4.3. In the event that the Buyer fails to take delivery of the Goods without good cause the balance of the price of the Goods shall forthwith become due and payable by the Buyer. 

4.4. If the Buyer fails to make any payment on the due date then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to: 

       4.4.1 cancel the contract or suspend any further deliveries to the Buyer; 

       4.4.2. appropriate any payment made by the Buyer to such of the Goods (or the goods supplied under any other contract between the Buyer and the Seller) as the Seller may think fit (notwithstanding any purported appropriation by the Buyer); and 

       4.4.3. charge the Buyer interest (both before and after any judgment) on the amount unpaid, at the rate of 15 per cent per annum above Bank base rate from time to time, until payment in full is made (a part of a month being treated as a full month for the purpose of calculating interest). 

5. Delivery

5.1. Delivery of the Goods shall be made by the Buyer collecting the Goods at the Seller’s premises at any time after the Seller has notified the Buyer that the Goods are ready for collection or, if some other place for delivery is agreed by the Seller, by the Seller delivering the Goods to that place. 

5.2. Any dates quoted for delivery of the Goods are approximate only and the Seller shall not be liable for any delay in delivery of the Goods however caused. Time for delivery shall not be of the essence of the Contract unless previously agreed by the Seller in writing. The Goods may be delivered by the Seller in advance of the quoted delivery date upon giving reasonable notice to the Buyer. 

5.3. Where the Goods are to be delivered in instalments, each delivery shall constitute a separate contract and failure by the Seller to deliver any one or more of the instalments in accordance with these Conditions or any claim by the Buyer in respect of any one or more instalments shall not entitle the Buyer to treat the Contract as a whole as repudiated. 

5.4. If the Seller fails to deliver the Goods (or any instalment) for any reason other than any cause beyond the Seller’s reasonable control or the Buyer’s fault, and the Seller is accordingly liable to the Buyer, the Seller’s liability shall be limited to the excess (if any) of the cost to the Buyer (in the cheapest available market) of similar goods to replace those not delivered over the price of the Goods. 

5.5. If the Buyer fails to take delivery of the Goods or fails to give the Seller adequate delivery instructions at the time stated for delivery (otherwise than by reason of any cause beyond the Buyer’s reasonable control or by reason of the Seller’s fault) then, without prejudice to any other right or remedy available to the Seller, the Seller may: 

       5.5.1 store the Goods until actual delivery and charge the Buyer for the  

       5.5.2. reasonable costs (including insurance) of storage; or 

       5.5.3. sell the Goods at the best price readily obtainable and (after deducting all  

       5.5.4. reasonable storage and selling expenses) account to the Buyer for the excess  

       5.5.5. over the price under the Contract or charge the Buyer for any shortfall below the  

       5.5.6. price under the Contract. 

6. Risk & Property

6. Risk of damage to or loss of the Goods shall pass to the Buyer: 

       6.6.1. in the case of Goods to be delivered at the Seller’s premises, at the time when the Seller notifies the Buyer that the Goods are available for collection; or 

       6.6.2. in the case of Goods to be delivered otherwise than at the Seller’s premises, at the time of delivery or, if the Buyer wrongfully fails to take delivery of the Goods, the time when the Seller has tendered delivery of the Goods. 

6.2. Notwithstanding delivery and the passing of risk in the Goods, or any other provision of these Conditions, the property in the Goods shall not pass to the Buyer until the Seller has received in cash or cleared funds payment in full of the price of the Goods and all other goods agreed to be sold by the Seller to the Buyer for which payment is then due. 

6.3. Until such time as the property in the Goods passes to the Buyer, the Buyer shall hold the Goods as the Seller’s fiduciary agent and bailee, and shall keep the Goods separate from those of the Buyer and third parties and properly stored, protected and insured and identified as the Seller’s property. Until that time the Buyer shall be entitled to resell or use the Goods in the ordinary course of its business but shall account to the Seller for the proceeds of sale or otherwise of the Goods whether tangible or intangible, including insurance proceeds, and shall keep all such proceeds separate from any moneys or property of the Buyer and third parties and, in the case of tangible proceeds, properly stored, protected and insured. 

6.4. Until such time as the property in the Goods passes to the Buyer (and provided the Goods are still in existence and have not been resold), the Seller shall be entitled at any time to require the Buyer to deliver up the Goods to the Seller and, if the Buyer fails to do so forthwith, to enter upon any premises of the Buyer or any third party where the Goods are stored and repossess the Goods. 

6.5. The Buyer shall not be entitled to pledge or in any way charge by way of security for any indebtedness any of the Goods which remain the property of the Seller, but if the Buyer does so all moneys Owing by the Buyer to the Seller shall (without prejudice to any other right or remedy of the Seller) forthwith become due and payable. 

7. Warranties & Liability

7.1. Subject as expressly provided in these Conditions, and except where the Goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977 and of the Unfair Terms in Consumer Contracts Regulations 1994), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. 

7.2. Where the Goods are sold under a consumer transaction (as defined by the Consumer Transactions (Restrictions on Statements) Order 1976) the statutory rights of the Buyer are not affected by these Conditions. 

7.3. Any claim by the Buyer which is based on any defect in the quality or condition of the Goods or their failure to correspond with specification shall (whether or not delivery is refused by the Buyer) be notified to the Seller within 7 days from the date of delivery or (where the defect or failure was not apparent on reasonable inspection) within a reasonable time after discovery of the defect or failure. If delivery is not refused, and the Buyer does not notify the Seller accordingly, the Buyer shall not be entitled to reject the Goods and the Seller shall have no liability for such defect or failure, and the Buyer shall be bound to pay the price as if the Goods had been delivered in accordance with the Contract. 

7.4. Except in respect of death or personal injury caused by the Seller’s negligence, the Seller shall not be liable to the Buyer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any indirect, special or consequential loss or damage (whether for loss of profit or otherwise), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Seller, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Buyer, and the entire liability of the Seller under or in connection with the Contract shall not exceed the price of the Goods, except as expressly provided in these Conditions. 

7.5. The Seller shall not be liable to the Buyer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Seller’s obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Seller’s reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Seller’s reasonable control: 

       7.5.1. act of God, explosion, flood, tempest, fire or accident; 

       7.5.2. war or threat of war, sabotage, insurrection, civil disturbance or requisition; 

       7.5.3. acts, restrictions, regulations, bye-laws, prohibitions or measures of any kind on the part of any governmental, parliamentary or local authority; 

       7.5.4. import or export regulations or embargoes; 

       7.5.5. strikes, lock-outs or other industrial actions or trade disputes (whether involving employees of the Seller or of a third party); 

      7.5.6. difficulties in obtaining raw materials, labour, fuel, parts or machinery; 

      7.5.7. power failure or breakdown in machinery. 

7. Indemnity

7.6. If any claim is made against the Buyer that the Goods infringe or that their use or resale infringes the patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person, then unless the claim arises from the use of any drawing, design or specification supplied by the Buyer, the Seller shall indemnify the Buyer against all loss, damages, costs and expenses awarded against or incurred by the Buyer in connection with the claim, or paid or agreed to be paid by the Buyer in settlement of the claim, provided that: 

        7.6.1. the Seller is given full control of any proceedings or negotiations in connection with any such claim; 

       7.6.2. the Buyer shall give the Seller all reasonable assistance for the purposes of any such proceedings or negotiations; 

       7.6.3. except pursuant to a final award, the Buyer shall not pay or accept any such claim, or compromise any such proceedings without the consent of the Seller (which shall not be unreasonably withheld); 

       7.6.4. the Buyer shall do nothing which would or might vitiate any policy of insurance or insurance cover which the Buyer may have in relation to such infringement, and this indemnity shall not apply to the extent that the Buyer recovers any sums under any such policy or cover (which the Buyer shall use its best endeavours to do); 

       7.6.5. the Seller shall be entitled to the benefit of, and the Buyer shall accordingly account to the Seller for, all damages and costs (if any) awarded in favour of the Buyer which are payable by, or agreed with the consent of the Buyer (which consent shall not be unreasonably withheld) to be paid by, any other party in respect of any such claim; and 

       7.6.6. without prejudice to any duty of the Buyer at common law, the Seller shall be entitled to require the Buyer to take such steps as the Seller may reasonably require to mitigate or reduce any such loss, damages, costs or expenses for which the Seller is liable to indemnify the Buyer under this clause. 

8. Insolvency of Buyer

8.1. This clause applies if: 

      8.1.1. the Buyer makes any voluntary arrangement with its creditors or (being an individual or firm) becomes bankrupt or (being a company) becomes subject to an administration order or goes into liquidation (otherwise than for the purposes of amalgamation or reconstruction); or 

       8.1.2. an encumbrancer takes possession, or a receiver is appointed, of any of the property or assets of the Buyer; or 

       8.1.3. the Buyer ceases, or threatens to cease, to carry on business; or 

       8.1.4. the Seller reasonably apprehends that any of the events mentioned above is about to occur in relation to the Buyer and notifies the Buyer accordingly. 

8.2. If this clause applies then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to cancel the Contract or suspend any further deliveries under the Contract without any liability to the Buyer, and if the Goods have been delivered but not paid for the price shall become immediately due and payable notwithstanding any previous agreement or arrangement to the contrary. 

9. Notices

9.1. A notice required or permitted to be given under this agreement shall be in writing, addressed to the other party at its registered office or principal place of business and be delivered by, not limited to, hand or first class post (or sent by fax) 

10. Entire Agreement

10.1. This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.  

10.2. Each party acknowledges that in entering into this agreement it does not rely on and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement.  

10.3. Each part agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.  

10.4. Nothing in this clause shall limit or exclude any liability for fraud.  

11. Waiver

11.1. A waiver of any right under this agreement is only effective if it is in writing and it applies only to the party to whom the waiver is addressed and the circumstances for which it is given.  

11.2. A waiver of a breach of a term of this agreement does not amount to a waiver of a breach of any other term of this agreement.  

11.3. A waiver of a breach of a particular obligation on one occasion will not prevent a party from subsequently requiring compliance with the same obligation on another occasion.  

11.4. A failure or delay in enforcing an obligation under the agreement does not amount to a waiver of rights that exist under that obligation.  

12. Assignment

Either party may assign or transfer or purport to assign or transfer to any other person any of its rights or subcontract any of its obligations under this agreement, subject to consent.  

13. Third party Rights

For the purposes of the Contracts (Rights of Third Parties) Act 1999 this agreement is not intended to, and does not, give any person who is not a party to it any right to enforce any of its provisions.  

14. Jurisdiction

The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement, its formation or subject matter.  

15. Applicable Law

This agreement and any dispute or claim arising out of or in connection with its formation or its subject matter, shall be governed by, and construed in accordance with, the law of England and Wales.